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CAPITAL MARKET REFORMS AND REAL SECTOR FINANCING: WHAT OPTIONS?

 

INTRODUCTION

A major engine of economic growth and development of any nation is its capital market. It impacts positively on the economy by providing financial resources through its intermediation process, for the financing of long-term projects.

The projects could be promoted by governments or private sector institutions. They are usually in such areas as infrastructure, agriculture, solid minerals, manufacturing and other real sector areas. Hence, without an efficient capital market, the economy may be starved of the required long term funds for sustainable growth.

In Nigeria, the capital market has over the years been performing its traditional role. However, its efficiency and effectiveness in this regards have been greatly limited by various factors notable among which is the structure of the economy, which is dominated by oil production. Yet, the oil producing companies are not listed on the stock market. Also, whereas there are presently over 200 companies listed on the stock exchange, less than half can be said to be operating directly in the real sector. The economic reforms of the federal government, particularly those that have taken place in the financial sector are therefore intended among other objectives to impact positively on real sector financing. The focus of this paper is to examine the performance of the capital market in relation to the objective of better real sector financing.

THE NIGERIAN CAPITAL MARKET
Role of the Capital Market:
The Nigerian capital market performs a lot of roles in the development of the economy. The roles include providing:

- opportunities for companies to borrow funds for investment purposes

- an avenue for marketing of shares and other securities to the investing public in order to raise fresh funds for expansion of operations of companies.

- opportunities for governments to finance their projects, including infrastructure for socio-economic development.

- needed seed money for venture capital and encouraging good corporate governance by ensuring transparency, good accounting and management practices. This is achieved through full disclosure requirements of the market during and after accessing it. This requirement facilitates rational investment decision making by investors.

It is important to note that the capital market has performed relatively well between 1999 and 2006 as can be ascertained from the following indicators:

New Issues

An aggregate of N1.76 trillion was raised from the market between 1999 and 2006. Equities accounted for N983.64 billion or 55.78 percent while debt issues accounted for N779.76 billion or 44.22 percent of total new issues. In 1999, total new issues were N12.0 billion. By 2000, total new issues had risen to N17.2 billion and by 2003, N180.1 billion. It rose to N552.8 billion in 2005 and N707.4 billion by 2006. The banking recapitalization exercise, aggressive public enlightenment and improved market infrastructure can be cited as the major reasons for the growth of new issues.

In the debt segment, the federal government revenue bond of N150.0 billion issued in 2003 formed the major portion of funds raised in the debt segment of the new issues market during the year. It raised an additional N140 billion in 2005 and N411.76 billion 2006. Seven State Governments also came to the market to raise a total of N37.5 billion during the period.

Market Capitalization

Total market capitalization of listed securities on The Nigerian Stock Exchange appreciated impressively from N300.0 billion in 1999 to N764.9 billion in 2002. The figure was N1.4 trillion in 2003, N2.1 trillion in 2004, and N2.9 trillion in 2005 and N5.1 trillion in 2006. The percentage of market capitalization to GDP was 9.4 % in 1999, 9.6% in 2001, 19.8% in 2005 and 28.3% in 2006. The figures show that the stock market is increasingly becoming more relevant to the economy.

Trading Volume and Value

In 1999, 4.0 billion shares were traded, 13.1 billion in 2003, 26.5 billion in 2005 and 36.7 billion in 2006. In 1999 trading value was N14.1 billion, N113.8 billion in 2003, N254.7 billion in 2005 and N468.6 billion in 2006. The figures show increasing activities in the secondary market.

Stock Index

The Nigerian Stock Exchange All-share Index appreciated remarkably from 5,266.4 points in 1999 to 20,128.9 points in 2003, 24,085.8 points in 2005 and 33,189.3 points in 2006.


Listed Securities

From 268 in 1999, listed securities dropped to 258 in 2002 as a result of some debt securities which matured during the period and were de-listed. At the end of 2006, listed securities were 288.

The upward trend in virtually all the market indices, especially in relation to the GDP, shows the increasing relevance of the Nigerian capital market to the economy and the real sector.

