Legal Framework for Complaints Management in Nigeria’s Capital Market | Michael Dugeri

Legal Framework for Complaints Management in Nigeria’s Capital Market | Michael Dugeri

Introduction

 “Complaint”
is an expression of dissatisfaction made to an organisation, related to its
product or service. Complaints management is, therefore, the aggregate of ways,
tools and processes an organisation uses to collect, analyse, and act on
customer dissatisfaction.
In
practice, customer complaints may take one or more of the following categories:

a.     
complaints alleging
financial losses,

b.    
complaints alleging failure
of service delivery, and

c.     
complaints with potential
legal/regulatory implications.

 

The complaints may arise from issues such as delay in execution; poor
customer service; failure to carry out lawful instructions; negligence;
mistakes in the computation of charges/fees; and system errors or technological
failures.

 

It has been noted that complaints are a critical element of consumer
contact management.
Customers are rarely as motivated to speak to
organisations as they are when something has gone wrong. While no one likes to
hear what they have done wrong, knowing how to receive, manage and resolve
customer complaints can yield significant insights that can help organisations
meet the current and future needs of their customers.

 

Beyond making individual
customers happy by addressing their problems, complaints can also be leveraged
upon by an organisation to enhance product development, mitigate risk, and find
opportunities for growth and innovation. Hence, while customer complaints are
often seen as negative events that successful organisations should avoid, forward-looking
organizations see them as vital inputs for enhancing customer satisfaction and
experience.

 

Complaints Management Framework of the Nigerian
Capital Market

 

Complaints and associated issues of product and service reliability are
often focused on by regulators because of their potential impact on a market’s
dynamism, fairness, transparency and efficiency.
The
Investments and Securities Act (ISA) gives the Securities and Exchange
Commission (SEC) the responsibility to maintain efficient, transparent and
effective capital markets in Nigeria. This includes the responsibility of
ensuring that investments are not violated, misused or mismanaged in any way.
As a result, the
SEC has issued Rules relating
to the complaints management framework of the Nigerian Capital Market for all
entities operating in the capital market, including the SEC. This means that
the SEC Complaints Management Framework Rules are applicable to Self-Regulatory
Organisations (SROs), recognized Capital Market trade groups, Capital Market
Operators (CMOs) and listed public companies.

 

The overreaching aim of the Rules is to implement a framework for
customer (investor) complaint management in the capital market to entertain
complaints arising out of issues that are covered under the following:

 

a.      the Investments and Securities Act, 2007 (ISA),

b.     the SEC Rules and Regulations made pursuant to the ISA,

c.      the rules and regulations of Securities Exchanges; and

d.     the guidelines of recognised trade associations.

Organisations
can only solve the problems they know about, so organisations that don’t
provide opportunities and incentives for customers to provide feedback are
missing a vital component in their quest for constant improvement and enhanced
customer experience.
The SEC Rules
therefore require all entities in the Capital Market to establish complaints
management policies that are fair, impartial and objective for the handling of
complaints made in respect of all forms of complaints against operators by
client, between operators, against regulators and SROs, and trade manipulation,
accounting frauds, Ponzi schemes.

 

Responsibility for implementation and monitoring compliance of such
policy is vested in individual company’s/firm’s senior management. The
‘relevant Competent Authority’ is to ensure that Companies/firms have a
complaints management function which enables complaints to be investigated
fairly and possible conflicts of interest to be identified and mitigated, and
properly documented. The term ‘Competent Authority’ in relation to these rules
means SROs and recognized Capital Market trade associations.

 

It is pertinent to note that not all complaints are qualifying of
treatment under the Framework. For instance, complaints against unlisted,
delisted, wound up, liquidated or ailing companies fall outside the purview of
this Framework. Also not to be treated under the Framework are complaints that
are sub-judice or under the purview of other regulatory bodies.

 

It is also pertinent to note that a complaint must qualify as such in
order for it to be entertained. This is important in order to better manage
resources in the complaint management process. Hence, the following ‘complaints’
are not considered as deserving of attention or resolution:

 

a.      Complaints that are incomplete or not specific.

b.     Allegations without supporting documents.

c.      Offering suggestions or seeking guidance or explanation.

d.     Seeking explanation for non-trading of shares or illiquidity of shares.

e.      Not satisfied with trading price of the shares of the companies.

f.       Non-listing of shares of private offers of securities by private
companies.

g.     Disputes arising out of private agreement with companies or
intermediaries.

h.     Any other matters as may be determined by the SEC from time to time.

