The Securities and Exchange Commission (SEC) has proposed a new regulatory framework for online forex trading and Contracts for Difference (CFDs), proposing minimum capital requirements of up to N5 billion for operators seeking to participate in Nigeria’s retail forex market.
The proposed rules, issued under the Investments and Securities Act (ISA) No. 2, 2025, are contained in the draft Rules on Online Forex Trading and Contracts for Difference published by the capital market regulator on Tuesday.
They seek to bring both domestic and offshore operators that target Nigerian residents into a formal licensing and supervisory framework, alongside a proposed 30% minimum local ownership requirement for licensed brokers.
The proposed rules are designed to apply not only to operators incorporated in Nigeria but also to offshore entities that target Nigerian residents.
The draft framework creates three licence categories – Online Forex Broker/Broker Dealer, Introducing Broker, and Technology/Platform Provider – each with its own capital threshold.
According to the draft, B-Book or market-making forex brokers would require a minimum paid-up capital of N3 billion, alongside minimum liquid capital of N2.4 billion or 10% of total liabilities, whichever is higher.
Straight-Through-Processing (STP) and Electronic Communication Network (ECN) brokers or A-Book brokers would require N2 billion in paid-up capital, with minimum liquid capital of N1.6 billion or 10% of total liabilities, whichever is higher.
Technology and platform providers would face the highest minimum capital requirement of any category, at N5 billion.
Corporate Introducing Brokers would require N150 million, while individual Introducing Brokers would require N30 million.
Registration fees have also been proposed, ranging from N1 million for individual Introducing Brokers to N30 million for Technology/Platform Providers, on top of a N100,000 application fee and a N300,000 processing fee.
The proposed rules also introduce a minimum Nigerian ownership requirement for licensed entities.
Under the draft framework, at least 30% of a broker’s issued and paid-up share capital would have to be held directly and continuously by Nigerian citizens who serve as directors of the company, with at least two directors – including the Managing Director/Chief Executive Officer – required to be resident in Nigeria.
The Commission has stipulated that this ownership cannot be routed through nominees, trusts or other arrangements designed to circumvent the requirement, meaning offshore brokers may not be able to satisfy the rule by simply setting up a Nigerian subsidiary.
A key feature of the proposed framework is its explicit reach into offshore platforms serving Nigerian residents. A foreign broker could fall within the SEC’s regulatory perimeter where it lists Nigeria as a supported country, allows Nigerians to open trading accounts, markets to Nigerian residents using local affiliates or influencers, or maintains representatives or customer-support channels in the country.
SEC has repeatedly warned Nigerians against unregistered forex and crypto platforms operating outside its regulatory framework, including a public notice in May 2026 flagging unregistered investment schemes promoted on WhatsApp, Instagram, TikTok and other social media platforms.
The Commission said Section 196(3) of the ISA 2025 criminalises the promotion and operation of unregistered investment schemes, with violations punishable by a fine of not less than N20 million or imprisonment.
SEC DG Emomotimi Agama had earlier stated that any digital asset or forex trading platform that is not registered is illegal.