Divisional
Structure

The Office of the Director General serves as the apex of the Nigerian Securities and Exchange Commission (SEC) hierarchy. It plays a pivotal role in overseeing the overall functions of the Commission. This Directorate, led by the Director General, sets the strategic direction for SEC, ensuring that its objectives align with the broader goals of the Nigerian capital market.

Organizational Structure:

Under the Office of the Director General, there are four key Departments and three Offices. These components work collaboratively to execute the Commission's mandate effectively.

1. Internal Control Department

Functions:

The Internal Control Department serves as a crucial management tool, providing independent appraisal of SEC's activities. Its primary functions include ensuring compliance with relevant policies and regulations, enhancing efficiency and effectiveness, and safeguarding the Commission's assets.

Objectives:

• Ensure proper adherence to internal control procedures and established policies.
• Enhance efficiency and effectiveness of the Commission.
• Safeguard the assets of the Commission.

Divisions and Activities:

1. Budget Control Division: Monitors and controls expenditures, ensuring they align with the Commission's budget.
2. Financial Audit Division: Reviews accounting records and financial transactions to ensure accuracy and compliance.
3. Systems Audit and Organization and Methods Division: Assesses information technology systems and conducts special investigations as needed to enhance processes.

2. External Relations Department

Functions:

The External Relations Department manages all market-related internal and external information for the Commission. It generates publicity, maintains media relationships, and coordinates training programs for media practitioners.

Objective:

Enhance the Commission's image and facilitate communication with stakeholders.

Divisions and Activities:

1. Public Relations: Develops and implements public relations strategies and activities.
2. Corporate Communications: Manages internal and external communication channels.
3. Stakeholder Complaint Management Division: Facilitates the efficient and fair resolution of complaints raised by stakeholders of the Commission.

3. Strategy Department

Functions:

The Strategy Department conducts in-depth analyses, formulate long-term vision and goals, and develop strategic initiatives to achieve them. This includes identifying emerging trends, assessing risks and opportunities, and translating the Commission's objectives into actionable plans.

Objectives:

• Develop and implement strategic plans that align with the Commission's mission and vision.
• Conduct research and analysis to inform strategic decision-making.
• Identify and prioritize key strategic initiatives for the Commission.
• Monitor and evaluate the effectiveness of strategic initiatives.
• Foster a culture of strategic thinking and planning within the SEC.

Stand-Alone Offices in the Directorate

Within the Office of the Director General, there are three offices:

1. Office of the Director General (DGO)

Function:

The Office of the Director General (DGO) provides essential support and strategic direction for the Securities and Exchange Commission of Nigeria (SEC Nigeria). It serves as the central point for leadership, policy development, and coordination across all Commission departments.

Objectives:

• Ensure the efficient and effective operation of the Commission in line with its mandate.
• Provide strategic guidance and direction to achieve the Commission's vision and mission.
• Foster a culture of collaboration and transparency within the Commission.
• Represent the Commission in official engagements and liaise with key stakeholders.

2. Office of the Commission's Secretary

Responsible for preparing Board meetings, acting as a bridge between the Board and Management, providing secretarial services, and reviewing and sealing all contracts and agreements approved by the Commission.

3. Office of the Chief Economist

Focuses on economic analysis and research to support SEC's decision-making processes.

The Office of the Director General sets the tone for the entire Commission, ensuring that SEC operates efficiently, adheres to regulations, and maintains its reputation as a reliable and effective regulator of the Nigerian capital market. It provides strategic leadership and direction for the various functions and activities carried out by SEC's Departments and Offices.

The Operations Directorate is a pivotal component of the Nigerian Securities and Exchange Commission (SEC), overseeing critical functions that ensure the integrity, efficiency, and development of the Nigerian capital market. Under this Directorate, there are four departments, each with its specific objectives and responsibilities, contributing to the growth and regulation of the capital market.

Organizational Structure:

The Operations Directorate consists of five key Departments, each with a distinct set of responsibilities, all of which contribute to the overall efficiency and stability of the Nigerian capital market.

1. Securities Investment Services (SIS) Department

Objective:

The Securities Investment Services Department's primary objective is to regulate securities offered to the public, monitor publicly quoted companies, and oversee transactions involving private companies with foreign interests. It aims to ensure transparency and compliance within the market.

