The Nigerian Communications Commission (NCC) has introduced a new regulatory requirement mandating telecommunications operators to obtain prior approval before carrying out share transfers involving 10% or more of their total share capital, a move aimed at strengthening oversight of ownership changes in one of Nigeria’s most strategic sectors.
The directive was announced in a joint statement issued on Sunday by the NCC and the Corporate Affairs Commission (CAC), which said the requirement takes immediate effect for all licensed communications companies in the country.
The joint statement was signed by NCC’s Director of Public Affairs, Nnena Ukoha, and CAC’s Head of Public Affairs, Rasheed Mahe.
Under the new framework, any proposed transfer of ownership or control of shares representing at least 10% of a telecom licensee’s share capital must receive a Letter of No Objection from the NCC before the transaction can be registered by the CAC. The requirement also applies to multiple transactions that cumulatively exceed the 10% threshold.
What the statement says
The statement read, “Effective immediately any proposed transfer of ownership or control of shares in a licensee of the Nigerian Communications Commission, amounting to ten percent (10%) or more of the total share capital, as well as any series of share transfers which in aggregate exceed ten percent (10%) of the total share capital of the Licensee shall require a Letter of No Objection from NCC in order for the changes to be effected and registered with the CAC.
- “By this measure, the CAC will ensure that all requests for change in shareholding structure amounting to 10% or more, submitted for registration by telecommunications companies are duly supported by evidence of NCC’s prior consent and approval.”
The regulators said the policy is anchored on provisions of the Nigerian Communications Act 2003, the Competition Practices Regulations 2007, and the Licensing Regulations 2019, which empower the NCC to review transactions that could affect licensed operators and market competition.
As part of the arrangement, the CAC will require telecommunications companies seeking to register significant shareholding changes to provide evidence of prior NCC approval before such transactions can be processed.
The measure effectively creates an additional layer of scrutiny for mergers, acquisitions, strategic investments and other ownership restructuring exercises involving telecom operators.
Competition and investor confidence in focus
According to the two agencies, the policy is designed to prevent anti-competitive conduct and ensure that substantial ownership changes do not undermine market stability.
They noted that enhanced oversight of shareholding transactions would help preserve a fair and competitive industry structure while improving transparency around ownership and control of licensed operators. The regulators added that the framework is expected to boost investor confidence, provide greater regulatory certainty and support the long-term sustainability of the communications sector.
The move comes as Nigeria’s telecommunications industry continues to attract significant local and foreign investment, making regulatory visibility over major ownership changes increasingly important for market integrity and consumer protection.
What you should know
The NCC and CAC said the initiative reflects closer collaboration between both agencies in monitoring corporate transactions within the communications sector.
- According to the statement, the two regulators will continue working together to promote fair market practices, strengthen regulatory certainty and support the orderly development of the industry.
- Nairametrics earlier reported that the NCC commenced a review of the National Telecommunications Policy 2000 (NTP), nearly three decades after its approval, citing rapid technological changes and evolving market realities that have outpaced the existing framework.
- The Commission announced the commencement of the review process as it released a consultation paper seeking stakeholders’ inputs into the proposed changes to the policy.
The NCC said the review is aimed at repositioning Nigeria’s telecommunications policy to reflect current dynamics in digital services, internet governance, satellite communications, broadband expansion and universal access, while sustaining the sector’s role as a key driver of economic growth.
