PropTech in Nigeria: How Technology Is Changing Real Estate Investment

Nigeria’s real estate sector continues to attract interest, but rising property prices, increasing construction costs and the substantial capital required to purchase property have made direct ownership difficult for many people.

Property technology, commonly known as PropTech, is creating alternative ways to participate in the market. One example is fractional real estate investment, which allows multiple investors to contribute towards a property rather than having to purchase the entire asset individually.

Although this model can lower the financial barrier to entry, it also raises important legal questions. When does a property investment arrangement become a regulated financial product, and what responsibilities do the businesses operating these platforms have?

These questions are particularly important under Nigeria’s Investments and Securities Act, 2025 (ISA), which provides a framework for regulating investment activities and protecting investors.

What Is PropTech?

PropTech refers to the use of technology to improve how real estate is developed, marketed, financed, bought, sold, leased and managed.

It includes digital property marketplaces, online transaction platforms, property management software and technology-enabled investment services.

Fractional real estate investment is one of the models supported by these developments. It allows several people to participate financially in a single property or real estate project, with each investor holding an interest according to the legal structure of the arrangement.

Pooling resources to acquire property is not a new idea. Individuals have long combined their funds to purchase and manage real estate. Technology has changed how these arrangements can be organised, promoted and administered.

Previously, coordinating several property investors could involve extensive paperwork, significant administrative costs and difficulties monitoring contributions and investment performance.

Digital platforms can simplify these processes, improve record-keeping and make investment opportunities easier to distribute to potential participants.

However, fractional real estate arrangements do not all have the same legal structure. Depending on the arrangement, investors may own direct interests in a property, hold shares in a company established to acquire the asset, or participate through a trust or another recognised investment vehicle.

The distinction is important because the legal rights of investors and the regulatory obligations of the platform may differ according to the structure used.

Understanding the Regulatory Requirements

Making property investment more accessible does not remove the legal obligations associated with raising and managing money from investors.

Depending on how an arrangement is structured, several laws may apply, including the Investments and Securities Act, 2025, the Land Use Act, 1978, the Companies and Allied Matters Act, 2020, the Nigeria Data Protection Act, 2023, and the Money Laundering (Prevention and Prohibition) Act, 2022.

These laws address different aspects of property ownership, corporate operations, investment regulation, personal data protection and financial crime prevention.

Consequently, PropTech operators must look beyond the technology used to offer their services. They also need to consider the legal nature of the investments they promote, the rights granted to participants and the obligations arising from their business models.

Investors, in turn, need to understand what they are purchasing and whether the relevant platform and investment arrangement meet applicable legal requirements.

SEC Oversight and the Investments and Securities Act

The Securities and Exchange Commission (SEC) regulates Nigeria’s capital market and has responsibilities relating to investor protection and the maintenance of fair, efficient and transparent markets.

Under the ISA, the regulatory treatment of a PropTech investment depends significantly on the arrangement’s actual structure and activities.

For example, a platform that collects money from members of the public to invest in property and promises returns may raise different regulatory considerations from a straightforward arrangement in which two people jointly purchase a plot of land.

The label attached to an investment product does not, by itself, determine its legal status. The underlying rights, financial arrangements and manner in which funds are collected and managed are important factors.

For businesses developing digital property investment products, assessing these questions early can help identify the registrations, disclosures and other compliance measures that may be required.

When Does Fractional Property Investment Become a Collective Investment Scheme?

A collective investment scheme (CIS) is one of the regulatory categories relevant to fractional real estate.

The ISA addresses arrangements in which investors contribute money or other assets to participate in a portfolio, with those contributions pooled and managed collectively.

Where an arrangement meets the statutory definition of a CIS, it falls within the SEC’s regulatory framework.

However, not every fractional ownership arrangement automatically qualifies as a collective investment scheme.

For example, two individuals who directly purchase a plot of land together may simply be co-owners. If they each acquire a direct interest in the property and the arrangement does not involve the relevant features of a regulated collective investment scheme, the legal treatment may differ from a platform that pools public funds and professionally manages a portfolio of properties.