Divisions and Activities:

1. Securities Offering Division: Responsible for vetting offer documents, registering public company securities issued through various means, and contributing to regulatory rules.
2. Legal Division: Reviews and vets offer documents, provides legal opinions, and facilitates mergers and acquisitions.
3. Mergers & Acquisitions Division: Processes applications for acquisitions, monitors market activities for potential mergers or takeovers, and promotes best practices.

2. Registration, Exchanges, and Market Infrastructure (REMI) Department

Objective:

The Registration, Exchanges, and Market Infrastructure (REMI) Department is saddled with the responsibility of registering of Capital Market Operators, Capital Market Consultants, Regulation and Surveillance of Trading Platforms, Financial Market Infrastructures and Self-Regulatory Organizations as well as maintaining CMOs/Foreign Portfolio Investors (FPIs) database.

Functions:

• Market Integrity & Investor Protection: Safeguards the securities market against all forms of market abuse, insider dealing and unauthorized, illegal, unlawful, fraudulent or unfair trade practices; act in the public interest to protect investors and ensure fair, efficient and transparent markets.
  
• Comprehensive Registration, Regulation & Supervision: Oversees the entire capital market as defined in the Act, including investments and securities business in Nigeria; register, regulate and supervise all market venues (securities, commodities, virtual/digital‐asset and online FOREX exchanges), depository and clearing/settlement companies, custodians, collateral managers, credit rating agencies, virtual‐asset service providers, credit‐enhancement facility providers, corporate and individual capital‐market operators, self‐regulatory organisations and capital‐market trade associations.
  
• Enforcement & Oversight Powers: Calls for information from—and inspects, inquire into and audits—securities exchanges, capital‐market operators, collective‐investment schemes and other regulated entities or associated persons; investigates suspected violations of the Act or related laws; issues directives; intervenes in the management and control of public companies or regulated entities acting detrimentally or in crisis (including entering premises); maintains a register of foreign portfolio investments; and furnish or obtain any information necessary for efficient performance of its functions.
  
• Financial Stability & Market Development: Contributes to systemic‐risk reduction and promotes financial stability; facilitates ICT linkage of all securities markets; prepare guidelines, organizes training programs and disseminates information; and performs any other functions necessary or expedient to give full effect to the Act.

Divisions and Activities:

1. Registration Division: Registers and maintains the database of Capital Market Operators, including Capital Market Consultants, Trading Platforms, Financial Market Infrastructures and Self-Regulatory Organizations. The Division also registers sponsored individuals of all operators/participants
2. Exchanges and Market Infrastructure Division: Secondary market regulation, with the objective of ensuring that there is fairness, efficiency, transparency, integrity, investor protection and reduction of system risks.
3. Legal Division: Provides legal guidance for rule-making and proposes new or amended rules based on market trends, ensuring compliance with the ISA and other relevant regulations. Interprets rules during application reviews, advises on legal, regulatory, and operational issues, and ensures filing compliance. Reviews legal documents, conducts due diligence on market entrants, issues legal clearances, and performs tasks as directed by the Head of Department.

3. Investment Management Services (IMS) Department

Functions:

The Investment Management Services Department is responsible for reviewing applications for the registration and authorization of various investment schemes, including Unit Trust Schemes, Real Estate Investment Schemes, and Private Equity Funds. It monitors and supervises registered schemes, promoting market growth while protecting investors.

Objective:

To develop and deepen the market related to investment management and safeguard the interests of investors.

Divisions and Activities:

1. Fund Authorization Division: Analyses and approves applications for new investment schemes, ensuring compliance with regulations and protecting investor interests.
2. IMS Legal Division: Provides accounting and auditing advisory services, analyzes financial statements, monitors compliance with corporate governance, and liaises with relevant bodies.
3. Financial Analysis Unit: Provides accounting and auditing advisory services, analyzes financial statements, and ensures compliance with SEC disclosure requirements and accounting standards.
4. Disclosure and Compliance Unit: Monitors and enforces compliance with the Code of Corporate Governance, liaises with auditing standards-setting bodies, and provides financial services to other SEC departments.

4. Financial Services and Corporate Governance Department

Objective:

The Financial Services and Corporate Governance department aims to ensure the sound functioning, transparency, and compliance of financial markets and publicly listed companies in Nigeria. It achieves this by regulating financial services offerings, overseeing corporate governance practices, and promoting ethical business conduct.

