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Why SEPLAT Sacked Avuru as Non-Executive Director
The investing public may not have heard details of the main reasons why Austin Avuru, a former chief executive officer of Seplat Energy Plc who later became a Non-Executive Director was sacked from the board of the energy company.
Austin Avuru
Seplat Energy Plc had on Thursday, December 23 notified the Nigerian Exchange Limited (NGX) that its board has terminated the contract of appointment of Austin Avuru as a Non-Executive Director.
Seplat Energy told the NGX that Avuru’s appointment was terminated on December 22, 2021, “due to breaches of the Company’s corporate governance policies and his fiduciary duties.”
Shortly after SEPLAT hammer fell on Avuru, Perchstone & Graeys, the law firm representing the sacked Non-Executive Director said the allegations levelled against him (Avuru) by Seplat Energy Plc were aimed at “damaging his hard-earned reputation” based on “fictitious allegations” even though the same statement accepted that their client (Austin Avuru) had taken “an ill-advised action”.
The law firm had said this in a statement issued last week and signed by Osaro Eghobamien and Folabi Kuti, its lawyers.
However, the emerging facts seem to bear serious consequences.
Under the Companies and Allied Matters Act, 2020 (CAMA), directors have a duty to exercise their powers and discharge their duties honestly, in good faith and in the best interests of the company. They are also expected to exercise that degree of care, diligence and skill which a reasonably prudent director would exercise in comparable circumstances.
It was learnt that following an enquiry by the Board of Directors of SEPLAT, Avuru had allegedly on December 1, 2020, admitted his conflict of interest in connection with SEPLAT’s business and more particularly its proposed acquisition of some Nigerian assets in which ExxonMobil Corporation has interests.
Avuru also admitted that he had on that date been appointed the Chairman of Chappal Petroleum Development Company Limited (Chappal) and that Chappal had been invited by ExxonMobil Corporation for discussions and possible access to their database in respect of the assets.
Further enquiries by SEPLAT Board revealed that Avuru had already acquired an interest in Chappal over nine months earlier, as far back as March 2020, whilst he was still CEO of Seplat Energy.
More revealing was that the incorporation documents of Chappal as shown at the Corporate Affairs Commission (CAC) revealed that Avuru was and remained both a founding shareholder and director of Chappal, but he failed to disclose his interests in Chappal to the Board in December 2020.
It was further learnt that prior to December 1, 2020, Avuru was much aware, but failed to disclose that Chappal had put in a bid for the said oil and gas assets.
SEPLAT Board after completing the process of its review was satisfied that Avuru failed or refused to disclose a conflict of interest as soon as he acquired an interest in and was appointed a director of Chappal and became aware that Chappal was bidding for the assets.
Avuru knew that SEPLAT which he was a Non-Executive Director was also interested in the assets and he had participated in SEPLAT’s Board discussions relating to SEPLAT’S bid for the assets.
These findings seemed to have affirmed for Board of SEPLAT that Avuru by his actions clearly breached his fiduciary duties and obligations as a director as stipulated under the existing Nigerian Code of Corporate Governance (NCCG) as well as the Securities and Exchange Commission (SEC) Code of Corporate Governance to which Avuru’s appointment was subject.
Avuru as then Non-Executive Director had a duty to notify SEPLAT of his appointment onto the board of Chappal, bearing in mind that he was the CEO of SEPLAT at the time and both companies operate within the same industry.
SEPLAT Energy has a standard listing on the Main Market of the London Stock Exchange (LSE), therefore the company is publicly committed to comply voluntarily with and to abide by the United Kingdom’s Code of Corporate Governance (UK Code).
In accordance with the UK Code provisions, Board directors are not only expected to act in a manner consistent with their duties under company law, but also to uphold the highest standards of integrity.
Prior to appointment into the Board, directors are expected to disclose their significant commitments to the board (together with an indication of the time involved) and additional external appointments are not to be undertaken by directors without prior approval of the board.
By not notifying the SEPLAT board of his appointment to the board of Chappal in March 2020, at a time when Avuru was the CEO of SEPLAT, and not seeking prior approval from the SEPLAT board to take on this new appointment, Avuru acted in a manner that was inconsistent with the provisions of the UK Code and the guidance.
It was further learnt that Avuru also failed to disclose his appointment as a director of Chappal when he accepted the role of a Non-Executive Director (NED) of SEPLAT.
No doubt, prompt and timely disclosure of this board appointment was particularly key in allowing SEPLAT Board to assess the risk of any conflict of interest arising and to take appropriate measures to manage a potential conflict.
Considering the statutory requirement from directors, Avuru had a duty to exercise good faith and a reasonable degree of care and prudence in how Avuru handled the potential conflict.
He failed to exercise his duty of care to SEPLAT by being forthright in disclosing the conflict or likelihood of conflict of interest to SEPLAT, before or promoting/ incorporating Chappal in March 2020.
By failing to promptly disclose his directorship in Chappal, Avuru placed himself in a position where his duties as a director of SEPLAT conflicted with the concurrent opportunities he pursued as founding shareholder and director of Chappal and SEPLAT in a position where it was temporarily unable to take prompt action to manage the potential conflict of interest and to comply with the provisions of CAMA as well as the principles of the NCCG, SEC and UK codes.
For almost one year, Avuru’s attention was said to have been fully with Chappal as against SEPLAT, a situation that was most unfair to SEPLAT, its shareholders and other stakeholders.
