SEC proposes N30m registration fee, N2bn capital for crypto exchanges
By Aboki Forex —
The Securities and Exchange Commission (SEC) has proposed new rules that would require digital asset exchanges to pay N30 million to register and hold N2 billion in minimum capital. The draft framework, titled “Digital and Virtual Asset Operations, Custody and Markets,” was released on August 20.
The proposals cover digital asset exchanges (DAXs), digital asset custodians (DACs), digital asset platform operators (DAPOs), digital asset offering platforms (DAOPs) and real-world asset tokenisation platforms (RATOPs). Each would pay the N30 million registration fee.
Higher capital and fees for operators
Under the proposed rules, digital asset exchanges and custodians must each maintain a minimum capital of N2 billion. Digital asset platform operators, offering platforms and RATOPs would need N500 million each.
Virtual asset service providers (VASPs) face a minimum capital requirement of N200 million, plus a N100,000 processing fee and a N300,000 application fee. The SEC also wants regulated entities to keep a fidelity insurance bond covering at least 25 per cent of their minimum paid-up capital.
For companies entering through the Accelerated Regulatory Incubation Programme (ARIP), the SEC proposed a N200,000 initial assessment fee and a N2 million application fee.
Supervisory charges are also on the table. A digital asset exchange operating under ARIP would pay 0.015 per cent of adjusted turnover, while other ARIP entities would pay 0.0075 per cent. After full registration, the supervisory fee rises to 0.025 per cent for exchanges and 0.015 per cent for other regulated entities. Fees would be payable quarterly or at intervals set by the commission.
Retail investment limits proposed
The SEC wants to cap how much retail investors can put into digital asset offerings. A retail investor would not be allowed to invest more than N1 million per issuer and N10 million in total across digital asset offerings within 12 months, unless the commission says otherwise.
Where an investor wants to commit more than N1 million or five per cent of their net worth, whichever is higher, the offering platform must show a prominent risk warning, get the investor’s express consent and confirm that the investor understands the investment and its risks. The platform would also need to assess whether the investment suits the investor’s knowledge, experience, financial situation and ability to absorb losses.
Compliance and foreign firms
The SEC also proposes that no person should run a digital or virtual asset business in Nigeria, or target Nigerian residents, without obtaining the commission’s registration, approval or authorisation. Operators must meet Nigeria’s corporate governance requirements.
Foreign stablecoin issuers seeking recognition in Nigeria would have to appoint or maintain a local representative, show authorisation in an acceptable foreign jurisdiction and meet Nigeria-specific reserve, liquidity and redemption requirements.
In a related move, the Nigeria Revenue Service (NRS) has ordered cryptocurrency exchanges and other virtual asset service providers to collect a valid Tax Identification Number from customers as a condition for opening accounts. That directive came from the Guidelines on the Taxation of Virtual Assets published on Monday, August 3.
If the SEC framework is adopted, it will raise financial and compliance barriers for crypto operators while giving investors clearer safeguards in a market that has grown rapidly in recent years.