SEC raises capital requirements for market operators

The Securities and Exchange Commission (SEC) has announced a sweeping revision of minimum capital requirements for all categories of capital market operators, in a decisive move aimed at strengthening the resilience, stability, and long-term growth of Nigeria’s capital market.
In a circular dated January 16, 2026, the Commission set June 2027 as the compliance deadline for the new capital regime.
The revisions apply to a broad spectrum of market participants, including core and non-core operators, market infrastructure institutions, financial technology firms, virtual asset service providers, commodity market intermediaries, and capital market consultants.
The updated framework, issued under the authority of the Investments and Securities Act, 2025, was designed to align capital adequacy with the risk profile of regulated activities, ensuring operators are better equipped to withstand market shocks while safeguarding investor interests.
Among the notable changes, Broker-Dealers’ capital requirement jumped to N2 billion, up from N300 million under the 2015 rules.
The circular further increased brokers’ minimum capital to N600 million, while dealers now require N1 billion, compared with N100 million previously.
Fund and portfolio managers face a tiered structure: managers handling assets above N20 billion must now hold N5 billion in minimum capital, while mid-tier managers require N2 billion, a sharp rise from N150 million.
Portfolio managers with assets exceeding N100 billion NAV/AuM must maintain at least 10% of assets under management as capital.
Private equity and venture capital firms also saw their thresholds increase, with minimum capital set at N500 million and N200 million, respectively.
Non-core regulated functions, such as issuing houses performing advisory and arrangement services without underwriting, must hold N2 billion, while full-service issuing houses with underwriting responsibilities must maintain N7 billion, a substantial jump from the N200 million requirement under the 2015 regime.
The circular also formalised capital requirements for the digital asset sector, mandating N2 billion for exchanges and custodians, signaling SEC’s intent to encourage innovation only when backed by adequate financial buffers.
The Commission said the revisions were informed by evolving market dynamics, increased financial product complexity, and global best practices, emphasising that the move will enhance investor confidence, ensure operational resilience, and mitigate systemic risk.
Industry experts anticipated that the steep increase in minimum capital will accelerate consolidation within the sector. Smaller operators may consider mergers, strategic partnerships, or exits if they cannot meet the new thresholds.
Speaking with THISDAY, Aruna Kebira, MD/CEO of Globalview Capital Limited, welcomed the SEC’s decision, highlighting its potential to deepen the Nigerian capital market and support the federal government’s goal of a $1 trillion economy by 2030.
“The new capital requirements will allow broker-dealers to expand into West African markets and trade other stocks outside the country. This policy will drive liquidity and market growth,” he said.
Similarly, Sola Oni, CEO of Sofunx Investment & Communications, described the increase as a significant step toward capital market development, noting that well-capitalised operators are essential for a robust, competitive financial ecosystem.
The SEC’s overhaul of minimum capital requirements marks a pivotal shift in Nigeria’s capital market landscape, signaling stronger regulatory oversight and setting the stage for sustainable growth and investor protection in the years ahead.



