Nigerian telecom operators now require NCC approval for 10% share transfers

The Nigerian Communications Commission (NCC) and the Corporate Affairs Commission (CAC) have mandated that telecom operators seek the communications regulator’s approval before making changes to their ownership structure.

According to a joint statement by both commissions on Sunday, the new compliance now requires that telcos seek NCC’s regulatory approval for any transfer of shares amounting to 10% or more of their total share capital.

The new directive is an upgrade to the previous structure where telcos bypass the NCC and only need to register such with the CAC. 

In the joint statement by the Director of Public Affairs at the NCC, Nnena Ukoha, and the Head of Public Affairs at the CAC, Rasheed Mahe, telcos must now obtain clearance from the NCC before the CAC can register them.

Both commissions noted that the directive is backed by provisions of the Nigerian Communications Act 2003, the Competition Practices Regulations 2007, and the Licensing Regulations 2019, which empower the NCC to review transactions affecting licensed operators and safeguard competition within the sector.

While the measure takes effect immediately, the NCC and CAC noted that the directive not only applies to single transactions involving 10% or more of a company’s shares, but also to multiple share transfers that are cumulatively greater than the threshold.

“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,” part of the statement reads.

For the regulatory process, the press release noted that telecom operators seeking to change their ownership structures must obtain a Letter of No Objection from the NCC. Following this approval, changes will be processed and registered by the CAC.

Before such registration is completed, the CAC will verify that the shareholders’ changes are supported by evidence of the NCC’s approval before registration is completed.

Also Read: ALTON Chairman Gbenga Adebayo dismisses telecom tariff hike claims.

Why the new structure by NCC and CAC

The directive comes at a time when the Nigerian telecom industry is witnessing massive growth. It’s more important as telcos are considered strategic national infrastructure, where a change in ownership might affect competition, pricing, and investment.

According to the statement, both agencies said the new regulatory move will strengthen oversight of major ownership changes within the industry and prevent transactions that could threaten fair competition. The policy seeks to end all forms of anti-competitive practices and ensure greater transparency in the sector.

“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,” part of the statement said.

NCC and CAC added that the requirement is expected to boost investor confidence, improve regulatory direction and contribute to the sustainability of Nigeria’s telecommunications industry.

The announcement comes when the industry is expecting a significant merger. 

Recall that Legend Internet Plc, a broadband internet service company, is in the process of merging with Spectranet Limited, a leading Nigerian internet service provider.

The deal, expected to be completed by Q2 2026, seeks to reinforce Legend’s broadband infrastructure and extend its position in the Nigerian telecoms industry. The move is also subject to regulatory approval by the NCC and the Federal Competition and Consumer Protection Commission (FCCPC).