Divisions and Activities:

1. Financial Services Division:
   1. Regulates the offering and operations of various financial services, including investment funds, mutual funds, hedge funds, and derivatives.
   2. Ensures compliance with relevant regulations and protects the interests of investors.
   3. Reviews applications for registration and authorization of financial service providers.
   4. Monitors and supervises the activities of registered financial service providers.
   5. Collaborates with other regulatory bodies to address market risks and vulnerabilities.
2. Non-Financial Services Division:
   1. Oversees the corporate governance practices of publicly listed companies.
   2. Ensures compliance with the Nigerian Code of Corporate Governance and other relevant regulations.
   3. Reviews and promotes best practices in corporate governance.
   4. Investigates and addresses complaints against non-compliant companies.
   5. Promotes investor understanding of corporate governance issues.

5. Market Development Department

Objective:

The Market Development Department focuses on identifying and developing new market segments and products within the securities market. It aims to promote financial inclusion, investor education, and the introduction of innovative products.

Divisions and Activities:

1. Financial Inclusion and Investor Education Division: Identifies areas for financial inclusion, promotes regulatory adoption, and manages financial inclusion programs. Enhances investor understanding, conducts market awareness activities, and educates stakeholders.
2. Product Development Division: Identifies and researches new products, partners for research, supports policy guideline development, and monitors non-interest financial products.
3. Non-Interest Capital Market Products Division: Developing and promoting Shariah-compliant financial instruments and alternative funding solutions to foster market inclusivity and expand investment options in Nigeria.

These five departments collectively contribute to the efficient operation and regulation of the Nigerian capital market, ensuring that it remains transparent, accessible, and conducive to investor confidence and market growth.

The Legal and Enforcement Directorate within the Nigerian Securities and Exchange Commission (SEC) holds a pivotal role in overseeing all legal, compliance, and enforcement matters related to the Nigerian capital market. This Directorate, led by the Commissioner (Legal & Enforcement), is responsible for ensuring that market participants adhere to regulatory standards, protecting investor interests, and maintaining the rule of law in the capital market.

Organizational Structure:

The Legal and Enforcement Directorate is structured into three distinct departments, each with specific functions aimed at upholding legal standards, monitoring market activities, and enforcing regulatory compliance.

1. Legal Department

Functions:

The Legal Department serves as the Commission's primary legal advisory arm, offering legal counsel on Commission-related matters, rule formulation, interpretation of securities laws, and legislative processes impacting the capital market.

Objectives:

• Provide legal guidance to ensure regulatory compliance.
• Draft and maintain the Commission's Rules and Regulations.

Divisions and Activities:

1. Legal Services Division: Offers legal counsel and guidance on various matters.
2. Litigation Division: Oversees legal proceedings involving the Commission.
3. Rules Division: Drafts and maintains the Commission's Rules and Regulations.

2. Monitoring Department

Functions:

The Monitoring Department is tasked with ensuring the financial health of market operators, verifying compliance with market regulations, enforcing Anti-Money Laundering, Countering the Financing of Terrorism and Countering Proliferation Financing (AML/CFT/CPF) provisions, addressing and reducing unclaimed dividends, monitoring of utilization of issue proceeds by issuers of securities in line with approved offer documents and conducting inspections to achieve these objectives.

Objectives:

• Certify market operators as fit and proper for capital market functions.
• Safeguard the interests of investors.

Divisions and Activities:

1. Inspectorate Division: Conducts inspections of market operators and collaborates with other financial services regulators in mitigating systemic risk.
2. Post Offer Supervision Division: Monitoring of utilization of issue proceeds by issuers of securities in line with approved offer documents.
3. AML/CFT Division: Enforces Anti-Money Laundering, Countering the Financing of Terrorism and Countering Proliferation Financial Measures.
4. Fund Supervision Division: Scrutinizes the activities of investment funds to ensure compliance with regulations, protecting investor interests and enhancing market stability.
5. Unclaimed Monies Division: Addresses and reduces the incidence of unclaimed dividends

3. Enforcement Department

Functions:

The Enforcement Department is responsible for addressing unresolved cases referred from operational departments, referring criminal violations to law enforcement agencies, initiating enforcement actions against erring Capital Market Operators, monitoring and ensuring compliance by sanctioned operators, and investigating reported and suspected market infractions.

Objectives:

• Ensure regulatory compliance and market integrity.
• Protect investor interests.

