Regulatory Compliance

01Corporate standing

N.O Group Holdings is incorporated in the Federal Republic of Nigeria with subsidiaries and branch operations in the jurisdictions listed on our contact page. Each operating entity maintains its own registration, licensing and tax standing in its jurisdiction of operation.

Group financial statements are prepared under IFRS and subject to annual external audit. The Audit and Risk Committee has an independent majority and direct, unmediated access to the external auditor.

02Sector licensing

Our regulated activities are conducted only through entities holding the applicable authorisations:

• Power generation and distribution activities are conducted under licences issued by the relevant national electricity regulatory authority in each market.
• Investment and asset management activities are conducted through entities registered with the applicable securities and capital markets regulator.
• Construction and development activities comply with national building codes, environmental impact assessment requirements and local planning consents.
• Technology services handling regulated financial data operate under the data protection and cybersecurity frameworks applicable to their clients.

03Anti-bribery and corruption

The group maintains a zero-tolerance position on bribery and corruption. Our programme is designed against the standards of the Nigerian Corrupt Practices and Other Related Offences Act, the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act, applying the highest applicable standard group-wide rather than the local minimum.

• Facilitation payments are prohibited without exception, including where locally customary.
• Gifts and hospitality above defined thresholds require pre-approval and are recorded in a central register.
• Political contributions by or on behalf of the group are prohibited.
• Annual anti-bribery training is mandatory for all employees, with 100% completion tracked and reported to the ESG and Ethics Committee.
• Third-party intermediaries are subject to risk-based due diligence before engagement and periodically thereafter.

04Sanctions and export controls

All counterparties, beneficial owners and payment recipients are screened against consolidated sanctions lists including those maintained by the United Nations, the United States Office of Foreign Assets Control, the United Kingdom and the European Union. Screening is performed at onboarding and on an ongoing basis against list updates.

The group will not transact where screening identifies a designated party, and escalation to the Audit and Risk Committee is mandatory for any positive match.

05Anti-money laundering

Entities conducting investment, credit and capital markets activity apply risk-based customer due diligence, source-of-funds verification and enhanced due diligence for politically exposed persons and higher-risk jurisdictions.

Suspicious activity is reported to the relevant financial intelligence unit in accordance with local law. Records are retained for the statutory minimum period in each jurisdiction.

06Environmental, health and safety

Construction and energy operations are conducted under a group EHS management system aligned to ISO 45001 principles. All projects require an environmental and social impact assessment before commencement where mandated by the host jurisdiction.

Incidents are recorded in a central register, investigated to root cause, and reported to the board with tracked remediation.

07Data protection compliance

The group complies with the Nigeria Data Protection Act 2023 and, for operations and data subjects within scope, the UK and EU General Data Protection Regulation. Data protection impact assessments are performed for new processing activities presenting elevated risk. Our full data handling practices are set out in the Privacy Policy.

08Tax conduct

The group pays tax where economic value is created. We do not use artificial structures without commercial substance to reduce tax liability, and intra-group transactions are conducted on arm's length terms with transfer pricing documentation maintained in each jurisdiction.

09Confidential reporting channel

The group operates a confidential whistleblowing channel administered by an external provider, with direct escalation to the chair of the ESG and Ethics Committee. It is available to employees, contractors, suppliers and any external party.

Reports may be submitted anonymously. The group prohibits retaliation of any kind against a person who raises a concern in good faith, and any act of retaliation is itself treated as a disciplinary matter.

Concerns may also be raised in writing to the group secretariat at n.o_group@outlook.com, marked for the attention of the ESG and Ethics Committee.

10Modern slavery and supply chain

The group prohibits forced labour, child labour and human trafficking in its operations and supply chain. Suppliers are required to accept our supplier code of conduct as a condition of engagement, and higher-risk categories — including construction labour supply — are subject to audit.

11Reporting a compliance concern

Regulatory correspondence and formal notices should be addressed to the group secretariat at Victoria Island, Lagos, Nigeria, or by email to n.o_group@outlook.com. Compliance matters are acknowledged within five business days.