The Investments and Securities Tribunal (“IST”) is a creature of Section 224 of the Investment and Securities Act 1999. That Section has now been replaced by the extant Section 274 of the Investment and Securities Act 2007 (“ISA”).[1]It reads:
There is established a body to be known as the Investments and Securities Tribunal to exercise the jurisdiction, powers and authority conferred on it by or under this Act.
The legal basis for the establishment of the IST by the ISA can be found in Section 6(5)(j) of the Constitution of the Federal Republic of Nigeria 1999 (as amended) (“CFRN”) which vests judicial powers of the Federation in such other courts as may be authorised by law to exercise jurisdiction on matters with respect to which the National Assembly makes laws. It is undisputable that the ISA is an Act of the National Assembly and the IST being a tribunal established by an Act of the National Assembly has constitutional sanction to adjudicate on matters coming within its jurisdictional powers in the ISA.[2]

The IST is a civil court with both original and appellate jurisdiction. The decisions of the IST are enforced as decisions of the Federal High Court (“FHC”). Any appeal against its decision lies directly to the Court of Appeal.
Composition of the IST
By the provision of Section 275 of the ISA, the IST consists of ten (10) members to be appointed the Minister of Finance (see section 315 of ISA). These ten members comprise of one full time Chairman who shall be a legal practitioner with fifteen years cognate experience in capital market matters; four other full time members three of whom are legal practitioners and one person who shall be knowledgeable in capital market matters. The other five members are part-time members who are persons of proven ability and expertise in corporate and capital market matters.
The IST is constituted by a panel of at least three members.[3]Where a member is presiding any panel as chairman, such a member must be a legal practitioner.[4]
The Jurisdiction of the IST
Section 294 of ISA empowers the IST to adjudicate exclusively on matters specified in the Act. Those matters have been specified under Section 284(1) of the Act. It is our view that Section 284(1)(a) deals with issues over which the IST has appellate jurisdiction while subsection (1)(b)-(f) provide for issues over which it has original jurisdiction. Interestingly, in the case of FIS Securities Ltd v. SEC (2004) 1 NISLR 116, the IST erroneously held that it had competence to deal with matters under the Companies and Allied Matters Act 1990 (“CAMA”). This decision is most erroneous because there is nowhere in the statute books that gives the IST jurisdiction over matters in the CAMA. In fact that has been taken care of by Section 251(1)(e) of the Constitution of the Federal Republic of Nigeria 1999 (as amended) (“CFRN”).
Original Jurisdiction
For the purpose of convenience, Section 284(1)(b)-(f) is set out below;
The Tribunal shall, to the exclusion of any other court of law or body in Nigeria, exercise jurisdiction to hear and determine any question of law or dispute involving:
(b) the Commission and self regulatory organisation;
(c) a capital market operator and the Commission;
(d) an investor and the Commission;
(e) an issuer of securities and the Commission; and
(I) disputes arising from the administration, management and operation of collective investment schemes.
From the above it is clear that the IST has jurisdiction over matters involving the Securities and Exchange Commission (“SEC”). This is where most legal minds have vilified the ISA with respect to the IST. First the SEC is an agency of the Federal Government and as such the implication of Section 251 (r) of the CFRN is to the effect that the Federal High Court has jurisdiction over it. Secondly, IST is not structurally autonomous from SEC itself and in such a situation how do you guarantee structural fair hearing. Clearly, that violates the principle that a person cannot be judge over his own cause (nemo judex incausa sua).
Appellate Jurisdiction
As we have submitted earlier, Section 284(1)(a) touches on the appellate jurisdiction of the IST. It provides:
The Tribunal shall, to the exclusion of any other court of law or body in Nigeria, exercise jurisdiction to hear and determine any question of law or dispute involving:
(a) a decision or determination of the Commission in the operation and application of this Act, and in particular, relating to any dispute:
(i) between capital market operators;
(ii) between capital market operators and their clients;
(iii) between an investor and a securities exchange or capital trade point or clearing and settlement agency;
(iv) between capital market operators and self-regulatory organisation;
Practically most matters before the IST comes under its appellate jurisdiction because investors are usually required to lay their complaints first with the SEC, who usually refers such complaints to the Administrative Proceedings Committee (“APC”). When the APC gives its decision, then there room for appeal to the IST.
One of the cases where the IST exercised its appellate jurisdiction was the case of CSCS Ltd and Anor. v. Bonkolans Investment Ltd and 5 Ors. Case No. IST/OA/03/2003 – a case now popularly known as the Bonkolans case. The case became notorious because it was the case that “disvirgined” the IST. In that case the court held the Central Securities Clearing System liable for the fraudulent acts of its staff for colluding with the Respondents to bring in fake share certificates into the depository of the former. This led to losses incurred by some investors in the shares of Nestle Foods Plc. The IST further held the respondents liable to restitute the CSCS Ltd for the compensation it had to pay to the investors.
Jurisdiction over Pension Disputes
Also by the provision of Section 93 of the Pensions Reform Act 2004 (as amended), a person that is aggrieved by the decision of the National Pension Commission (“NPC”) may refer the matter to the IST. One of the implications of the above is that the IST does not have original jurisdiction in pension matters.
From the brief expose’ produced above, one can decipher that there is a laudable dispute resolution body for capital market disputes. Despite the legal criticisms it has faced from virtually every Tom, Dick and Harry in the legal circle and considering the amount of disputes arising every day, the IST is a necessity.
Thank you.

[1] Act No. 29 of 2007.
[2] Alubo A. O. and Essien I. J. “An Appraisal of the Legal and Institutional Framework for the Settlement of investment Disputes in the Nigerian Capital Market”, Ikeja Bar Review, Vol. I, Parts I & II, Sept. 2006 – Mar. 2007, pg. 166.
[3] Section 276(1) of ISA.
[4] Section 276(2)(a) of ISA.

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