SEC raises minimum capital requirements for capital market operators

The Securities and Exchange Commission (SEC) has approved a major upward review of minimum capital requirements for all regulated capital market entities in Nigeria, as part of efforts to strengthen market resilience and enhance investor protection.
The revised framework, contained in Circular No. 26-1 dated January 16, 2026, was issued under the Commission’s mandate provided by the Investments and Securities Act, 2025. According to the SEC, the review aligns capital adequacy with the increasing complexity and risk profile of market activities, while ensuring operators have sufficient financial capacity to meet their obligations sustainably.
Under the new regime, minimum capital thresholds have been significantly increased across core and non-core market functions, market infrastructure institutions, fintech operators, virtual asset service providers, commodity market intermediaries, and capital market consultants.
For brokerage services, the minimum capital for brokers offering client execution only has been raised from N200 million to N600 million, while broker-dealers providing both client execution and proprietary trading must now maintain N2 billion, up from N300 million. Inter-dealer brokers will experience one of the highest increases, with requirements rising from N50 million to N2 billion.
In the fund and portfolio management segment, full-scope portfolio managers managing assets above N20 billion are now required to maintain N5 billion in capital, compared to N150 million previously. Fund managers with assets exceeding N100 billion must also hold capital equivalent to at least 10 percent of their assets under management.
Non-core operators have also been affected. Issuing houses with underwriting capabilities must now maintain N7 billion in capital, while registrars are required to hold N2.5 billion, up from N150 million. Trustees and underwriters similarly face higher thresholds.
The revised framework introduces minimum capital requirements for emerging segments of the market. Digital asset exchanges and custodians must now maintain N2 billion, while real-world asset tokenization platforms are required to hold at least N1 billion.
Market infrastructure institutions were not exempted, as the minimum capital for central counterparties has been increased to N10 billion, while composite securities exchanges will now be required to maintain N10 billion, up from N500 million.
The SEC directed all affected entities to comply with the new requirements on or before June 30, 2027, warning that failure to meet the deadline could attract sanctions, including suspension or withdrawal of registration. The Commission added that transitional arrangements may be considered on a case-by-case basis, while detailed compliance guidelines will be issued separately.
The SEC noted that the revised capital requirements take immediate effect from the date of publication.



