Nigeria’s Securities and Exchange Commission (SEC) said it has handed a six-week deadline to capital market operators to submit board-approved recapitalisation or license downgrade plans.

The directive was disclosed in the revised minimum capital guidelines issued by the Commission on March 18, 2026.

The Commission stated that all capital market operators must submit their board-approved and comprehensive implementation plans within six weeks of the June 30, 2027, compliance deadline.

“All CMOs are required to submit their recapitalization or downgrade plans within six weeks, with clear timelines and execution strategies.”

“Each plan must detail current capital position, minimum requirements, funding strategy, risk considerations, and governance structure.”

“Operators that fail to provide credible plans risk sanctions, including licence restrictions and regulatory delays under the ISA 2025 framework.”

“Pending applicants are not exempt, and applications older than 12 months will lapse and require fresh filings.”

The Commission added that this directive applies across all categories, including brokers, dealers, fund managers, custodians, exchanges, and digital asset operators, reinforcing the urgency of compliance.

The latest development followed its recent announcement on a sharp increase in minimum capital requirements across the capital market ecosystem, signaling one of the most significant regulatory adjustments in recent years.

Broker-dealers are now required to hold N2 billion, up from N300 million, while dealers must meet N1 billion, compared to the previous N100 million threshold.

On the other hand, Registrars face a new requirement of N2.5 billion, rising from N150 million, and Underwriters and clearing firms are benchmarked at N5 billion, while composite exchanges must now have N10 billion.

The Commission emphasised that the recapitalisation is not a one-time exercise but a long-term structural reform aimed at strengthening market resilience and aligning Nigeria with global standards.

A key feature of the new guidelines is the tightening of what qualifies as regulatory capital, which could significantly impact operators’ effective capital base. The SEC has narrowed the definition to ensure only high-quality, loss-absorbing capital is recognised.

Recognized capital includes fully paid-up ordinary shares, qualifying irredeemable preference shares, share premium, and retained earnings from audited profits.

Unrealised gains are excluded, ensuring capital reflects actual financial strength.

Disallowed items include revaluation reserves, borrowed funds, shareholder loans, client funds, deferred tax assets, and encumbered capital, while Non-cash capital injections are permitted but must meet strict valuation criteria, including quoted equities, CIS units, government bonds, and eligible OTC-traded securities.

The Commission added that exclusion of debt and quasi-debt instruments underscores the regulator’s focus on enforcing genuine capital adequacy rather than leveraged compliance. (Channels)

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