 

There is, however, no yardstick for determining when a complaint is
frivolous. In the absence of guidance on acceptable forms of a complaint,
companies/firms have discretion on what they consider to be incomplete or frivolous
complaints. There is the possibility that such discretion may be abused in
cases where the affected firm is more concerned with reputational damage
control than customer satisfaction.

 

The SEC complaint resolution framework is multi-layered, such that
complaints by clients are to be resolved by individual companies/firms within
10 days; complaints between CMOs are to be resolved by the relevant Competent
Authorities within 20 days; while the following complaints are to be referred
to the SEC for further investigation, and ultimately to the Administrative
Proceedings Committee (APC) of the SEC:

 

a.      complaints against Competent Authorities;

b.     complaints against operators by SROs/Regulator;

c.      Trade manipulation, accounting frauds, Ponzi schemes and such other
complaints as may be determined by the SEC from time to time.

 

Complainants not satisfied with resolutions /decisions reached by SEC
reserve the right to appeal to the Investments and Securities Tribunal (IST)
provided there is full compliance with the ISA. 

 

Finally, the Rules require every SROs, recognized Trade Associations,
CMO and public company to maintain an electronic Complaints Register, which
shall contain details such as name of the complainant, date and nature of the complaint,
and remarks/comments. The Register is to be updated regularly, and status
reports of the complaints are to be forwarded to the SEC quarterly. The
importance of a Complaints Register lies in the fact that a successful
resolution of complaints is almost as important as ensuring that the reason for
the complaint does not recur.
With customers lodging
complaints across a wide variety of communication channels (such as email,
customer response surveys, and social media), many organisations have
difficulty keeping track of all the information. It is not unusual to find
these complaints piling up in the personal email accounts of frontline workers
or customer experience representatives. Without the opportunity to engage in
rigorous analyses of customer complaints, organisations lose the opportunity to
mine the deep insights that complaints can provide about the customer
experience.

 

Appraisal of the Complaints Management Framework

 

It appears that the SEC Complaints Management Framework of the Nigerian Capital Market is more
concerned with complaints about breach of a regulatory rule as against
complaints that are on internal policies or practices of individual capital
market operators. But while SEC, the regulator, may be more concerned with the overall
health of the market, individual capital market operators should leverage on
the Framework for customer service performance improvement.

 

Prior to the Complaints
Management Framework of the Nigerian Capital Market, it was not uncommon for
aggrieved customers/investors to engage law enforcement agencies like the Nigerian
Police or the Economic and Financial Crimes Commission (EFCC) to resolve
disputes with capital market operators, especially where the dispute involved
criminal allegations, such as embezzlement or misappropriation of funds of an
investor. It is to be noted that in involving the Police or EFCC, complainants
are often motivated by the perceived potential for quick results/resolution. The
Complaints Management Framework of the Nigerian Capital Market is intended to
discourage such tendencies, for obvious reasons. The new Framework is therefore
expected to prevent complaints from becoming disputes that might take a long
time to resolve.

 

It is suggested
that the prevention of complaints from becoming disputes should have formed the
basis of the Capital Market Complaints Management Framework, rather than the
resolution of active disputes in the capital market, which is already well
provided for under extant provisions of the ISA. Otherwise, the Complaints
Management Framework will only add to already existing dispute resolution
channels, such as the SEC
Administrative
Proceedings Committee (
APC), Investment
and Securities Tribunal (IST) and even the courts. Apart from potential
jurisdictional conflicts, the current system will only prolong the timeframe
for resolving disputes, exhaustively. As a result, the
Framework should have been more focused on
complaint management as it relates to internal processes and practices of individual
capital market operators, as opposed to complaints on the laws, rules and
regulations governing the market.

 

Appreciating the difference
between a ‘complaint’ and a ‘dispute’ is important in delineating appropriate
resolution channels in the capital market. The ISA appreciates this difference,
as it uses ‘complaint’ for matters that are to be
referred
to the APC for determination; and ‘dispute’ for matters that the IST is to
handle.
Where a party files a
complaint at SEC against an operator for any securities transaction, the
complaint is referred to the Administrative Proceedings Committee for
determination. The decision of the Committee is appealable to the Investment
and Securities Tribunal (IST). The Investment and Securities Act 2007
prescribes that all actions must be concluded within 90 days at the IST. The
decisions of the IST are appealable to the Court of Appeal and subsequently to
the Supreme Court. It is unclear why the
Complaints Management Framework is considered by the SEC a necessary
appendage to this statutory dispute resolution framework.
 

