SEC Takes Swift Action, Charges Tingo Mobile Founder and Affiliated Companies with Massive Fraud

The U.S. Securities and Exchange Commission (SEC) has filed an emergency action against Mmobuosi Odogwu Banye, known as Dozy Mmobuosi, and three affiliated U.S.-based entities under his leadership. The emergency relief includes a temporary asset freeze, a restraining order, and other measures to address a purported multi-year scheme aimed at inflating financial performance metrics and deceiving investors on a global scale.

The SEC's complaint, filed on December 18, 2023, alleges that Mmobuosi orchestrated a scheme since at least 2019 to falsify financial statements and other documents for the three entities: Tingo Group Inc., Agri-Fintech Holdings Inc., and Tingo International Holdings Inc., along with their Nigerian operating subsidiaries, Tingo Mobile Limited and Tingo Foods PLC. The complaint contends that Mmobuosi and the entities engaged in material misrepresentations about their business operations and financial success through press releases, SEC filings, and other public statements.

For example, the fiscal year 2022 Form 10-K filed by Tingo Group in March 2023 reported a cash balance of $461.7 million in Tingo Mobile's Nigerian bank accounts. Contrarily, the SEC alleges that these accounts held less than $50 by the end of fiscal year 2022. The complaint asserts that fabricated customer relationships formed the basis of their purported businesses. The SEC claims that the fraudulent activities led to the illicit acquisition of hundreds of millions in money or property, with Mmobuosi diverting funds for personal gain, including luxury car purchases, private jet travel, and an unsuccessful attempt to acquire an English Football Club Premier League team.

Antonia M. Apps, Regional Director of the SEC's New York Regional Office, stated, "Mmobuosi spearheaded a brazen scheme using phony records and fictitious entities to make the Tingo companies he controlled appear highly profitable, so that he could hoodwink investors and reap massive benefits at their expense." The SEC initiated the emergency action to expose the alleged fraud and hold Mmobuosi accountable, preventing further harm to investors.

The SEC's complaint, filed in the U.S. District Court for the Southern District of New York, charges all four defendants with violating federal securities laws' anti-fraud provisions. Additionally, it brings charges against Nasdaq-listed Tingo Group, OTC-traded Agri-Fintech, and Mmobuosi for reporting, books and records, and internal controls violations. Mmobuosi faces additional charges, including lying to auditors, insider trading, and failure to file Forms 4 disclosing millions in Agri-Fintech common stock sales, of which he was the ultimate beneficial owner.

The SEC seeks permanent injunctive relief, disgorgement of ill-gotten gains and prejudgment interest, civil penalties, and the return of bonuses and profits obtained by Mmobuosi from sales of Tingo Group or Agri-Fintech stock. The complaint also seeks an order prohibiting Mmobuosi from acting as an officer or director of a public company and participating in the offering of any penny stock.

The SEC's swift action reflects its commitment to maintaining market integrity and safeguarding investors against fraudulent activities, especially those with global implications. The case underscores the importance of due diligence in financial reporting and the SEC's determination to hold accountable those engaging in deceptive practices.

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