SEC Nigeria after the Investments and Securities Act 2025
What a Nigerian capital market operator should know now the 2025 Act has replaced the 2007 Act, how SEC e-registration works and which books to have ready.
By Achekam · · 5 min read · For Financial services businesses in Nigeria
For almost two decades, Nigeria's capital market ran under the Investments and Securities Act of 2007. The operators registered by the Securities and Exchange Commission (SEC) built their compliance manuals, board papers and client agreements around that Act. Many still cite it by habit.
That law has now been replaced. For a small operator, or a firm thinking of entering the market, the change raises practical questions: which Act do our documents refer to, how do we register or update our registration, and what should our own house look like when the regulator comes asking? This article covers what SEC itself has published on those points, and the steps a firm can take now. For the detail of how the new Act affects your particular registration, take advice from a Nigerian capital markets lawyer.
What SEC Nigeria is for
SEC Nigeria says its overarching statutory purpose since its inception in 1979 has been to promote and facilitate the growth of equitable, effective and open financial markets for Nigeria. Everything an operator deals with, from registration to periodic returns to inspections, flows from that purpose: the Commission's job is to keep the market fair and open for investors, and registering who may operate in it is one of the main ways it does so.
The 2025 Act and the end of the 2007 Act
SEC Nigeria reports that President Tinubu has assented to the Investments and Securities Bill 2025, which repeals the Investments and Securities Act No. 29 of 2007. The 2025 Act is now the law the Commission administers.
For an operator, the practical consequences start with the paperwork:
- References in your own documents. Compliance manuals, client agreements, offer documents and board resolutions that cite the 2007 Act need reviewing, so that they refer to the law now in force.
- Rules and guidance made under the Act. Check SEC's announcements for any changes to the rules, forms or deadlines that affect your category of registration, rather than assuming everything carried over unchanged.
- Your advisers' view. Ask your lawyer which parts of the new Act touch your business model. A firm that only gives investment advice will have different questions from one that holds client assets or raises capital for issuers.
What this article does not do is list the changes the 2025 Act made; SEC's own announcements and the Act are the authority on that.
Registering on the SEC ePortal
SEC Nigeria announces that full electronic registration, which it calls e-Registration, is now available on its ePortal. A firm applying to become a capital market operator, or a registered operator updating its details, should expect to deal with the Commission through that portal rather than on paper.
The ePortal sets out what your category of registration requires. Before you start, it still helps to gather the basics in one place:
- The firm's CAC incorporation documents and details of its directors and shareholders.
- Details of the individuals the firm will put forward for registration in their own right.
- The firm's financial information, including recent management accounts and, where it has them, audited financial statements.
- The firm's compliance manual and internal policies, updated for the new Act.
Having those ready means the ePortal application becomes a matter of uploading, not searching.
Checking whether an operator is registered
SEC Nigeria also offers investors a search to find a registered operator. That cuts both ways for a firm. Your clients can, and increasingly will, check that you are registered before they hand over money, so keep your registration details current. And when you deal with another operator, such as a broker you route trades through or a fund manager you recommend, check them the same way.
The SEC Nigeria website is where the Commission publishes news of the 2025 Act, the e-Registration service on its ePortal, and the search for registered operators.
The books an operator should have ready
Whatever category of registration a firm holds, it is answerable to a regulator for its own financial position, and that makes reliable books part of the job. Two capabilities matter most.
Management accounts on request. On Achekam, a business's management accounts show an income statement for a chosen period beside the period before, and a balance sheet at period end, both added up from the business's own journals and exportable as PDF or CSV. A firm can produce them for the board, for SEC or for a bank without retyping figures into a spreadsheet. Note that the year-to-date preset starts on 1 January, not on the firm's own year start, so a firm with a different financial year should choose its period dates directly.
An auditor with access. A firm appoints its accounting firm through Achekam by entering the firm's Achekam address or firm code, as accountant, auditor, tax practitioner, payroll provider or adviser, with an access level; the accounting firm accepts or declines. The auditor then works in the firm's own books. Before appointing one, check that they are on the Financial Reporting Council's register, as explained in checking your Nigerian auditor is on the FRC register. Which accounting standards the firm's statements follow is covered in which accounting standards a Nigerian SME follows.
Setting up a Nigerian workspace
A workspace can be registered as Nigerian at sign-up. That makes the Nigeria pack its default and, on activation, sets the naira (NGN) and the Africa/Lagos time zone unless they are already set. A new operator that opens its books this way records its capital, set-up costs and professional fees from the first day, in naira, which is far easier than reconstructing them later for a registration application.
Achekam does not register anyone with SEC and does not prepare SEC returns. Those stay with the firm and its advisers; Achekam keeps the books those filings rest on.
A short to-do list
- Find every document in the firm that cites the 2007 Act and plan its update.
- Check SEC's announcements for changes that affect your registration category.
- Confirm the firm's details on the ePortal are current, and search the register for your own name.
- Make sure your management accounts are current and your auditor has access to your books.
General guidance only, not advice on your own circumstances. Tax and payroll rules change: check the current position with the authority or your adviser.