CAPITAL MARKET REFORMS
The capital market’s capacity to contribute to the development of the economy has been largely impaired by various inadequacies. The market, over the years, has been characterized by:
- Lack of depth with few securities
- Poor liquidity, partly due to inefficiency
- Poor infrastructure for secondary market operations
- Basically an equity market, with a largely dormant bond market
- High transaction costs
- Lack of sophisticated products instruments. The market is mainly dominated by traditional instruments such as bonds and equities with limited derivatives.
- Unfavourable tax regime.
- Evolving legal/regulatory environment
- Unstable and largely inappropriate in macro-economic environment

As a result of the above, the market was therefore not in the best position to contribute maximally to economic growth and the real sector. These inadequacies have made the reforms that have taken place over the years imperative.

Highlights of Recent Reforms In The Capital Market
To a large extent, the recent reform of the capital market started with the enactment of the Investment and Securities Act (ISA) No 45 of 1999 which replaced the SEC decree of 1988.

The ISA enlarged the powers and functions of the Securities and Exchange Commission for the attainment of a more efficient and virile capital market that would meet the needs of the economy. The Act provides that the Commission, among other functions, shall
- Regulate investment and securities business in Nigeria;
- Register and regulate securities exchanges, Capital Trade Points, Futures, Options and Derivative Exchanges, Commodity Exchanges any other recognized investment exchanges;
- Register securities to be offered for subscription or sale to the public;
- Render assistance in all aspects including funding as may be deemed necessary for promoters and investors wishing to establish securities exchanges and Capital Trade points;
- Prepare adequate guidelines, organize training programmes and disseminate information necessary for the establishment of securities exchanges and Capital Trade Points;
- Register and regulate corporate and individual capital market operators as well as capital market advisers and consultants such as solicitors, accountants, engineers and surveyors;
- Register and regulate the workings of venture capital funds and Collective Investment Schemes, including mutual funds;
- Register rotating savings schemes such as esusu and adashe for statistical purposes;-? Facilitate the establishment of a nationwide system for securities trading in the Nigerian capital market in order to protect investments and maintain fair and orderly markets;
- Facilitate the linking of markets in securities through modern communication and data processing facilities in order to foster efficiency, enhance competition, and increase the information available to brokers, dealers and investors.
The ISA provides for the Securities and Exchange Commission to make rules and regulations for the market as the need arises. In effect, the ISA widened the regulatory scope of the Commission and strengthened its capacity to more efficiently perform its traditional functions. It also provided for the establishment of the Investments and Securities Tribunal (IST), which now ensures that all capital market disputes are resolved within 90 days. The IST is an equivalent of a Federal High Court. The ISA has been further reviewed and a re-enactment is soon to be made.


Other reforms that have taken place in the capital market include:
- Review of minimum capital requirement for operators
- Reduction of transaction costs
- Introduction of a Code of Corporate Governance
- Reactivation of the bond market
- Introduction of market makers
- Introduction of shelf registration
- Development of a commodity market.

Some of these reforms and their impact on the capital market are:

Review of Fees: The Securities and Exchange Commission recently took steps to reduce the cost of doing business in the market in its effort to make the market internationally competitive and investor friendly by authorizing a 40% downward review of fees and commissions charged. This is aimed at making the market more attractive to participants. In the wake of the recent banking and insurance sector consolidation, the Commission also collaborated with the Central Bank Nigeria and National Insurance Commission on initial public offers, public offers, and mergers and acquisitions necessitated by the exercise, giving concessions were necessary.

Recapitalization of Capital Market Operators: To make operators contribute more to the growth of the real sector, the minimum paid up capital has been reviewed upwards. Issuing houses capital requirement moved from N150 million to N2 billion; broker dealers from N70million to N1 billion; clearing and settlement agencies from N500 million to N1 billion and registrars from N50 million to N500 million. Underwriters, who before now had a minimum capital base of N100 million, are now required to have N2 billion; fund/portfolio manager from N20million to N500million, while corporate sub-brokers with a current capital base of N5million are now to shore up their capital base to N50miilion.

The recapitalization of operators in the capital market is to strengthen them financially for international competitiveness and more importantly to match their capital with their exposure. This will also help to weed out quacks from the capital market as the greatest cases of irregularities and fraud are often associated with undercapitalized operators who have little or no investments to loose. It is important to note that this measure will go a long way to position capital market operators to play new roles in the economy, including the real sector.

