With Nigeria’s capital market boasting a market capitalisation of ₦66.15 trillion as of April 23, 2025, the role of broker/dealer firms has never been more pivotal. Whether you aim to facilitate securities trading for retail clients or manage large-scale institutional deals, obtaining a Broker/Dealer license from the Securities and Exchange Commission (SEC) is the foundational step to operating legally and credibly in Nigeria’s thriving financial landscape. Read on to discover the exact requirements, step-by-step procedures, fees, timelines and insider tips—sourced directly from SEC’s official resources—to secure your license efficiently.
What Is a Broker/Dealer License?
A Broker/Dealer license authorises a corporate entity to:
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Deal in securities: buy and sell stocks, bonds and other instruments on behalf of clients and/or for its own account.
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Operate regulated services: execute trades, maintain client accounts and ensure compliance with the Investments & Securities Act 2007.
Holding this license places you among a select group of capital market operators (CMOs) empowered to ensure liquidity and price discovery in Nigeria’s securities markets.
Overview of the SEC Nigeria
Established by the Investments & Securities Act No. 45 of 1999 (as amended), the Securities and Exchange Commission (SEC) is Nigeria’s apex regulator for the capital market, mandated to promote fair, transparent and efficient markets. Headquartered in Abuja, SEC oversees licensing, supervision, enforcement and investor protection across all capital market activities.
Why You Must Obtain a Broker/Dealer License
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Legitimacy & Trust
Licensed firms signal credibility to investors, counterparties and regulators. -
Regulatory Compliance
Operating without a license attracts severe penalties, including fines and revocation of corporate status. -
Market Access
Only licensed broker/dealer firms can transact directly on the Nigerian Exchange Group (NGX) and other approved trading platforms. -
Business Growth
License holders can expand services—such as margin trading, underwriting and corporate actions—unlocking diverse revenue streams.
Requirements for Registration
| Category | Details |
|---|---|
| Payment (Fees) | 1. Filing/Application Fee: ₦100,000 2. Processing Fee: ₦300,000 3. Registration Fee: ₦5,000,000 4. Director’s Fee: ₦100,000 5. Sponsored Individuals’ Fees: • ₦100,000 each (new) • ₦50,000 (transfer) • ₦100,000 (change of registration) • ₦150,000 (transfer & status change) |
| Forms | 1. Form SEC 3: Application for Company 2. Form SEC 2 & 2D: For Sponsored Individuals & Directors (min. 3 individuals; 1 must be Compliance Officer) 3. Form SEC 2B: For Transfers |
| Directors & Sponsored Individuals | – Minimum 3 individuals (incl. Managing Director & Compliance Officer) – Curriculum Vitae with full educational & employment history – Credentials (SSCE, NYSC certificates) – Valid ID & recent passport photos – Pre-registration training & exam – Police clearance (SEC office) |
| Minimum Paid-Up Capital & Fidelity Bond | – ₦300,000,000 paid-up capital (bank statements, fixed assets or quoted securities) – Fidelity Insurance Bond covering ≥20% of paid-up capital, valid to December 31 |
| Corporate Documents | – CAC-certified Certificate of Incorporation – Memorandum & Articles of Association – Statement of Share Capital & Return of Allotment – Latest audited accounts/statement of affairs (≤3 months old) |
| Company Profile & Business Plan | – History, organisational & shareholding structure – Subsidiaries & related companies details – Business plan & operational manual – Bank account statements (≤3 months old) – Social media & website info |
| Sworn Undertakings | – Truthfulness of information – Compliance with SEC rules & Act – Proper record-keeping & returns |
Step-by-Step Application Procedure
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Incorporate Your Company
Register with CAC under CAMA 2020. Obtain your Certificate of Incorporation, Memorandum & Articles of Association . -
Prepare Required Documentation
Collate all forms (SEC 3, SEC 2, SEC 2B, SEC 2D), corporate documents, CVs, training certificates and sworn undertakings. -
Pay Fees
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Generate remittance advice via SEC’s portal. Pay Filing, Processing, Registration, Director’s & Sponsored Individuals’ fees. Obtain bank tellers.