The distinction depends on the facts and legal structure of each arrangement. Businesses should not assume that every co-ownership model is regulated in the same way, nor should they assume that calling an investment fractional ownership exempts it from regulation.

Raising Money Through Shares and Other Securities

The ISA also provides frameworks for raising investment capital through securities connected to real estate and property development.

Depending on the structure, a company may issue shares or other permitted investment instruments that provide investors with financial rights associated with a property project or business.

Real estate investment trusts and other recognised structures can also enable multiple investors to participate in property-related investments and potentially benefit from rental income or changes in asset value.

These arrangements are legally distinct from one another. Buying shares in a company that owns property does not necessarily give a shareholder direct ownership of a specific property. The investor’s rights depend on the company’s structure, the relevant agreements and the securities acquired.

Where an investment product falls within the ISA’s provisions, the applicable registration, authorisation, disclosure and other regulatory requirements must be considered.

The law’s provisions concerning securities and property-related fundraising are therefore important for companies seeking to attract capital through digital platforms.

When Does an Investment Offer Become Public?

Another important consideration is whether a fundraising activity constitutes an invitation to the public.

The ISA establishes rules governing public offers of securities and the requirements that may apply, including prospectus-related obligations.

Offers distributed through mass media, websites or electronic channels may fall within the relevant provisions. The law also addresses offers circulated to particular groups and the distribution of application forms in connection with securities.

However, the statutory framework includes provisions concerning private arrangements that are not intended to make an investment available beyond the group originally approached.

The exact treatment depends on the circumstances and the applicable statutory conditions. Simply limiting access to a website or circulating an offer to a selected group does not necessarily establish that an arrangement is exempt.

PropTech operators planning to advertise investment opportunities online should therefore assess the legal implications of their marketing methods before inviting people to contribute money.

What PropTech Businesses Need to Consider

For developers, founders and operators of digital real estate platforms, regulatory compliance should be considered when designing an investment product, rather than postponed until after money has been raised.

Businesses should understand the legal structure of the product, the rights investors receive, how funds will be held and managed, and whether the activity requires regulatory registration or approval.

They should also establish appropriate documentation, disclosures and procedures for communicating investment risks.

These steps can help reduce the risk of disputes and regulatory problems as the business grows.

The specific requirements will depend on the business model and the laws applicable to its activities. Professional legal advice is therefore important before launching or expanding an investment platform.

What Investors Should Check Before Committing Funds

Digital platforms can make property opportunities easier to discover, but convenience should not replace due diligence.

Before investing, prospective participants should establish who legally owns the underlying property, what rights the investment provides and how the arrangement is structured.

They should also understand how returns are expected to be generated, what fees may apply, how and when funds can be withdrawn or an investment sold, and what risks could lead to losses.

Investors should verify relevant property documentation and investigate whether the platform and investment product comply with applicable regulatory requirements.

They should not assume that an advertised return is guaranteed or that a digital platform’s presence online establishes the legitimacy of its offering.

Careful examination of the investment documents, ownership arrangements and applicable regulatory status can help investors make better-informed decisions.

Conclusion

Fractional real estate investment has existed in different forms for generations. PropTech has changed how these arrangements can be organised, managed and offered to potential investors, creating opportunities for wider participation in the property market.

However, technology does not remove the legal principles governing property ownership, fundraising and investment regulation.

The legal and regulatory treatment of an investment depends on its substance, rather than the terminology used to describe it. An arrangement promoted as fractional property ownership may still fall within securities regulation if its actual features meet the relevant statutory requirements.

For PropTech businesses, sustainable growth requires more than developing an accessible digital platform. It also requires an appropriate legal structure, clear investor rights and compliance with applicable regulations from the outset.

For prospective investors, understanding the ownership model, expected returns, risks and regulatory position is essential before committing capital.

As Nigeria’s real estate sector becomes more technology-driven, sound due diligence and effective compliance will remain important to building trust and supporting responsible investment.