Conclusion

 

It is suggested that the Complaints
Management Framework
should be redesigned to focus more on prevention of complaints from becoming disputes in the capital market.
This means an increased focus on the internal policies of organisations on
complaint management as against regulatory breaches. It is
not realistic to expect CMOs to develop and
implement policies on all forms of complaints in the Capital Market. One way to
do this is to be clear on what qualifies as a complaint to be treated at the
individual company’s level and also make clear that the complaint management
policies of companies/firms should be tailored towards addressing complaints
about the individual internal processes of the companies/firms.  

There is also the issue of awareness on the existence of the Framework
and of individual companies/firms of the customer complaint policies. The SEC
Rules should contain a provision that mandates companies/firms to notify their
customers and stakeholders of their customer complaint policies.


Michael Dugeri 

Commercial Lawyer 

Photo 1 Credit – www. dailynigerian.com 

 

  

 

Dele Adesina SAN- The President NBA Needs Now – Lawal Pedro SAN

Dele Adesina SAN- The President NBA Needs Now – Lawal Pedro SAN

I have observed recent events in the NBA with great concern. A member of noble profession which I still believe the legal profession is should not be found wanting in character, reputation and credibility. He should also not be seen instigating and inducing division among the members of the profession particularly between the seniors and juniors in the Association. We should not forget the popular motto “The Young Shall Grow”  

An election into an office in NBA for just a 2 years term should not be a do or die affair and is not a good reason to destroy the same Association that is suppose to provide leadership, serve as a pillar of support and strength for the people most especially the vulnerable in our society.

The above foregoing underscore the point that we need a  President of NBA that understands the dynamics and the problems of the legal profession and its members. The President that has capacity and experience by being a former officer at branch and/or  National levels with unblemished records. He must also be a committed bar man. Who among the present contestants today do you think fit this office? 

It is none other than DASAN. So let us continue to do needful and together we can secure the future of our profession and Association.
Dele Adesina SAN is the best candidate for the NBA President
Jiti Ogunye Endorses Dele Adesina SAN For NBA President

Jiti Ogunye Endorses Dele Adesina SAN For NBA President

“The Nigerian Bar Association has occupied a backward position in Nigeria for some time now but it used to be in the front. Lawyers and their body used to be agenda setters for Nigeria. We used to be those that can check the excesses of wielders of power; we used to be crusaders for fidelity to the rule of law. Our voices were strident in the past, they weren’t muffled but that is no longer the case. Unfortunately, those who have led the bar recently have behaved more or less like the typical scammers, and I’m using my words advisably. What do typical scammers do? They promise heaven and earth but when they get there, nothing happens. So if they start talking about a great bar and all sorts but for two years nothing gets done, then the bar has also become a pedestal for self-aggrandizement for people to put their friends in committees including the NJC when it is time to nominate, without thinking about the larger good of the society. It’s like we are not conscious of the need to have an island of decency even in an ocean of indecency;

So my expectation is that this time, despite the challenges, the bar would renew and regenerate itself. And that lawyers and judges would no longer be the butt of jokes for ordinary Nigerians because their own notion of justice is so far apart from the justice that oozes out of our courts. The bar has that responsibility and it is time for house cleaning, for conscience pricking and a renewal because without this renewal, there can be no sustenance or consolidation. You don’t consolidate a rot or collapsed morality, you can only consolidate when you have renewed and rediscovered yourself. My expectation is that in this coming election, the bar would rediscover itself and that people who are courageous and of good conscience would come to the fore and rescue the dwindling image of the legal profession in Nigeria;

I do know one that with God helping him and with good people supporting him, he would deliver. His name is Dele Adesina SAN. The problem we have as I said earlier, is structural. There is an extent to which an individual no matter how forceful in character he is can go, but my view is that leadership is as important as programs. If you bring the best program for a weakling to execute, it would flounder but by the sheer force of character, even an imperfect program can yield good results. Dele Adesina possesses qualities of good leadership. I was his Assistant Secretary when he was the Secretary of Ikeja NBA, so I know that from that time, he had not faltered. I know that some of these problems are structural but with sound leadership, we would then start the process of this renewal”

– Jiti Ogunye

ECNBA & My Service To The Nigerian Bar   – Caroline Ibharuneafe
 

ECNBA & My Service To The Nigerian Bar   – Caroline Ibharuneafe  

Dear friends and colleagues, not too long ago, I shared with you the decision of the Electoral Committee of the NBA disqualifying my nomination to contest in the upcoming NBA 2020 Elections. I also informed you about my decision to appeal the decision and promised to keep you updated on the results.
 
