Court Convicts 21 Companies Over Unlicensed Investment Operations

The Federal High Court sitting in Lafia, Nasarawa State, has convicted 21 companies for operating financial investment businesses without valid licences from the Securities and Exchange Commission.

Justice Anyalewa Onoja-Alapa convicted and sentenced the companies following prosecution by the Abuja Zonal Directorate of the Economic and Financial Crimes Commission.

The companies were each fined N30 million and ordered to pay an additional N200,000 for every day they committed the offence.

Full list of the 21 companies

The companies convicted by the court are:

1. Ngwuoke Daniels Technologies
2. Credio Banco Ltd
3. Digital Company Ltd
4. Co Request Capital Nigeria Ltd
5. Mega Drop Quality Stores Ltd
6. Norland Global Ltd
7. Oxford International
8. Creative Agriculture Cooperative
9. Qnet Nigeria Ltd
10. Qnet Professional Skill Academy Ltd
11. Mastermind Energy & Agro Nigeria Ltd
12. Atus West Africa Investment Company
13. Eatrich360 Farms
14. Matag Agro General Services
15. Viables X Agribusiness Ltd
16. Kwakol Markets Ltd
17. Light Shade International Ltd
18. Value Growth Ltd
19. B12 Synergy Nigeria Ltd
20. Phresh Farm Ltd
21. Omega Pro Global Resources.

Companies arraigned in September

According to the EFCC, the companies were arraigned by its Abuja Zonal Directorate on September 15 and 16, 2026, on separate one-count charges bordering on illegal operation.

The charges were brought under Section 57(1) of the Banks and Other Financial Institutions Act, 2020.

The EFCC said the companies were accused of engaging in specialised financial business without valid licences from the Securities and Exchange Commission.

One of the charges, involving Mega Drop Quality Stores Limited, alleged that the company had engaged in the business of a financial institution without a valid licence, including advertising and operating a financial investment management business without a valid SEC licence.

A similar charge against Ngwuoke Daniels Technologies alleged that the company advertised and operated a financial investment management business without the required SEC licence.

Court proceedings

The representatives of the 21 companies were absent when the charges were read in court.

Following an application by prosecution counsel, Nasir Umar, the court entered not-guilty pleas on behalf of the companies before proceedings commenced.

The EFCC said the prosecution relied on witnesses and documentary evidence contained in its proof of evidence to establish the cases against the companies.

The evidence presented included intelligence reports, statements from investigating officers, letters relating to investigation activities and responses obtained from the Corporate Affairs Commission and the Securities and Exchange Commission.

Following the presentation of the prosecution’s case, Justice Onoja-Alapa convicted the companies and imposed a N30 million fine on each.

The court also ordered each company to pay N200,000 for every day it had committed the offence.

EFCC links companies to investment fraud investigations

The EFCC said the prosecutions followed actionable intelligence linking the companies to investment fraud and the operation of investment businesses without the required licences.

According to the commission, investigators had invited promoters of the companies for questioning on December 22, 2022, and again on January 12, 2023.

The EFCC said the invitations were not honoured.

The commission further stated that the promoters continued to evade interrogation for about five years, eventually leading to the prosecution of the companies.

The convictions underscore the requirement for businesses operating investment-related schemes in Nigeria to obtain the necessary regulatory approvals and licences before offering such services to the public.

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Nigeria’s capital market witnessed a significant surge in investor participation as over 500,000 new investors acquired bank shares during the ongoing recapitalisation exercise, the Securities and Exchange Commission has revealed.

In a policy update, the Commission disclosed that the exercise generated an estimated N29.83 trillion in wealth within the equities market in the first quarter of 2026 alone, underscoring its far-reaching impact on market expansion.

According to the SEC, total market capitalisation rose sharply from N99.38 trillion at the end of 2025 to N129.21 trillion as of March 31, 2026.

The Nigerian Exchange also recorded a strong rally, with its All Share Index climbing from 155,613 points to an all-time high of 201,287.78 points within the same period, representing a 29.35 per cent increase.