Introduction of Market Makers: An on-going development in the Nigerian capital market is the introduction of market makers, whose minimum capital base is fixed at 2billion.
The Commission is currently collaborating with The Nigerian Stock Exchange to introduce primary dealer market makers for the equity sector of the market. This is in addition to the market makers who already operate in the bond sector.
The infrastructure for stock lending and borrowing is also being fine tuned to pave way for the take off of more robust trading in derivatives. The implication of these measures is that the market would be more vibrant and liquid; thereby, making its role of financial intermediation more efficient.

Other Capital Market Reforms and Their Impact on Micro and Agricultural Financing are:
Capital Trade Points (CTPs): Capital Trade Points are conceived by the ISA as mini stock exchanges through which small companies can get listed and avail themselves of the opportunities offered by the capital market. The Commission has therefore embarked on sensitization of potential promoters of CTPs with promoters of CTPs in five locations-Kano, Jos, Warri, Ibadan, and Akwa Ibom, having signified their intention to register and operate such exchanges . The Commission has gone a step further to hold interactive sessions with the promoters in Ibadan, Jos and Benin.
Benefits of CTPs: When operational, Capital Trade Points are expected to:

(a) provide facilities for the quotation and ready marketability of shares and stocks of small companies, thereby increasing liquidity in the financial system;
(b) give opportunities for investors to invest in local companies and benefit from any profit they make;
(c) provide local opportunities for borrowing and lending purposes by companies;
(d) through participation and ownership, provide a healthy and mutually acceptable environment for participation and cooperation of indigenous companies ;

Commodity Exchange: As part of the on-going reform of the Nigerian capital market, the then Abuja Stock Exchange was converted into a Securities and Commodity Exchange on August 8, 200. A commodity exchange facilitates trade in commodities, as opposed to shares and bonds.
The Abuja Securities and Commodities Exchange (ASCE) eventually commenced operation on 25th July, 2006, trading manually in six (6) selected grains. They include sorghum, maize, cowpea, Soya beans, sesame seeds and millets.
Trading volume to date stands at 44,120 million metric tones, while the following contracts are still outstanding: 5,000 million tones of palm oil valued at N840 million (or $6.562 million), 60million tones of soya beans valued at N 3.18m, 300million tones of sesame seeds valued at 17.7m and 18million tones of split ginger valued at N 1.125m.
The exchange promises to be of immense benefit to farmers, agro commodity processors and merchants as it serves as a veritable platform for them to mitigate the inherent risks in agricultural production and marketing while promoting commercial farming and the growth of the agricultural sector.

Benefits of the Commodity Exchange: The economic benefits of a commodity exchange include the following:

- Appropriate Pricing of Commodities: With many potential buyers and sellers competing freely, commodity exchanges provide efficient means of determining the best price level of a commodity and thus provide incentives for productive activities in such sectors as agriculture and mining whose products are traded on such exchanges. This is unlike in unorganized markets where producers may not get economic prices for their produce especially when there is a glut.
-Risk Management: The market provides producers, processors and users of commodities with a means of passing the price risks inherent in their businesses to traders who are willing to assume these risks.
-Improved Financing Terms: By reducing price risk, commodity exchanges enhance the credit-worthiness of commercial enterprises in their relationships with banks. This enables such producer’s access to loan and at a lower interest rates and may result in higher profits for the farmers and possibly lower prices for the end-users.

- Dissemination of Market Information: Since commodity exchanges are national or worldwide in scope. They act as collection and dissemination centers for statistics on supplies, transportation, storage, purchases, exports, imports, currency values, interest rates and other important information that may be useful for other future productive activities.

- Effective Protection of Market Participants: Trading in a commodity market is normally subject to specified rules and regulations, which all market participants must comply with. The use of clearing house also ensures that all transactions are settled as at when due, thus assuring adequate protection for all market participants.

In addition to the foregoing, commodity exchanges further impact, albeit indirectly, on the real sector by:
- Deepening of the capital market
- Enhancing capital mobilization;
- Providing alternative investment opportunities;
- Providing arbitrage opportunities;
- Diversifying the revenue earning base of the nation;
- Ensuring food security;
- Increasing Industrial activity through availability of raw materials;
- Eradicating Poverty through employment generation;