Earlier today, I received the decision of the ECNBA on my appeal and though the decision was not reversed, I am most grateful for your support all through to this point and I am proud of what we have been able to achieve together.
 
Through your support and encouragement, we proved that it was possible and I would always remain grateful to all those who supported me in one way or the other. The confidence you imposed on me is not lost and I can assure you that we would still achieve our collective goals in the near future.
 
It is not over and I will still be counting on you very soon to deliver our mandate of contributing to the success of the NBA and its members.
 
Thank you and God bless you.
 
Caroline Ibharuneafe
Past Vice – Chairman, NBA Ikeja
Integrity + accuracy

 

The News Of The Passing Of Hon. Justice Nasir Ajanah Is Most Unpleasant  – Caroline Ibharuneafe

The News Of The Passing Of Hon. Justice Nasir Ajanah Is Most Unpleasant  – Caroline Ibharuneafe

Honourable Justice Nasir Ajanah was the Hon. Chief Judge of the State and reports of his passing on the 28th of June, 2020 after a brief illness is most unpleasant.
 
Justice Nasir who was appointed Chief Judge of Kogi State in May, 2009 after a period of excellent service to the Kogi State Judiciary. He was a life member of the Body of Benchers and had a terrific relationship with the Kogi State Bar.
 
On behalf of my colleagues and I at Carol Ibharuneafe and Co., I commiserate with fellow colleagues at NBA Kogi State over the loss of Hon. Justice Nasir. I pray God grants his family strength at this time and may his soul rest in peace at the bossom of the Lord.
 
Caroline Ibharuneafe

NBA Officers like Hauwa Shekarau, Kike Owolabi and Ngozi Ukweni Are Setting Records And Breaking New Grounds -Dele Adesina SAN

NBA Officers like Hauwa Shekarau, Kike Owolabi and Ngozi Ukweni Are Setting Records And Breaking New Grounds -Dele Adesina SAN

DASAN felicitates with Awka, Anaocha, Aguata, Nnewi, Owerri, Eket, Degema, Ohafia, Lafia, Maiduguri, Yola and Zaria NBA Branches On Successful Elections

 
As many NBA Branches all over the Nation continue to carry out their Branch Elections and elect new Branch officers, I am most excited to note that more women have received the confidence of their colleagues and have been elected as Chair persons of their respective branches.
 
Leaders such as Hauwa Shekarau of NBA Abuja Branch,  Kike Owolabi of NBA Ikere Branch and Ngozi Ukweni of NBA Ohafia Branch, who is the first female Chair in the history of the 5 branches in Abia State continue to show that the women in the NBA are constantly breaking new grounds and setting new records both in service to the NBA and also in legal practice.
 
On behalf of my colleagues and I at Dele Adesina LP, I felicitate with these amazing women and congratulate the members of their Branches for the foresight in identifying the role and innovative contributions many of our female members offer in service to our Association and the Nation.
 
I also congratulate members and officers of Awka, Anaocha, Aguata, Nnewi, Owerri, Eket, Degema, Ohafia, Lafia, Maiduguri, Yola and Zaria NBA Branches on their successful elections. I am confident the new elected officers of the Branches would serve meritoriously and continue to build on the achievements of past administrations in ensuring the Branches play an effective role to their members and communities.
 
Dele Adesina SAN, FCIArb
 
 

DASAN Shall Promote and Protect The Image and Integrity of the Bar and the Bench. – Mrs. Fehintola Adesola-Abodun (Head of Chambers, Dele Adesina LP)

DASAN Shall Promote and Protect The Image and Integrity of the Bar and the Bench. – Mrs. Fehintola Adesola-Abodun (Head of Chambers, Dele Adesina LP)

I joined the Law firm of Dele Adesina & Co (now known as Dele Adesina LP) in February 2006 as the Deputy head of Chambers and rose to become the Head of Chambers. With my 14 years in the Chambers, I can categorically say I know a lot about “The Man Dele Adesina”

Mr. Dele Adesina SAN, is a leader who is always ready and willing to give junior lawyers the opportunity to cut their first tooth and take a bite at the legal practise during and after their service year.  He gives the same opportunity to colleagues who join him as Associates.