The Commission attributed the bullish trend to improved investor confidence as the recapitalisation deadline approached, alongside expectations of a more resilient and better-capitalised banking sector.

It highlighted February 2026 as a record-breaking month, during which market capitalisation increased by N17.6 trillion—the highest monthly gain ever recorded in Nigeria’s equities market.

Despite heavy equity offerings from banks, the SEC noted that the market maintained stability, supported by effective price discovery mechanisms and improved investor sophistication.

While the NGX Banking Index initially dipped in mid-2024 due to concerns over share dilution, the sector rebounded following successful capital injections and stronger bank balance sheets.

Beyond market performance, the Commission emphasized the broader structural impact of the recapitalisation exercise, noting that many of the new investors are first-time participants in the equities market.

It expressed optimism that a significant portion of these investors would remain active in secondary trading and future capital raises, thereby deepening liquidity and broadening market participation.

The SEC also noted that the exercise strengthened capacity across financial institutions, including investment banks, stockbrokers, registrars, and custodians, all of which handled unprecedented transaction volumes.

In addition, the Commission disclosed that a total of N4.65 trillion was mobilised through the capital market over the 24-month recapitalisation period, describing it as a testament to the strength of Nigeria’s financial market infrastructure.

Speaking on the development, the Director-General of the SEC, Emomotimi Agama, said the recapitalisation should be viewed as a foundation for long-term economic growth.

He stressed that the gains recorded so far signal the beginning of a more transformative phase, where the capital market plays a central role in financing national development.

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President has nominated as Deputy Governor of the (CBN), subject to confirmation by the Senate.

The nomination was disclosed in a statement issued by the President’s Special Adviser on Information and Strategy, , on Wednesday.

According to the statement, the appointment aligns with Section 8(1) of the Act 2007, which empowers the President to appoint the CBN governor and deputy governors pending approval from the National Assembly.

Appointment Follows New Political Economy Role

Yuguda’s nomination comes shortly after former CBN Deputy Governor was appointed Special Adviser to the President on Political Economy.

President urged the nominee to demonstrate professionalism and dedication in strengthening Nigeria’s financial system and supporting economic stability.

Yuguda’s Career in Finance and Regulation

Before his nomination, Yuguda served as Director-General of the (SEC) between 2020 and 2024.

He graduated with a Bachelor of Science degree in Accountancy from in 1983 and later obtained a master’s degree in Money, Banking and Finance from the , United Kingdom, in 1991.

Yuguda is also a Fellow of the (ICAN) and a Chartered Financial Analyst (CFA).

Experience at CBN and IMF

His professional career began at the in 1984, where he worked as a Senior Supervisor in the Foreign Operations Department.

Between 1997 and 2001, Yuguda served as an economist in the Africa Department of the (IMF) before returning to Nigeria.

He later became Director of the CBN’s Reserve Management Department and retired from the apex bank in 2016 after six years in the position.

If confirmed by the Senate, Yuguda will join the leadership team of the at a time when Nigeria continues to navigate economic reforms, inflation concerns, and foreign exchange management.

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The MOFI Real Estate Investment Fund (MREIF) has recorded a Net Asset Value (NAV) of N270.29bn at the close of the 2025 financial year, reflecting steady growth from the N261.83bn reported at the start of the fourth quarter.

Details contained in its Q4 2025 investor report filed with the Nigerian Exchange Limited show that the fund maintained strong performance momentum within its first year of operations.

Structured as a N1tn shelf programme, MREIF operates as a closed-end real estate investment fund under a unit trust scheme, regulated by the Securities and Exchange Commission. The fund commenced operations on March 17, 2025, following full subscription and regulatory clearance for its N100bn Series 2 issuance.

Income Performance and Investor Returns

For the 10-month period ended December 31, 2025, the fund posted total income of N36.54bn, largely driven by interest income on financial instruments and loans.

Commercial investors earned an impressive annualised yield of 19.28 percent, underscoring the fund’s attractiveness in Nigeria’s capital market space.

ARM Investment Managers Limited, the fund manager, announced a final distribution for 2025:

• Series I investors: N3.7468 per unit

• Series II investors: N9.7192 per unit

Investors on the register as of February 20, 2026, will receive dividend payments electronically on February 27, 2026.

