Stanbic IBTC Capital Fined ₦50.145 Million by SEC
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Nigeria’s Securities and Exchange Commission (SEC) has fined Stanbic IBTC Capital Limited, the investment banking arm of Stanbic IBTC Holdings Plc, ₦50.145 million ($34,490) for using digital distribution channels during Guaranty Trust Holding Company Plc’s (GTCO) public offer without obtaining prior regulatory approval.
The fine, disclosed in Stanbic’s H1 2025 financial statements, relates to GTCO’s ₦392.49 billion ($269.71 million) capital raise last year, a crucial part of Nigerian banks’ efforts to meet the Central Bank of Nigeria’s (CBN) recapitalisation rule. Stanbic, serving as the lead issuing house, used both physical and digital channels to attract more retail investors.
Initially, NGX filings indicated that Stanbic was fined ₦50.15 billion ($34.49 million), but the bank later clarified via email and phone that this was a clerical error confirming that the actual fine was ₦50.145 million.
Digital platforms have revolutionised public offerings and rights issues in Nigeria, making participation more accessible and efficient for retail investors. In 2021, MTN’s digital public offer drew over 150,000 new retail investors, marking a milestone in market democratisation.
However, the Stanbic case underscores the need to balance innovation with regulatory compliance. “An issuing house requires approval from the Securities and Exchange Commission (SEC) before embarking on a public offer, whether it uses traditional or digital channels,” explained Michael Pratt, Investment Banker at Comercio Partners, Lagos.
He added: “The approval ensures investor protection, market integrity, and transparency. The focus is not necessarily on the distribution channel but on the offer itself.”
Failure to comply can result in steep penalties, licence suspension, or even withdrawal.
Regulatory Environment and Market Implications
In recent years, the SEC, CBN, and Nigerian Exchange Group (NGX) have intensified enforcement actions. In 2024 alone, seven Nigerian banks paid a combined $10.7 million in fines. Stanbic IBTC Holdings Plc itself paid ₦113 million ($77,650) in H1 2025 representing a 28.9% drop from ₦159 million ($109,260) in H1 2024.
To enhance market efficiency, the NGX launched NGX Invest in 2024—an SEC-approved platform designed to streamline public offers and rights issues. Early adopters included Access Holdings and Fidelity Bank.
According to Pratt, while such penalties may appear severe, they are unlikely to derail Nigeria’s digital investment momentum. “Fines for non-compliance won’t significantly impact the digitalisation drive. In fact, they serve as a deterrent against practices that fall short of SEC guidelines,” he said.
With retail investments reaching ₦516.50 billion ($354.9 million) in July 2025, Nigeria’s capital market continues to evolve rapidly driven by innovation, technology, and a renewed emphasis on compliance.
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