Onwuso Ifeakachi Benjamin

5 Key changes and impacts of Investment and Securities Act 2025 to Nigeria capital market.



Overview of the Investment and Securities Act 2025:The Investment and Securities Act (ISA)2025 marks a significant milestone in Nigeria's capital market regulation.
Thus,the Investment and Securities Act (ISA) 2025 was enacted on March 2025 to revolutionize Nigeria capital market in consonance with global best practices,market trends,deepen the legal and regulatory framework of Nigeria capital market,and address Blockchain and digital assets issues.
Hence,the Investment and Securities Act(ISA) 2025 was a transformative change that repeals Investment and Securities Act (ISA) 2007,facilitating a new era in the governance of Investment and Securities in Nigeria.

Key changes and Impacts of ISA 2025.
1.Recognition of virtual and digital assets as securities:
*Financial Inclusion.
*Diversification.
*Virtual and digital assets exchanges.
*Market growth.
*.Financial Inclusion:The adoption and recognition of digital and virtual assets as securities enhances financial inclusion among young Nigerians who widely accept virtual and digital assets,thereby expanding the Nigeria's investor base,creating opportunities for fintechs to build innovative products and technologies to engage with the capital market under the regulatory purview of Securities and Exchange Commission SEC.
*.Diversification:Virtual and digital assets introduce new investment opportunities,enhancing portfolio risk management via diversification and making the capital market more appealing to investors,thus enhancing the capital market efficiency,transparency and attractiveness.
*.Virtual and digital assets exchanges:Recognition of virtual and digital assets paves the way for specialized exchanges,inherently boosting Nigeria's capital market development.Hence,the Securities and Exchange Commission (SEC) can keep records of registered and regulated virtual assets exchanges in Nigeria.
*.Market growth:Despite previous regulatory  uncertainty,virtual assets and tokens have thrived in Nigeria,with $1.6 billion projection in 2025 (Statista) the recognition of virtual and digital assets as securities could potentially unlock more growth opportunities for the Nigeria capital market.
2.Recognition of investment contracts as securities:Secondly,investment contracts refers to the act of putting money into a project or business with the expectation of earning returns,typically generated by the efforts of others.
Specimen:Crowd funding and ventures  where investors don't directly control the operations.
Furthermore,recognizing investment contracts as securities provides regulatory oversight,protecting investors via transparency,disclosure and compliance.This evolution unlocks opportunities for crowd funding activities and innovative business ventures.
*.Public and private partnerships (PPPs) infrastructure funds can raise long-term  funding for development and capital  projects by leveraging investment contracts for PPPs.
3.Enhanced regulatory power:The update d Investment and Securities Act 2025 enhances the regulatory powers and capacity of the Securities and Exchange Commission (SEC) in several forms.
*.Provisions for financial market infrastructure (FMI) It includes requirements for the registration and regulation of financial market infrastructures.Also, it introduces insolvency provisions specifically designed for financial market infrastructures FMIs addressing their unique structures,operations,transactions and associated risks.
*.Approval of corporate restructuring:It gives the Securities and Exchange Commission (SEC) authority to approve corporate restructuring by public companies including conversions,carve-outs,spin-offs and acquisitions or disposals of assets that significantly alter these companies direction.
*.Management of systemic risks:The Investment and Securities Act 2025 enhances the SEC's ability to manage systemic risks within the financial market.
*.Unlawful schemes ban:The Securities and Exchange Commission Act 2025 also includes penalties for market participants who orchestrate fraudulent schemes that are not in complaint with the regulations of Investment and Securities Act(ISA) 2025.
*.Expanded jurisdiction:The jurisdiction of the Investment and Securities Tribunal has expanded to cover a broader ecosystem of investment disputes.
4.Regulation of registered commodity exchanges and warehouses:The Investment and Securities Act 2025 is committed towards unlocking Nigeria's commodities market potential driving growth and development.
Thus,facilitating securitization and tokenization which is expected to transform the market from a spot trading market to a more sophisticated and efficient securitized market,capable of unlocking the $230 billion Nigeria's commodity market via real world asset tokenization powered by Blockchain technology.


Furthermore,commodities exchanges aim to achieve price transparency and discovery through liquid markets and decentralized ledger technology,also the Investment and Securities Act (ISA) 2025 provides a timely framework to unlock the market potential through:
*.Developing warehouse infrastructure and tradable receipts linked to exchanges.
*.Standardizing and regulating warehouse infrastructure to attract market operators and investors.
*.Enabling banks to accept warehouse and tradable warehouse receipts as collateral increasing financing access.
5. Categorization of securities exchanges into composite and non-composite: The Investment and Securities Act (ISA) 2025 allows securities exchanges in Nigeria to operate in either of two ways:as a composite securities exchanges which means securities exchanges that lists and trades all types of securities,commodities,or financial instruments.
Specimen:Nigerian Exchange Limited,FMDQ Securities Exchange Limited.
Non-composite securities exchange specialize in the listing and trading of a particular security,commodity,financial instrument or operate as an electronic system that facilitate the trading of large volume of securities (alternative trading platform) 
Specimen:A mono securities exchange is a commodities exchange that list and trades only agricultural products,digital assets exchanges that list and trades only digital assets.(Binance,Crypto.com,Gate.io)
Blogger:Mazi Onwuso Benjamin!!

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