Venture Capital: Venture Capital refers to that initial fund or equity capital made available more usually to start-ups but also to already existing companies by high net-worth individuals, family friends, corporate organizations, etc. to foster growth and development. It is a high risk, high return investment in new enterprises and companies in search of expansion and growth.
The venture capital firms, in most cases, arrange for the long term financing of their investee companies and also assist in developing the management team, provide advisory services, new product ideas, strategic relationships and key customers and accounts. Generally, a clear understanding of the business of Venture Capital financing and the various relationships between the fund providers and entrepreneurs, as well as the risk exposure for the business, is desirable from the onset. This is very important since, like any other business, the levels of returns on investment may not be met indefinitely. It should also be noted that the growth of the emerging enterprise can only be fully maximized as the Venture Capital investors take both ownership interest and role in directing the affairs of the firm.
Venture Capital is still an evolving business concept in Nigeria with both operators and regulators still trying to build capacity. Hence, its benefits may not be easily visible. However, the concept, which is expected to receive more boost with the on-going reforms in the capital market, could be a solution to the current scarcity of short term funds for businesses with relatively long gestation. Otherwise, the entrepreneur may not be able to repay the loans within such short periods of time. Consequently, the original intention of bringing a business idea to fruition or reactivating an ailing business may not be realized due to the miss application of loans.
Eight (8) Venture capital companies have been registered by the Securities and Exchange Commission and more are still in the process of being registered.

Review of Existing Law: To strengthen SEC’s capacity to regulate the market, a new ISA was signed into law on June 26, 2007.
New Products: The Commission is cooperating with other stakeholders to promote the introduction of new products into the Nigerian capital market. This is part of its effort to deepen the market and provide investors with wider range of products as well as keep pace with global developments. The Commission is also providing the necessary regulatory framework for the operation of such products and facilities in order to protect and boost investor confidence. Such products include Mortgage-Backed Securities, Asset-Backed Securities, Exchange-Traded Funds, ethical and Islamic products.
Only recently, the Commission formulated a set of rules and regulatory requirements for Real Estate Investment Trusts (REITS).

On Mortgage-Backed Securities (MBS), the Commission set up an in-house committee in 2004 to complement the Federal Government’s efforts at delivering decent and affordable houses to its citizens. As a follow up to this, the Commission, in collaboration with the Mortgage Banking of Nigeria (MBAN), held a national workshop on mortgaged backed securities, where areas requiring reforms to facilitate the introduction of mortgage-backed securities in the Nigerian market were identified. The improved enabling environment has resulted in the recent issuance of the N100 billion residential mortgage bonds by the Federal Mortgage Bank of Nigeria and similar issues in future. It is expected that this will have tremendous multiplier effect on the real sector, especially the construction sub-sector.

WHAT OPTIONS?
The capital market offers viable options for the development of the economy. The capacity of the market for raising long term funds has recently been put to test by the Jumbo offers of many banks which ran into several hundreds of billions of naira in value. The over subscription of most of these offers were instructive as they suggest that the market can finance many more viable projects, including those in the real sector.

While many have expressed concern over the possibility of bank issues crowding out manufacturing companies from the capital market, such fears may be misplaced. While it is true that many recent successful new issues have been in the banking sector, many viable companies with impressive track records can also access the market. A company in the real sector, as in any other sector, has the option of sourcing for funds in the Nigerian capital market through the issuance of equities which represent ownership stake in the company. This can be in the form of an initial Public Offer (IPO) or secondary on follow-up for companies that are already public. The sale of new securities on the new issues market and its subsequent listing and trading on the floors of a stock exchange, offer the company many advantages. These include visibility and access to cheaper funds, including bank loans.

A company may also decide to source funds through the issuance of debt instruments known as debentures. Debt instruments are particularly useful where the company is unwilling to dilute its ownership.

The capital market also offers various pools of funds through Collective Investment Schemes that are usually invested in various companies and professionally managed. Such schemes as Real Estate Investment Trusts have been utilized for property and plantation development in many countries, including Malaysia. The on-going reforms in the market including new product development it is hoped, will see the introduction of such products in the near future.

CONCLUSION
The Nigerian capital market has recorded impressive growth over the years. It will, no doubt, receive greater boost to contribute more to the growth of the real sector from the on-going reforms in the market. The Securities and Exchange Commission is committed to the reforms and will continue to collaborate with all stakeholders towards repositioning the market to contribute its quota to the country’s growth and development. This commitment has been demonstrated by the various measures that it has taken in the past facilitate the indigenization, privatization and the present Economic Reform Programme of the Federal Government.


MUSA AL-FAKI
Director General
SEC

October, 2007

 

 

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