I can attest to the fact that he is a man with several qualities of a good leader. He is approachable, caring, humble, respectful, focused, a goal getter and an achiever who will never accept that something is impossible.  He is a determined and dogged fighter who will do all within his powers to succeed in a course he strongly believes in. He is a detribalised leader who gives opportunities to all colleagues irrespective of their class, tribe, religion and/or pedigree.  He has a listening ear and he believes that you can always learn from anyone, be it your juniors, mates or seniors, as no man knows it all. He gives everyone working with him the opportunity to express themselves on issues before taking a final position.

He is a strong believer that there is nobody that cannot be trained as long as they are intelligent and determined. As the head of Chambers, I observed that he does not only give Lawyers in Chambers fish, but also teaches them how to fish, so as to be self-reliant. He encourages associates in his firm to be determined in order to become astute legal practitioners. This is why most lawyers that have passed through him always leave to set up their own Practice rather than join another firm. A lawyer who trained under him must surely learn confidence, diligence, honesty and neatness. 

Mr. Dele Adesina SAN is very friendly and a  considerate leader. He is an intelligent Lawyer, who does not believe in impossibility. He is a solution provider and a good orator. His professional skills particularly, in the field of advocacy are top notch. He is a team player and his passion and love for the legal profession is something that is very visible and cannot be hidden. I can say with all sense of responsibility that, after the work of God/the church of God, his second passion is his love for the NBA and the Legal Profession. This explains his determination to find a lasting solution to the series of problems steering the NBA and its members in the face for many years now to wit; the erosion of public confidence in the judicial system, the welfare of young lawyers and even senior colleagues as well as the problems facing the Bench amongst others.

Dele Adesina SAN is a man of integrity who exhibits exemplary leadership qualities with honesty as his watch word.  He is always willing and ready to give a helping hand to others when and where necessary.  He is a gentleman per excellence and very responsible. To cap it all, he is a God fearing person who puts God first in all he does.

To give Dele Adesina SAN (DASAN) an opportunity to serve us as the Leader of the Bar, come July 2020 is to give an opportunity for repositioning both the Bar and the Bench in Nigeria. DASAN shall promote and protect the image and integrity of the Bar and the Bench.

Caroline Ibharuneafe felicitates with NBA Port-Harcourt Branch On A Successful Election 
 

Caroline Ibharuneafe felicitates with NBA Port-Harcourt Branch On A Successful Election  

On behalf of my colleagues and I at Carol Ibharuneafe and Co, I felicitate with the members of NBA Port-Harcourt Branch on the successful elections and swearing – in of the new Branch Executives.

I specially commend the former Chairman, Sylvester Adaka, Esq and his Executives for their Barmanship and I congratulate Prince Nyekwere, Esq , the newly elected Chairman on a successful election. I am sure the new administration will continue in making ground breaking innovations and contributions to their members and community.
  
Caroline Ibharuneafe,Esq
Past Vice Chairman

NBA IKeja Branch
INSIGHTS: MY VISION AND MISSION FOR THE NBA – DELE ADESINA SAN

INSIGHTS: MY VISION AND MISSION FOR THE NBA – DELE ADESINA SAN


I believe in a Nigerian Bar Association (NBA) driven by visionary, selfless and exemplary leadership with the requisite capacity, competence and courage of conviction. 

I want to secure the future of the Legal Profession. In doing this and achieving my goals , I will undertake the following strategic steps and actions:

1. To Strengthen its role and relevance to its members, both Seniors and Juniors, particularly the young generation of Lawyers through calculated plans and execution of institutional welfare programmes;

2. To take pro-active and sustained efforts to change the present negative perception of the Nigerian society that the Legal Profession is one of the problems of the Nation;

3. To strategically and vigorously pursue the protection, defence and promotion of the Rule of Law as basis for sustainable constitutional democracy in Nigeria and,

4. To defend, preserve and promote the independence of the Legal Profession in general and in particular the independence of lawyers and Judges in the practice of their Profession. 


These is my mission, vission and covenant with you.

Dele Adesina SAN FCI Arb.
23rd June, 2020

A Big Announcement For My Learned Friends

A Big Announcement For My Learned Friends



About a week ago, i mentioned my upcoming big announcement and i am glad to announce its almost time to raise the curtain.

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Yours truly,
@adedunmade