Disclaimer

This article is intended for general educational purposes only and does not constitute legal or other professional advice. The regulatory treatment of a particular investment depends on its specific circumstances and applicable law. Investors and businesses should seek qualified professional advice before making investment or compliance decisions.

Source: Nigeria Housing Market, PropTech in Nigeria: An Investor’s Introductory Guide.

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Dangote and Investment Banks Finalise ₦2.15tn Refinery Share Offer

Dangote Group and its appointed investment banks have signed the registration documents for the initial public offering of Dangote Petroleum Refinery and Petrochemicals, clearing another major step towards the company’s listing on the Nigerian Exchange.

The signing ceremony formalised an offer of 4.1 billion ordinary shares at ₦525 each. If fully subscribed, the transaction will raise approximately ₦2.15 trillion, equivalent to about $1.6 billion.

The public offer is scheduled to open on September 14 and close on October 13, 2026. Trading in the refinery’s shares is expected to begin on the NGX in November, subject to the completion of the listing process.

Stanbic IBTC Capital, Vetiva Capital Management and FirstCap are among the financial advisers and issuing houses coordinating the landmark transaction.

Nigeria’s Securities and Exchange Commission has approved the offer and registered the refinery’s existing 120.13 billion ordinary shares.

Combining the new shares with the existing share capital places the refinery’s indicative valuation at approximately $49 billion, or more than ₦65 trillion at the offer price.

If successfully completed, the transaction could become the largest initial public offering recorded on an African stock exchange.

Aliko Dangote, Chairman of Dangote Group, described the listing as an opportunity to broaden ownership beyond governments and institutional investors.

He said the company’s “IPO for the people” was structured to allow ordinary Africans—including workers, drivers, cooks and managers—to own shares in the refinery.

Retail investors can participate with a minimum purchase of 10 shares, representing an initial subscription of ₦5,250.

Part of the proceeds will support plans to expand the refinery’s processing capacity from approximately 700,000 barrels per day to 1.4 million barrels per day by 2029.

The proposed expansion is estimated to cost $14.3 billion, meaning the money raised from the IPO will finance only a portion of the project. The company is expected to mobilise additional capital as the development progresses.

The listing will also test the depth of Nigeria’s capital market and investors’ appetite for large infrastructure and industrial assets.

While the size and strategic importance of the refinery could attract significant interest, investors will still need to evaluate its valuation, profitability, debt obligations, operational risks and exposure to changes in Nigeria’s energy and foreign-exchange policies.

The refinery, which began operations in 2024, has increased Nigeria’s domestic production of petrol, diesel, aviation fuel and other petroleum products while supporting exports to other markets.

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Nigeria Targets MSCI and JPMorgan Re-entry After Securing FTSE Comeback

Nigeria is stepping up efforts to regain its place in major international equity and bond indices following confirmation that the country will return to FTSE Russell’s Frontier Market category.

The FTSE reclassification will take effect on September 21, 2026, moving Nigeria from Unclassified to Frontier Market status.

FTSE Russell said Nigeria now satisfies all five of its Quality of Markets requirements for frontier status. The index provider cited improvements in foreign-exchange access, the clearance of outstanding FX queues and the ability of international institutional investors to repatriate their capital without significant delays.

Director-General of the Securities and Exchange Commission, Emomotimi Agama, said regulators would now focus on securing Nigeria’s reinclusion in the indices maintained by MSCI and JPMorgan.

According to Agama, the progress reflects the growth of the Nigerian capital market and improvements made to address concerns that previously discouraged international investors.

MSCI moved Nigeria from Frontier Market to Standalone Market status during its February 2024 index review. The decision followed prolonged foreign-exchange liquidity challenges that prevented investors from reliably converting naira proceeds and moving funds out of the country.

JPMorgan had earlier removed Nigeria from its Government Bond Index–Emerging Markets in 2015, citing currency controls and difficulties affecting transactions in the country’s foreign-exchange market.

