NCC, CAC Tighten Oversight of Telecom Ownership, Make Approval Mandatory for Share Transfers Above 10%

The Nigerian Communications Commission (NCC) and the Corporate Affairs Commission (CAC) have introduced stricter regulatory measures requiring telecommunications companies to obtain prior approval before effecting significant changes to their ownership structure.

In a joint statement issued on Sunday, the two regulators announced that any 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 directive, which takes immediate effect, is anchored on 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.

According to the statement, the approval requirement also covers multiple share transfers that, when aggregated, amount to more than 10 per cent of a telecom licensee's total share capital.

The commissions said the new framework is designed to strengthen regulatory oversight of significant ownership changes and prevent transactions that could undermine competition in Nigeria's telecommunications industry.

"Effective immediately, any proposed transfer of ownership or control of shares in a licensee of the Nigerian Communications Commission amounting to 10 per cent or more of the total share capital, as well as any series of share transfers which in aggregate exceed 10 per cent of the total share capital of the licensee, shall require a Letter of No Objection from the NCC before the changes can be effected and registered with the CAC," the statement read.

The CAC added that it would henceforth ensure that all applications seeking to register changes in the shareholding structure of telecommunications companies involving 10 per cent or more are accompanied by evidence of the NCC's prior consent and approval.

The regulators said the policy is intended to preserve a fair and competitive market by curbing direct and indirect anti-competitive practices, while enhancing transparency and accountability in the sector.

They noted that the measure would also strengthen investor confidence, provide greater regulatory certainty, and protect the long-term sustainability and stability of Nigeria's telecommunications industry.

Reaffirming their commitment to a transparent and competitive business environment, the NCC and CAC said they would continue to collaborate in promoting fair market practices, regulatory certainty, and the orderly development of the country's communications sector.