SEC Raises Capital Requirements in Major Overhaul of Nigeria’s Capital Market

Nigeria’s Securities and Exchange Commission (SEC) has announced a sweeping revision of minimum capital requirements for capital market operators, marking the most significant regulatory overhaul since 2015. The new framework, contained in a circular dated January 16, 2026, gives operators until June 30, 2027, to comply and replaces the previous capital regime entirely.

According to the SEC, the reforms are designed to strengthen market resilience, enhance investor protection, discourage undercapitalised operators, and better align capital adequacy with the increasing complexity and risk profile of market activities. The revised requirements apply broadly across the market, covering brokers, dealers, fund managers, issuing houses, fintech firms, digital asset operators, and market infrastructure providers.

Under the new rules, brokers will now be required to maintain a minimum capital base of ₦600 million, up from ₦200 million, while dealers must raise capital to ₦1 billion from ₦100 million. Broker-dealers face one of the sharpest increases, with minimum capital jumping from ₦300 million to ₦2 billion, reflecting their exposure across multiple trading and lending functions.

Fund and portfolio managers will operate under a tiered structure. Firms managing assets above ₦20 billion must hold at least ₦5 billion in capital, while mid-sized managers are required to maintain ₦2 billion. A dynamic rule also mandates firms managing more than ₦100 billion in assets to hold capital equal to at least 10 per cent of assets under management.

Digital asset firms, previously operating in a regulatory grey area, are now fully integrated into the framework. Digital exchanges and custodians must maintain ₦2 billion each, while tokenisation platforms and intermediaries face requirements ranging from ₦500 million to ₦1 billion. Robo-advisers are required to hold ₦100 million.

Other affected segments include issuing houses, registrars, trustees, underwriters, and market infrastructure providers, with composite exchanges and central counterparties required to hold ₦10 billion each.

Market analysts expect the new thresholds to drive consolidation, as smaller firms may merge, downscale, or exit the market. The SEC believes the outcome will be a leaner, better-capitalised industry that improves investor confidence and strengthens systemic stability in Nigeria’s capital market.