Nigeria’s capital market regulator, the Securities and Exchange Commission (SEC), has directed an immediate halt to all advertisements and promotional campaigns relating to a purported Initial Public Offering (IPO) by Dangote Petroleum Refinery & Petrochemicals FZE.
In a statement issued on Tuesday, the commission clarified that the refinery has not submitted any application for an IPO or public share offering, making any ongoing marketing efforts unauthorized.
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The SEC described the activities as deceptive, manipulative, and capable of misleading investors.
According to the regulator, the recently enacted Investments and Securities Act 2025 grants it exclusive authority to oversee IPOs, public offerings, and all securities-related activities within Nigeria’s capital market.
The commission said it had observed the circulation of advertisements, promotional flyers, digital banners, and targeted emails on social media and investment platforms claiming that shares in Dangote Refinery were available for subscription.
It also expressed concern over reports that some registered Capital Market Operators (CMOs) were actively encouraging investors to commit funds for an offering that has neither been filed with nor approved by the commission.
“No application for the registration of an IPO or public offer of shares by the refinery has been submitted to or approved by the Commission,” the SEC stated.
The regulator warned that such premature promotional campaigns could create false expectations, misinform investors, distort market pricing, and weaken confidence in the capital market.
It further noted that invitations urging investors to create accounts, pre-fund investments, or secure guaranteed share allocations amounted to market manipulation and represented serious breaches of securities regulations.
Consequently, the SEC ordered all individuals and organisations involved to immediately stop publishing, sharing, or distributing materials relating to the acquisition or allocation of shares in the refinery.
Operators were also instructed to remove all unauthorised promotional content from websites, social media platforms, and messaging channels within 24 hours of receiving the directive.
In addition, the commission prohibited operators from accepting deposits, opening investment accounts, collecting commitments, or processing expressions of interest linked to the alleged offering.
Where funds have already been received from investors, the SEC directed that such monies be refunded within 24 hours.
The commission warned that any failure to comply with its directive would attract sanctions under the Investments and Securities Act 2025 as well as existing SEC rules and regulations.
Investors were advised to rely solely on official announcements issued by the commission and other authorised channels regarding any future public offering.
The SEC also cautioned the public against responding to aggressive marketing campaigns or transferring funds for so-called “pre-IPO” opportunities that lack regulatory approval.
According to the regulator, if Dangote Refinery eventually submits an IPO application and receives approval, a formal prospectus will be released in accordance with regulatory requirements.
Meanwhile, Dangote Refinery reiterated its warning against unverified reports circulating online about a possible public offering.
The company stated that previous media reports and online publications concerning an IPO did not originate from the refinery and should not be regarded as official information.
It stressed that any future updates regarding a potential transaction would be communicated through authorised public disclosures and announcements made by its appointed advisers in compliance with applicable laws.
The company urged investors, stakeholders, and the general public to disregard speculation and rely exclusively on information released through its official communication channels or authorised representatives.
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