Divisions and Activities:

1. Investigation Division: Investigates reported and suspected market infractions.
2. Enforcement Division: Initiates enforcement actions against erring market participants.
3. Investor Protection Division: Ensures investor protection and resolution of disputes.

The Legal and Enforcement Directorate serves as the regulatory backbone of the Nigerian capital market, upholding the rule of law, ensuring market transparency, and protecting the interests of investors. Its multifaceted departments work collaboratively to maintain market integrity, enforce regulatory compliance, and contribute to the overall stability and growth of the Nigerian financial ecosystem.

The Directorate of Corporate Services at the Nigerian Securities and Exchange Commission (SEC) plays a vital role in providing essential support functions to facilitate the efficient and effective operation of the Commission. This Directorate encompasses several departments, each with a specific focus and mission, ensuring that the Commission's corporate functions are well-maintained and contribute to its overall success.

All three (3) Zonal Offices are under this directorate and report to the Executive Commissioner, Operations.

Organizational Structure:

The Directorate of Corporate Services is composed of four key departments, each with its unique responsibilities aimed at providing essential services and support functions.

1. Finance & Accounts Department

Functions:

The Finance & Accounts Department is responsible for managing the Commission's financial resources, including revenue receipt and management, processing payments, reconciling bank accounts, preparing financial statements, and implementing financial policies.

Objectives:

• Facilitate the Commission's operations through financial and asset management.
• Fulfill statutory financial reporting obligations.

Divisions and Activities:

1. Final Accounts Division: Prepares draft financial statements for audit purposes.
2. Treasury Division: Manages revenue receipt and payments.
3. Budgetary Planning Division: Controls expenditure against budget.
4. Payroll & Pensions Division: Manages staff pension fund investments and payroll-related activities.

2. Information Technology (IT) Department

Functions:

The IT Department determines the Commission's IT requirements, manages IT resources, including hardware, software, and the Commission's website. It advises management on IT policies and strategies and coordinates staff IT training and development.

Objectives:

• Responsible for the management and proper utilization of IT resources.
• Implementation of the Commission's IT programs.

Divisions and Activities:

1. IT Governance Division: Ensures IT aligns with business strategy, sets IT policies and standards, and oversees IT activities.
2. Infrastructure and Operations Division: Keeps the IT infrastructure running smoothly by managing hardware, software, and networks.
3. EA and Innovation Division: Drives the future of IT by planning enterprise architecture and spearheading innovation initiatives.
4. IT Business Office: Handles the financial and business side of IT, ensuring efficient resource allocation and cost management.
5. IT Security Division: Protects IT systems and data from cyber threats and vulnerabilities.

3. Procurement & Support Services (PS&S) Department

Functions:

The Procurement & Support Services Department oversees procurement and supply, tendering and contracts, premises and maintenance, and transport and postal services, ensuring that the Commission's logistical and procurement needs are met efficiently.

Objectives:

• Facilitate the procurement of goods and services for the Commission's operations.
• Ensure the proper maintenance and functionality of Commission premises and facilities.

Divisions and Activities:

1. Procurement and Support Division: Manages procurement and supply functions.
2. Tendering and Contracts Division: Oversees tendering processes and contracts.
3. Premises and Maintenance Division: Maintains Commission premises and facilities.
4. Transport and Postal Services Division: Manages transportation and postal services.
5. Document Management Division: Organizes, safeguards, and facilitates access to vital Commission documents, streamlining information flow and ensuring record-keeping compliance.

4. Human Resource Management Department

Functions:

The Human Resource Management Department focuses on selecting, developing, and maintaining a highly-skilled, disciplined, and motivated workforce for the Commission. It handles employee relations, learning and career development, and personnel information management.

Objectives:

• Build and maintain a skilled and motivated workforce.
• Foster a positive working environment.

Divisions and Activities:

1. Employee Relations Division: Motivates staff for improved productivity and manages welfare services.
2. Learning and Career Development Division: Develops training programs and educational initiatives.
3. Registry Division: Maintains personnel records and documentation.
4. Workforce Planning Division: Manages recruitment, promotions, pensions, and discipline.

The Directorate of Corporate Services serves as the backbone of administrative support for the Nigerian Securities and Exchange Commission, enabling the Commission to operate effectively and efficiently. Through its various departments, it ensures financial stability, logistical support, and human resource management, contributing to the Commission's overall success in regulating and developing the Nigerian capital market.