Mohammed Idris, the Minister of Information and National Orientation, has reaffirmed the government’s commitment to collaborating with key stakeholders in the global information and broadcasting sector to strengthen Nigeria’s information dissemination framework.
This pledge was made on Monday during discussions with prominent broadcast and information companies at the ongoing National Association of Broadcasters Show 2025 in Las Vegas, United States.
Speaking at the event, Idris said the Bola Tinubu administration remained committed to adopting cutting-edge technologies and acquiring state-of-the-art equipment for Federal Government media organisations to ensure effective service delivery.
“Strategic communication is essential to ensuring that the policies of the Renewed Hope Agenda reach the Nigerian people effectively,” he stated.
The minister also highlighted the government’s plans to invest in upgrading facilities and replacing outdated infrastructure in radio, television, and other media institutions.
According to the minister, this will improve the dissemination of credible, balanced, and objective information to the public.
Idris further said that the government would explore collaborations and partnerships that would allow local broadcasters to benefit from emerging technologies and industry-specific training opportunities.
The minister had visited exhibitions showcasing hardware and software solutions during the event.
Items exhibited included broadcast antennas, transmitters, and studio equipment, which are pivotal for enhancing broadcasting capabilities.
Thomas King, Chairman of KINTRONIC Laboratories and Enrico Vaccari, Chief Operating Officer of Axel Technology SRL, had expressed their organisations’ readiness to partner with the Nigerian government.
Gianluca Baccalini, Chief Operating Officer of System Engineering Solutions and Khiran Keerodhur, Chief Operating Officer of Thomson Broadcast, among others, also expressed commitment to enhancing Nigeria’s broadcasting landscape and regulatory agencies.
Idris is leading a delegation of chief executives of agencies in his ministry to the NAB event.
Members of the delegation included the Managing Director of NAN, Ali Muhammad Ali, and the Director-General of the Nigeria Television Authority, Salihu Dembos.
Others are the Director-General of the National Broadcasting Commission, Charles Ebuebu; and Director-General of the Advertising Regulatory Council of Nigeria, Lekan Fadolapo.
Also in the delegation is the Director-General of Voice of Nigeria, Jibrin Ndace.The forum, NAN reports, is to strengthen broadcast collaborations and form strategic alliances. The NAB event, running from Saturday to Wednesday, has as theme: “The Technology, The Trend, The Future.”
NAN also reports that the forum is focusing on a range of topics, including Artificial Intelligence, cloud visualisation, creator economy, as well as sports production and streaming.
In a glowing testimonial that reveals the rising influence of Konga 103.7FM beyond Lagos, a business merchant from Kano, Mr. Ishaku Mohammed, shared how the station’s late-night programming helped him overcome insomnia and reconnect with hope.
Mr. Mohammed, who was in Lagos to attend a wedding, stumbled on KongaFM by chance, but the impact, he says, was life-changing.
“KongaFM solved my insomnia. It was like a miracle. I tuned in around 9 pm and left the radio on. The inspirational songs and messages gave me peace and helped me sleep properly again, for the first time in a long while,” said Mr. Mohammed.
Having returned to Kano, he now streams the station regularly on kongafm.com, calling it “a sound of hope in changing times.”
The testimonial has been widely shared on social media, drawing attention to the station’s unique blend of entertainment and emotionally resonant content. With increasing listenership on-air and via digital streams across Nigeria and, by extension, the world, Konga 103.7FM is quickly becoming a household name in the country’s evolving media space.
Speaking on the impact, Ifeoma Ajumobi, Head of Konga TV & Radio, noted: “Mr. Mohammed is exactly why we do what we do. At KongaFM, we’re not just filling the airwaves with music or talk, but filling a gap in people’s lives 24hrs daily. Whether it’s easing stress, igniting hope, as a domain of knowledge, or simply keeping people company through the night, our goal is to be the voice that truly resonates.
“We are building a station that listens, heals, inspires, and leads. And as we continue expanding our reach, our mission remains clear: to be Nigeria’s most human radio experience. One voice, one story, one soul at a time.”
KongaFM continues to deliver engaging programming in entertainment, inspiration, commerce, and culture. With a growing footprint in northern and southern Nigeria and a commitment to reflecting the voices of real people, the AI tech-driven station is positioning itself as a trailblazer in 21st-century African radio broadcasting.
Advertising Offences Tribunal (AOT) has issued a bench warrant for the arrest of Captain Ado Sanusi, managing director, Aero Contractors Company of Nigeria Limited, for failing to appear before the tribunal in an ongoing case concerning alleged violations of Nigerian advertising laws.
The Advertising Regulatory Council of Nigeria (ARCON) filed a 22-count charge against Captain Sanusi and Aero Contractors, accusing them of exposing advertisements targeted at the Nigerian market without obtaining the necessary approval from the Advertising Standards Panel (ASP). This, according to ARCON, contravenes established Nigerian advertising regulations.
The case was initially scheduled for hearing on February 26, 2025. However, during the proceedings, Captain Sanusi was absent, prompting his legal representatives to assure the tribunal of his presence at the next hearing while also pleading for leniency. Despite these assurances, the defendant failed to appear on the adjourned date.
Given Captain Sanusi’s continued absence, the Advertising Offences Tribunal, in line with its mandate to enforce compliance with advertising regulations, issued a bench warrant for his arrest.
The tribunal has ordered that he be presented at its next sitting, scheduled for May 8, 2025.
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