The Nigerian Communications Commission (NCC) and the Corporate Affairs Commission (CAC) have introduced a new regulatory requirement mandating prior approval for significant changes in the ownership structure of telecommunications and communications companies operating in Nigeria.
Under the new directive, any proposed transfer of ownership or control involving 10 per cent or more of the total share capital of a company licensed by the NCC must receive a Letter of No Objection from the telecommunications regulator before such changes can be registered by the CAC.
The policy, which takes immediate effect, was jointly announced by the two agencies as part of efforts to strengthen regulatory oversight, promote fair competition and ensure transparency within Nigeria’s communications sector.
According to the regulators, the requirement is backed by provisions of Section 90 of the Nigerian Communications Act (NCA) 2003, Regulation 28(2) of the Competition Practices Regulations 2007, and Regulation 42 of the Licensing Regulations 2019, all of which empower the NCC to review and oversee transactions affecting licensed operators.
The new framework also covers multiple transactions that may individually fall below the threshold but collectively exceed 10 per cent of a licensee’s total share capital. In such cases, prior regulatory clearance from the NCC will still be required before the ownership changes can be legally effected and registered.
As part of the implementation process, the CAC said it would ensure that all requests for changes in shareholding structures involving 10 per cent or more of a telecommunications company’s shares are accompanied by evidence of the NCC’s consent and approval before registration can proceed.
The NCC and CAC explained that the measure is aimed at preserving a fair and competitive market structure in the communications industry by preventing direct or indirect anti-competitive practices that could undermine market stability.
The agencies noted that enhanced scrutiny of significant ownership changes would also strengthen regulatory oversight of the sector, improve transparency, boost investor confidence and provide greater regulatory certainty for stakeholders.
The development comes amid ongoing efforts by regulators to deepen governance standards and strengthen institutional oversight within one of Nigeria’s most strategic economic sectors.
In the joint notice, both agencies reaffirmed their commitment to maintaining a transparent, stable and competitive business environment, emphasizing that continued collaboration between the NCC and CAC would support the orderly and sustainable growth of the country’s communications industry.
The regulators further stated that they would continue to work together to promote regulatory certainty, ensure fair market practices and safeguard the long-term sustainability of Nigeria’s telecommunications and communications ecosystem.