Mortgage Expansion Across 21 States

Beyond asset growth, MREIF intensified efforts to address Nigeria’s housing deficit.

By December 31, 2025, the fund had:

• Originated 1,082 mortgages

• Disbursed N70.72bn

• Covered 21 states and the Federal Capital Territory

• Onboarded 18 Eligible Financial Institutions (EFIs), including eight commercial banks and 10 mortgage banks

• Executed two offtake guarantees worth N5bn

In Q4 alone, the fund disbursed N23bn to finance 336 mortgage applications.

The fund’s strategy combines concessionary public capital with private sector funding to provide single-digit interest rate mortgages through partner financial institutions.

Strong Credit Ratings

Sponsored by the Ministry of Finance Incorporated, the fund has secured:

• Aaa rating from Agusto & Co

• AA rating from Global Credit Rating (GCR)

These ratings reinforce investor confidence and the fund’s credit strength.

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BY: Laura Alakija and Mu’Awiya Yunusa

Sukuk Ijarah is one of the alternative instruments in Islamic finance which is frequently
offered around the world. It has also received encouraging…

Sukuk Ijarah is one of the alternative instruments in Islamic finance which is frequently
offered around the world. It has also received encouraging responses in the Nigerian
capital market. It is a means of raising funds and Sukuk Al-Ijarah provides an ethical, asset-backed financing model that can help close Nigeria’s 17–20 million housing deficitliquidity for economic growth.
This article examines how Sukuk Al-ijarah can be used to close the housing
infrastructure deficit in Nigeria.

The Concept of Sukuk Al-ijarah

Ijarah is lease financing form that may be applied to a particular asset. Upon maturity,
the lessor sells the asset to the lessee once all lease payments have been made. Like
other classes or types of Sukuk, Sukuk Ijarah bears a similarity to bonds.

For Sukuk Ijarah to be issued there has to be an underlying asset in which the Ijarah Sukuk
holder can hold equity.

Certificates of equal value are issued, representing a common share in the ownership of objects, usufructs or services in an investment project that are tradable in the secondary market.

Sukuk Ijarah is considered to be a flexible structure and can be used for multiple
financing needs. Various ijarah-based financing models or structures have been
proposed and implemented for different purposes around the world. Some of these
structures or models include:

ijarah muntahia bittamleek: Lease ending with the transfer of ownership. This is a
contemporary practice by Islamic financial institutions whereby it provides an option
to the customer to acquire the ownership of an asset with a low price at the end of a
specified period.

ijarah wa iqtina: Lease with acquisition. Ijarah wa iqtina is a lease together with a
promise by the lessee to purchase the asset at the end of the lease term. It is
therefore effectively very similar to a conventional finance lease or hire purchase
agreement.

Ijarah Mawsufah Fi Al-Zimmah: Forward Lease. This is an Islamic home loan based
on the concept of Forward Leasing, suitable to finance the purchase of property
which is under construction. Simply put, the monthly mortgage repayments are
considered as ‘rental’ until the final payment is made.

Al-ijarah thumma al-ba’i: Lease followed by sale. This is combination of two concepts
of Ijarah “leasing” and bay “buy.” The difference between this structure and ijarah
muntahia bittamleek is that under ijarah muntahia bittamleek, the lease agreement is
associated with the option (khiyar) to own the leased asset at the end of the lease
period while in ijara thumma bay’, the agreement incorporates the sale of the leased
asset at the end of the lease period.

The Structure of Sukuk Al-ijarah

The following six stages make up the structure of sukuk ijarah:
1. The Originator identifies the underlying project asset.
2. The originator transfers the underlying asset to the SPV to raise funds.
3. SPV issues sukuk, collect funds from investors and gives sukuk certificates to
the investors. Funds generated from the investors are made available to the
Originator.
4. SPV enters into a rental agreement with the originator for periodic repayment.
5. The rental amounts earned by SPV from the originator is distributed to the
investors.
6. At time of maturity, the SPV sells the underlying asset of Ijarah to originator
with agreed price to redeem the sukuk certificate
Sukuk Al-ijarah under the Nigerian Law

A. SEC Rules
The Rules were issued by SEC pursuant to its powers under Section 313 (6) of the
Investment and Securities Act, 2007 to regulate every sukuk issuer in Nigeria whether
government, private, indigenous or foreign entities so long as the entity is eligible to
issue sukuk.

