The Nigerian Communications Commission (NCC) and the Corporate Affairs Commission (CAC) have introduced stricter regulations governing changes in ownership structure within Nigeria’s telecommunications sector, requiring prior regulatory approval for significant share transfers.
Under the new directive, any proposed transfer of ownership or control involving 10 per cent or more of the total share capital of a licensed telecommunications company must first receive a Letter of No Objection from the NCC before it can be registered by the CAC.
The policy, which takes immediate effect, is aimed at strengthening regulatory oversight, promoting fair competition, and enhancing transparency within one of Nigeria’s most strategic industries.
In a joint statement signed by NCC Director of Public Affairs Nnenna Ukoha and CAC Head of Public Affairs Rasheed Mahe, the agencies said the measure is supported by provisions of the Nigerian Communications Act 2003 and related regulatory frameworks governing competition and licensing.
According to the statement, the requirement is grounded in Section 90 of the Nigerian Communications Act, 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 monitor transactions involving licensed operators.
The agencies explained that the CAC will only process and register changes in shareholding where transactions involving 10 per cent or more of a company’s equity are accompanied by prior NCC approval.
They also clarified that the rule applies not only to single transactions but also to cumulative share transfers that collectively exceed the 10 per cent threshold.
Industry analysts say the move is expected to increase scrutiny of mergers, acquisitions, and restructuring activities across Nigeria’s telecom sector, which includes mobile network operators, internet service providers, and infrastructure companies.
The directive is designed to prevent anti-competitive practices and ensure that changes in ownership do not distort market structure or negatively affect consumers.
“The requirement is designed to preserve a fair and competitive market structure within the communications sector by preventing direct or indirect anti-competitive practices, while strengthening regulatory oversight of significant changes in ownership and control,” the statement said.
The NCC and CAC also stressed that the policy is not intended to discourage investment, but rather to ensure that major corporate changes undergo proper regulatory review in line with international best practices.
Nigeria’s telecommunications industry has continued to attract significant investor interest in recent years, with activity spanning mergers, equity investments, and corporate restructuring involving major operators.
The agencies said the new framework will enhance transparency, improve investor confidence, and provide greater certainty for both local and foreign investors.
Both regulators reaffirmed their commitment to maintaining a transparent and competitive communications market while supporting sustainable sector growth.
They pledged continued collaboration to enforce compliance, protect market integrity, and ensure that Nigeria’s telecom industry remains attractive for long-term investment.