Emerging-markets strategist Charlie Robertson said Nigeria could return to the indices if the government maintains the appropriate policy environment.

He noted that Nigeria once accounted for more than 10 per cent of a major frontier equity index. However, repeated periods when investors struggled to repatriate funds damaged confidence and turned the country into an off-index investment that many global fund managers avoided.

Conditions have since improved following foreign-exchange reforms introduced in 2023. These included replacing the multiple exchange-rate structure with a more market-driven system.

Nigeria’s external reserves have also risen, while improved dollar availability has helped reduce the repatriation difficulties experienced by foreign portfolio investors.

Returning to the MSCI and JPMorgan benchmarks could potentially attract more international capital than the FTSE reclassification alone. Many global investment funds use these indices to determine the markets and securities included in their portfolios.

Index membership does not automatically guarantee substantial foreign inflows. Investors will continue to assess exchange-rate stability, market liquidity, inflation, policy consistency and their ability to repatriate investment proceeds.

Sustaining the reforms that supported the FTSE decision will therefore be essential if Nigeria is to convince MSCI and JPMorgan that improvements in market accessibility are durable.

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Despite ranking second worldwide in grassroots cryptocurrency integration, a distinct public hesitation persists among digital currency users across Nigeria. While conventional investment instruments such as real estate, domestic equities, and mutual funds are widely discussed in mainstream financial circles, digital asset owners frequently face persistent social friction. Industry data from the Chainalysis Global Crypto Adoption Index demonstrates that millions of local citizens routinely deploy decentralized assets to execute routine transactions, manage cross-border commerce, and preserve capital. This mismatch highlights a substantial divide between public perception and actual economic utility within the country.

The underlying societal discomfort is heavily linked to historical market vulnerabilities, including legacy fraudulent operations and speculative asset failures that heavily dominated early media coverage. These negative associations created an environment where the broader digital currency industry is frequently assessed by its most problematic actors rather than its economic functionality. For everyday operators, however, the technology serves as a practical mechanism to bypass structural inefficiencies within traditional banking frameworks, especially during periods of intense local currency volatility.

This transactional landscape is undergoing further transition as national regulatory bodies introduce more formalized operational frameworks. Recent policy adjustments by the Securities and Exchange Commission along with structured updates from the Central Bank of Nigeria have established clearer legal parameters for digital asset providers. Compliance executives note that as formal regularisation deepens, consumer confidence is steadily increasing. Consequently, the sector is gradually moving away from peripheral status toward a more structured, transparent framework designed to support digital payments while actively mitigating consumer risk.

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Speaking through his Special Adviser on Economic Affairs, Dr. Tope Fasua, at the 2025 Judges’ Workshop organized by the Securities and Exchange Commission (SEC) in Abuja, Shettima stressed that the strength of Nigeria’s legal system plays a pivotal role in shaping investor confidence.

Capital Market Needs More Than Just Rules  It Needs Justice

According to the Vice President, a thriving capital market is not just about numbers and trades  it serves as the engine of national development, funding infrastructure, supporting small businesses, driving innovation, and reducing reliance on oil.

Shettima said:

“No investor will put money where their rights aren’t protected or where justice is delayed. The success of our capital market depends heavily on trust  and that trust is built on fairness, transparency, and judicial efficiency.”

He emphasized that the judiciary must deliver judgments that are timely, consistent, and grounded in financial literacy. Any cracks in the system, he warned, could open the door to risks that drive investors away.

ADR: A Smarter Way to Handle Financial Disputes

To reduce legal bottlenecks, Shettima called on the judiciary to promote Alternative Dispute Resolution (ADR) tools like arbitration and mediation, especially for technical financial matters.

“While litigation remains valid,” he said, “ADR options can offer quicker, more specialized outcomes that reduce the pressure on courts and better reflect the complexities of modern finance.”

New Law Brings Fresh Energy to the Market

SEC Director-General, Dr. Emomotimi Agama, highlighted the recently passed Investments and Securities Act (ISA) 2025 as a bold step toward overhauling market regulations. The new law introduces tougher penalties for fraud, better corporate governance standards, and faster conflict resolution procedures.

