BY NKECHI NAECHE-ESEZOBOR—Ahead of the ongoing recapitalisation in the financial sector, the Federal Competition and Consumer Protection Commission (FCCPC) has warned firms, legal advisers, transaction parties, and other stakeholders against non-compliance with statutory obligations relating to mergers, acquisitions, and other business combinations under the Federal Competition and Consumer Protection Act, 2018.
The Commission disclosed this today via its official X account, that, under the FCCPA, it has the power to review, approve, approve subject to conditions, or prohibit mergers and qualifying business combinations once they are notified.
It explained that this framework is designed to preserve fair competition, prevent harmful market concentration, and protect the public interest in the Nigerian economy.
The FCCPC noted that any transaction meeting the thresholds set out in the applicable Notice of Threshold for Merger Notification, issued pursuant to Section 93(4) of the FCCPA, must be notified to the Commission for prior review and approval before implementation.
The Commission stated that this requirement applies to a broad range of transactions, including share acquisitions, asset acquisitions, joint ventures, and other arrangements that fall within the legal definition of a merger under the Act and relevant regulations.
It added that the notification process enables the Commission to assess whether a proposed transaction is likely to substantially prevent or lessen competition in any relevant market in Nigeria or raise public interest concerns. The process also supports the Commission’s responsibility to monitor market developments and maintain an informed understanding of competitive dynamics across sectors.
The FCCPC further encouraged parties and their advisers to engage with the Commission at an early stage where a contemplated transaction may be notifiable.
It noted that early engagement, including pre-notification consultations where necessary, can provide regulatory clarity, support efficient review timelines, and assist parties in meeting applicable compliance requirements.
The Commission emphasised that failure to notify a notifiable transaction constitutes a contravention of the FCCPA and may attract administrative penalties or other enforcement actions in accordance with the law.
Accordingly, the Commission advised firms and transaction parties to take all necessary steps to ensure compliance before implementing any transaction that may fall within its merger review jurisdiction.
It added that stakeholders seeking further enquiries or clarification may contact the Commission or visit the FCCPC website.
The Commission reaffirmed its commitment to promoting fair competition, protecting consumers, and supporting a transparent, efficient, and competitive business environment in Nigeria.
Following the signing of the Nigerian Insurance Industry Reform Act, 2025 (NIIRA 2025), insurance firms were mandated to shore up their operating capital.
Life insurance firms are required to increase their operating capital from N2 billion to N10 billion. General insurance firms are to raise theirs from N3 billion to N15 billion, while reinsurance firms are to increase their capital from N10 billion to N35 billion.
The NIIRA has set a July 31 deadline for insurance companies to meet the recapitalisation requirement.
Meanwhile, the National Pension Commission (PenCom) has mandated a fresh round of recapitalisation for Pension Fund Administrators (PFAs) and Pension Fund Custodians (PFCs).
According to PenCom’s directive, PFAs with Assets Under Management (AUM) below N500 billion must raise their minimum capital to N20 billion, while those above that threshold must hold N20 billion plus 1 per cent of the AUM exceeding N500 billion. Pension Fund Custodians are also required to maintain N25 billion plus 0.1 per cent of assets under custody.
The deadline for recapitalisation is set for June 30, 2027.