Key terms under the SEC Rules

1. Sukuk Ijarah: The SEC rules describe Ijarah Sukuk as “certificates of equal
value which evidence undivided ownership on the leased asset and/or usufruct
and/or services and rights to the rental receivables from the said leased asset
and/or usufruct and/or services.”
2. Ijarah thummabai (lease to purchase): The Rules describe this class of Ijarah
Sukuk as “a contract which begins with an Ijarah contract to rent out a lessor’s
asset to a lessee. Consequently, at the end of the lease period, the lessee will
purchase the asset at an agreed price from the lessor by executing a purchase
contract.”
The Rules also permit issuance of forward leases with clear terms and conditions for
such a contract.

B. The Financial Markets Dealers Quotations (FMDQ) OTC Securities Exchange.
The SEC-registered self-regulatory over-the-counter securities exchange also issued
its listing rules for Sukuk in 2017 which provide detailed criteria and regulations for Alijarah Sukuk issuance among other classes of Sukuk. To be eligible for listing under
the FMDQ Listing Rules, the Ijarah Sukuk must meet the criteria outlined in Rules 1, 2,
3 and 4 of the Rules.

Development of Sukuk Al-Ijarah in Nigeria

Parallel to the increasing interest in the use of Islamic products globally, sukuk has
been identified as an alternative instrument for financing and investment. The most
commonly used and widely subscribed class of Sukuk is the Ijarah Sukuk. The first
Sukuk issuance in Nigeria was Al-ijarah Sukuk by the Osun State Government in 2013
which is also the first of its kind in sub-Sahara Africa.

The NGN60 Billion issuance was meant to fund the development of 20 High Schools, two middle level schools and two elementary schools in Osun State, Nigeria. Similarly, in 2016 the Federal Government of Nigeria (FGN) followed suit by issuing NGN100 billion sukuk ijarah for 25 road infrastructure projects throughout the federation.

The sukuk attracted an oversubscription of NGN105.9 billion, indicating investors’ desire and demand for sukuk. This first sukuk issued by FGN has raised a lot of enthusiasm resulting in two additional issuances by the FGN raising up to NGN362.5 billion through the three different issuances. Two sub-sovereign issuances were also made by Katsina State Government and most recently the Gombe State Government NGN 35billion Sukuk Alijarah. This means that the issuance of sukuk through concept of Ijarah is able to drive
the development of Islamic capital market industry in Nigeria and the country’s
infrastructure development.

Use of Ijarah Sukuk for Affordable Housing

Nigeria’s housing deficit is currently estimated to be between 17 to 20 million housing
units, the potential cost of overcoming the deficit is stated to be about NGN 6trillion.
The fact that Islamic Finance has a strong ethical focus and that so many of its core
contracts are asset-based makes property and infrastructure projects, particularly
those with a social element such as housing, very attractive to investors and
institutions.

The practical application of Ijarah Sukuk considered herein is the potential for its use
in the provision of low-cost home ownership. Malaysia, for example, has successfully
introduced and implemented Islamic Public-Private Housing Co-operative (IPHCM)
the model which is based on integration of the Ijarah Contract and other ethical
contracts. The IPHCM is a collaboration between public and private sectors.

The private sector construct low- and middle-income households whereas public sector
represents the Malaysian Federal Government and state governments.

Conclusion and Recommendation

Sukuk Al-ijarah is a competitive alternative that can be used to address the concerns
of affordable housing in Nigeria. The vast deficit in the housing sector can be closed
through the issuance of ethical financial instruments by the Federal Government or
the States. Joint venture agreements can be executed between the Federal Mortgage
Bank of Nigeria and the sub-sovereign states, with the states bearing 90% of the
equity contribution to be funded through Sukuk issuance particularly Al-ijarah Sukuk
because of its acceptability in the market.

