MOFI Revokes BPE’s Power of Attorney in Electricity Discos

Orders immediate withdrawal of BPE nominees

Ndubuisi Francis in Abuja 

The Ministry of Finance Incorporated (MOFI) has formally terminated the Power of Attorney (PoA) granted to the Bureau of Public Enterprises (BPE) in the 11 Electricity Distribution Companies (Discos), directing that henceforth, equity interests of the Federal Government of Nigeria (FGN) in all electricity successor companies be restored, held and treated by it.

The development was conveyed in a letter by the Managing Director of MOFI, Dr. Armstrong Takang, a copy of which was obtained by THISDAY yesterday. The letter captioned, “Re: Equity Holdings of the Federal Government of Nigeria in Electricity Distribution Companies,” was addressed to the Chairman, Board of Directors of the Electricity Successor Companies and was copied to the Vice President, Kashim Shettima, who is the Chairman of the National Council on Privatisation (NCP); as well as the Minister of Finance and Coordinating Minister of the Economy,  Mr. Wale Edun and the 11 respective Discos.

In the letter, the MOFI CEO directed that the BPE nominees on the board of directors of this Discos be withdrawn with immediate effect, and share certificates issued in the name of the privatisation agency immediately withdrawn and cancelled

He recalled that by virtue of the statutory mandate in Section 9 of the now repealed Electric Power Sector Reform Act, 2005, the BPE had been the holder of record of the equity interests of the Federal Government of Nigeria in the Discos.

According to him, in this regard, since the privatisation of the Discos was completed on November 1, 2013, BPE had nominated various persons to be directors and managed the implementation of the various rights and obligations of the FGN in the company.

Also, under a Power of Attorney (PoA) granted by the Minister of Finance in 2012, Takang explained that the BPE was appointed the lawful attorney of the MOFI to implement the decision of the National Council on Privatisation (NCP) to privatise the Discos via a sale of shares.

He noted that the responsibility thereby conferred by the finance minister was subsequently completed with the successful privatisation of November 2013.

The letter read: “You are aware that by virtue of the statutory mandate in Section 9 of the now repealed Electric Power Sector Reform Act (EPSRA, 2005), the Bureau of Public Enterprises (“BPE”) has been the holder of record of the equity interests of the Federal Government of Nigeria (“FGN”) in this company.

“In this regard, since privatisation of this Company was completed on Ist November 2013, BPE has nominated various persons to be directors in this company and managed the implementation of the various rights and obligations of the FGN in the company.

“Also, you may recall that under a Power of Attorney granted by the Minister of Finance in 2012, BPE was appointed the lawful attorney of the Ministry of Finance Incorporated to implement the decision of the National Council on Privatisation (NCP) to privatise this Company via a sale of shares. Responsibility thereby conferred by the Minister of Finance was subsequently completed with the successful privatisation of this Company on November 2013.

“I now write to formally advise you that the Minister of Finance, recognising the repeal of the EPSRA, the long-standing completion of the privatisation and the restructuring of MOFI, has by Order formally terminated the Power of Attorney and directed the restoration of the FGN’s equity interests in all electricity successor companies to be held and treated by MOFI.

“Accordingly, we give notice on the following and expect that consequential actions will be taken by the Company forthwith:

“The BPE nominee director on the board of directors of this company is withdrawn with immediate effect; share certificates of the Company issued in the name of the BPE are to be immediately withdrawn and cancelled;

“A new share certificate for all outstanding shares of the FGN in the Company is to be issued in the name of “MINISTRY OF FINANCE INCORPORATED”.

“All minutes of Board meetings, current management operational reports, extant strategic business and operating plans, management accounts and audited financial statements going back to the 2021, 2022 and 2023 financial years should be immediately delivered to MOFI at the address shown here.

“We expect that you will immediately take on board and implement these decisions.”

Apparently, MOFI’s latest action was propelled by a directive from the Minister of Finance and Coordinating Minister of the Economy, Mr. Wale Edun.

The minister had in a letter dated January 10, 2024, ordered the termination of Power of Attorney donated to the Bureau of Public Enterprises and vesting of FGN’s equity interest in MOFI.

The letter with reference number REF/FMF/OHMF/MOF1/ASSETSs/01 was addressed to the Board of Directors of MOFI.

 It read: “Whereas: The National Council on Privatisation (“NCP”), in 2011 determined that the successor companies of the Power Holding Company of Nigeria incorporated pursuant to the Electric Power Sector Reform Act, 2005 (“the EPSRA”) be privatised by sale of shares, and the NCP subsequently authorised the BPE to implement the said privatisation;

“By the provisions of Section 9 of the EPSRÅ, the shares of the said successor companies were to be held by the Donor and the Attorney;

“Pursuant to a Power of Attorney granted in 2012, the MOFI, the Donor “as the legal and beneficial holder of FGN interest” appointed the Attorney to be its lawful attorney to transfer its shares in the successor companies to undertake the various actions expressly stated in the said Power of Attorney and do all acts and things in that behalf in order to effectively implement the said decision of the NCP;

“On 1st day of November, 2013, the powers thereby donated to the Attorney were duly executed and thc privatisation by sale of shares in the said successor companies was duly completed by the Attorney.”

Edun argued that it was the position of the government that as contemplated and provided for in the establishment Act of the Ministry of Finance Incorporated, that the MOFI should assume the ownership, management and control of the interests of the federal government in entities where the federal government has equity holding, howsoever held.

“Now therefore, l, Wale Edun (OFR), the  Minister of Finance and Coordinating Minister of the Economy of the Federal Republic of Nigeria, hereby direct the Board of Directors of the Ministry of Finance Incorporated to, on the authority of this instrument and all enabling laws that béhalf, with immediate effect:

“Resile from, revoke and terminate any and all instruments, agreements, documents howsoever described, including without limitation to the power of attorney executed sometime in 2012 whereby MOFI granted and donated powers to the BPE in connection with the shareholding of the Federal Government of Nigeria in the successor companies to the Power Holding Company of Nigeria; 

“Assume ownership, control and management of all equity holding of the Federal Government of Nigeria in the said successor companies of the Power Holding Company of Nigeria;

“Assume ownership, control and management of all equity holding of the Federal Government of Nigeria as contemplated and provided for by law and/or any contract; and  Issue all appropriate notices, instruments, documents which are required to give effect to this directive.