Nigeria’s digital asset market could soon become much more expensive to enter.
The Securities and Exchange Commission (SEC) has proposed a new regulatory framework that would require some digital asset businesses to maintain up to N2 billion in minimum capital, alongside a N30 million registration fee.
The proposal covers major players across Nigeria’s digital asset ecosystem, including exchanges, custodians, platform operators and businesses involved in tokenised real-world assets.
If adopted, the framework would significantly raise the financial and compliance requirements for companies seeking to operate legally in the market.
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Which Operators Would Need N2bn?
Under the proposed Rules on Digital and Virtual Asset Operations, Custody and Markets, the SEC has established different capital thresholds based on the type of business.
| Operator | Proposed minimum capital | Registration fee |
|---|---|---|
| Digital Asset Exchange (DAX) | N2 billion | N30 million |
| Digital Asset Custodian (DAC) | N2 billion | N30 million |
| Digital Asset Platform Operator (DAPO) | N500 million | N30 million |
| Digital Asset Offering Platform (DAOP) | N500 million | N30 million |
| Real World Asset Tokenisation Platform (RATOP) | N500 million | N30 million |
| Virtual Asset Service Provider (VASP) | N200 million | N30 million |
The proposed capital requirements are intended to strengthen the financial resilience of operators and provide greater protection within an industry that has expanded rapidly in recent years.
Registration Would Come With Additional Charges
The N30 million registration fee would not be the only upfront regulatory cost.
Applicants would also be required to pay:
- N100,000 processing fee.
- N300,000 application fee.
Companies entering the SEC’s Accelerated Regulatory Incubation Programme (ARIP) would face separate charges, including:
- N200,000 initial assessment fee.
- N2 million ARIP application fee.
The proposed framework therefore creates multiple layers of financial obligations depending on an operator’s regulatory status.
SEC Proposes Fidelity Insurance Requirement
The commission is also proposing an additional financial safeguard.
Regulated entities would have to maintain a fidelity insurance bond worth at least 25% of their minimum paid-up capital.
The requirement is designed to provide another layer of protection against certain operational risks and strengthen confidence in regulated digital asset businesses.
Ongoing Supervisory Fees
The costs would not end once a company receives approval.
The proposed rules introduce supervisory charges linked to an operator’s adjusted turnover.
During ARIP:
- DAXs would pay 0.015% of adjusted turnover.
- Other participating entities would pay 0.0075%.
After full registration, the rates would rise to:
- 0.025% for DAXs.
- 0.015% for other regulated entities.
This means an operator’s regulatory costs could increase as its business activity and turnover grow.
Digital Asset Firms Would Need a Nigerian Presence
The SEC is also proposing stricter requirements around where digital asset businesses are incorporated and managed.
Unless the commission grants an exception, an applicant would have to:
- Be incorporated in Nigeria.
- Maintain a registered office in the country.
- Have its chief executive, managing director or equivalent principal officer resident in Nigeria.
The proposal would therefore make it harder for companies targeting Nigerian customers to operate entirely from outside the country.
Registration Would Be Mandatory
The proposed framework takes a broad approach to activities involving Nigerian residents.
The SEC’s position is that businesses cannot conduct digital or virtual asset activities in Nigeria—or target people living in Nigeria—without obtaining the required regulatory approval.
In practical terms, being based overseas would not automatically place a company outside the SEC’s proposed regulatory perimeter if its activities are directed at Nigerian users.
Part of a Broader Digital Asset Regulatory Push
The SEC’s proposal comes as the Federal Government continues efforts to establish a more coordinated framework for Nigeria’s digital asset economy.
The proposed rules seek to bring different categories of digital asset businesses under clearer prudential, operational and supervisory requirements.
For operators, that could mean higher barriers to entry and substantially greater compliance costs.
For regulators and investors, the objective is to create a market where companies handling digital assets meet defined financial and governance standards.
The key question now is whether the proposed thresholds and fees will remain unchanged when the SEC finalises the rules.