Once the infrastructure is developed, sales from the units of houses will pay back the Sukuk with a surplus to the Government.

This funding method has indirectly made countries such as Singapore, UAE, Saudi
Arabia, Morocco, Egypt, Senegal, etc. hubs or centres that are capable of providing
profitable investment opportunities that are competitive for investors around the world.

Source: mondaq

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In a major step toward expanding financing options for Nigeria’s small and medium-sized enterprises (SMEs), the Securities and Exchange Commission (SEC) and the Small and Medium Enterprises Development Agency of Nigeria (SMEDAN) have signed a Memorandum of Understanding (MoU) to facilitate long-term capital access through the Nigerian capital market.

The strategic partnership is poised to unlock alternative funding channels for over 40 million registered micro, small, and medium enterprises (MSMEs), positioning them to scale operations, create jobs, and contribute meaningfully to the Federal Government’s $1 trillion economy target.

Speaking at the MoU signing ceremony in Abuja, SEC Director-General, Dr. Emomotimi Agama, described the agreement as a pivotal move to integrate SMEs into Nigeria’s capital market ecosystem and diversify financing routes beyond traditional bank credit.

“Capital is the lifeblood of any enterprise. With over 40 million SMEs registered under SMEDAN, it’s crucial that the capital market evolves to offer them sustainable financing solutions,” Agama said. He noted that the initiative is aligned with President Bola Tinubu’s economic agenda, which emphasizes job creation, industrial expansion, and inclusive growth.

Agama further highlighted the potential for more SMEs to list on the stock exchange, democratizing ownership, deepening capital market participation, and spurring national wealth creation.

SMEDAN’s Director-General, Charles Odii, welcomed the agreement as a breakthrough for businesses struggling with limited access to affordable finance. “Capital is scarce and expensive in Nigeria. Through this collaboration, we’re opening a new financing window for medium-sized businesses. Our goal is to see at least 1,000 SMEs listed on the capital market. This will catalyze economic growth, reduce unemployment, and strengthen wealth distribution,” Odii said.

Under the terms of the MoU, the two institutions will support eligible SMEs in raising funds through equity or debt instruments in compliance with SEC regulations. The agreement also calls for joint capacity-building programs focused on financial literacy, governance, and capital market readiness.

In addition, SEC will contribute to SMEDAN’s five-year strategic plan aimed at promoting inclusive financing and SME-friendly policies. SMEDAN, in turn, will identify promising businesses and encourage their participation on regulated exchanges.

The collaboration will also facilitate the issuance of debt securities by credible SMEs to qualified investors, offering a broader range of financing options outside of traditional banking systems.

To ensure effective implementation, the MoU provides for the creation of a Joint Working Group responsible for oversight, data sharing, and compliance in line with the Nigeria Data Protection Act, 2023.

As part of the rollout, both agencies plan to convene a national SME conference, a three-day event to engage key stakeholders, deepen market awareness, and shape policy dialogue around SME financing and inclusion.

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The SEC shared this directive in a recent circular. It was titled: “Circular to All Public Companies and Capital Market Operators on the Transmutation of Independent Non-Executive Directors and Tenure of Directors.” The Commission noted a growing trend where INEDs were later appointed to executive roles, including that of Chief Executive Officer (CEO). According to the SEC, this practice weakens the objectivity expected from independent board members.

The Commission stated that such transitions go against the principles of good governance. It also added that this undermines rules outlined in the National Code of Corporate Governance and the SEC’s own guidelines. For this reason, the SEC has ordered public companies and major capital market operators to stop this practice immediately.

In addition, the SEC introduced a new rule. A CEO who steps down cannot become Chairman of the same company right away. There must be a three-year cooling-off period. This ensures a clear line between leadership and oversight roles.

The circular also introduced term limits. Directors can now serve up to ten consecutive years in a single company. Within a group structure, the limit is twelve years. After that, they must leave their position. If a former CEO or Executive Director is appointed Chairman, it must be after the three-year break. Their term as Chairman can then last a maximum of four years.

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