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Submit Application
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Visit any SEC zonal office with two sets of each document and original copies for sighting.
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Complete an application cover letter outlining your intention, supported by your firm’s profile.
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Pre-Registration Training & Examination
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Sponsored individuals (except transfers) must undergo training and pass SEC’s exam.
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Successful trainees appear before the Registration Interview Committee.
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Inspection & Interview
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SEC conducts a physical inspection of your office premises. Interview of sponsored individuals and key officers by the Registration Interview Committee.
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Approval & Issuance
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Upon satisfactory review, SEC grants Certificate of Registration as a Broker/Dealer.
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The firm is added to the official registry of Capital Market Operators.
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Annual Renewal
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Renew license annually by January 31. Submit renewal fees and any updated documents.
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Timeline & Key Considerations
| Milestone | Expected Duration |
|---|---|
| CAC Registration | 2–4 weeks |
| Document Preparation | 2–3 weeks |
| Fee Payment & Remittance Processing | 1–3 days |
| SEC Pre-Registration Training & Exam | 4–6 weeks (including scheduling) |
| Inspection & Interview | 2–4 weeks |
| Final Approval & Issuance | 1–2 weeks after Committee meeting |
| Total Estimated Time | 3–5 months |
Tip: Early engagement with SEC’s Registration Desk can help clarify any outstanding issues and expedite processing.
Costs Breakdown
| Fee Type | Amount (₦) |
|---|---|
| Filing/Application Fee | 100,000 |
| Processing Fee | 300,000 |
| Registration Fee | 5,000,000 |
| Director’s Fee | 100,000 |
| Sponsored Individual (new) | 100,000 each |
| Sponsored Individual (transfer) | 50,000 each |
| Change of Registration | 100,000 each |
| Transfer & Status Change | 150,000 each |
| Minimum Paid-Up Capital (equity/assets) | 300,000,000 |
| Fidelity Insurance Bond (≥20% capital) | 60,000,000 |
Common Misconceptions Addressed
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“I can use personal assets to meet paid-up capital.”
– Only corporate assets, bank balances or quoted securities count toward the ₦300 million requirement. -
“One sponsored individual is sufficient.”
– You must sponsor at least three individuals, including a Compliance Officer. -
“Payment of fees equals license issuance.”
– SEC also requires pre-registration exams, office inspections and committee interviews; fee payment alone does not guarantee approval. -
“I can renew any time during the year.”
– Annual renewal must be completed by January 31 to avoid suspension.
Frequently Asked Questions
Q1: What documents are required for a Broker/Dealer license?
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Certified CAC Certificate of Incorporation, Memorandum & Articles of Association, audited accounts/statement of affairs, business plan, SEC Forms (2, 2B, 2D, 3), CVs, credentials, sworn undertakings, bank statements, fidelity bond documents and payment evidence.
Q2: How much does it cost to obtain the license?
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Total minimum direct fees: ₦5.5 million (exclusive of sponsored individuals, paid-up capital and fidelity bond expenses).
Q3: Do sponsored individuals need to pass an exam?
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Yes. All new sponsored individuals (excluding transfers) must attend SEC-organised pre-registration training and pass a qualifying examination.
Q4: Can a foreign-owned company apply?
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Yes, but non-Nigerian sponsored individuals need valid residence/work permits, and originals will be sighted.
Q5: How long is the license valid?
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It is valid for one year and must be renewed by January 31 annually.
Q6: What happens if I miss the renewal deadline?
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Late renewals can lead to suspension of your registration and possible penalties.
Q7: Can I change my registered sponsored individuals?
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Yes. Use Form SEC 2B and pay the applicable transfer/change fee (₦50,000–₦150,000).
Conclusion
Securing your SEC Broker/Dealer license demands meticulous preparation, timely fee payments and strict adherence to regulatory protocols. By following the steps, meeting the capital and documentation requirements, and leveraging this guide, you position your firm for smooth approval and sustainable operations in Nigeria’s dynamic capital market.