Agama noted:

“ISA 2025 marks a new era. It reinforces trust, improves transparency, and strengthens Nigeria’s position on the global investment map.

He also explained that the Judges’ Workshop was designed to ensure legal officers fully understand and properly interpret the new law — a critical step, since court decisions set lasting precedents that affect investor behavior.

Judiciary Must Keep Pace with Market Changes

Chief Justice of Nigeria, Justice Kudirat Kekere-Ekun, represented by Supreme Court Justice Stephen Adah, reminded attendees that Nigeria’s capital market is no longer a theoretical concept — it’s now a real platform for financial empowerment.

She encouraged the judiciary to evolve with changing realities like digital assets, green financing, and global financial innovations, while still upholding the rule of law.

EFCC Targets Ponzi Schemes and Digital Fraud

In a related address, EFCC Chairman, Mr. Olanipekun Olukoyede, revealed that 58 unauthorized businesses running pyramid schemes have been charged to court, with several convictions already secured. He warned that digital asset scams are becoming more sophisticated, and urged judges to stay updated with financial crime trends.

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Strong Growth in Pension Asset Value
The Director General of the National Pension Commission (PenCom), Omolola Oloworaran, shared this update on Tuesday during a meeting with the International Monetary Fund (IMF). The meeting was part of the IMF’s 2025 Article IV Consultations in Abuja. Oloworaran was represented by Abdulrahaman Muhammad Saleem, the Head of PenCom’s Surveillance Department.

According to PenCom, the industry’s Net Asset Value (NAV) rose by 22.65%. It increased from N18.36 trillion at the end of 2023 to N22.51 trillion by December 2024. This rise is mainly due to additional contributions and solid investment returns.

A Roadblock: Limited Investment Options
Despite the progress, PenCom noted a major challenge. There are only 86 financial instruments in Nigeria that meet the requirements for pension fund investment. These instruments must be both liquid and publicly tradable. This small number limits the industry’s ability to diversify portfolios and boost returns.

Although current regulations encourage wider investment options, the market has not produced enough qualifying assets. As a result, pension funds face restrictions in where they can safely invest.

PenCom’s Strategy for Broader Investment
To solve this problem, PenCom plans to partner with capital market operators. The goal is to increase the number of eligible financial products. This step will allow for better risk management and higher returns.

In addition, PenCom will promote investment in alternative asset classes. These include private equity, infrastructure, and other long-term projects. By doing so, the industry can build more balanced portfolios.

IMF Applauds Nigeria’s Pension Reforms
The IMF delegation welcomed these efforts. They praised PenCom for its strong regulation and oversight. They also noted the impressive growth in the pension sector and its role in supporting national development.

Looking ahead, PenCom says it will continue working with the Securities and Exchange Commission (SEC), the Debt Management Office (DMO), and the Pension Fund Operators Association of Nigeria (PenOp). Together, they aim to create a stronger and more sustainable pension system for the future.

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Launched in September 2024, promises to reshape the housing sector by addressing core challenges and opening new doors for both aspiring homeowners and investors.

Developed under the Ministry of Finance Incorporated (MOFi), MREIF is a critical component of the one-million-homes presidential initiative. Designed to tackle issues that have historically derailed previous housing programs, this scheme offers a comprehensive approach to making affordable housing accessible while creating attractive opportunities for the real estate market.

Housing expert and key advisor to the project, Tola Akinsulire, Chief Commercial Officer of Mixta Real Estate Plc, explains that MREIF is structured to avoid the typical pitfalls that have haunted similar initiatives in the past. By addressing both the demand and supply sides of the housing equation, MREIF offers a sustainable framework for success.

The initiative ensures that developers receive offtake guarantees to unlock financing for construction projects, while simultaneously offering affordable mortgage options to buyers. This dual approach is groundbreaking in a sector often bogged down by an imbalance between available homes and the ability of Nigerians to afford them.

One of MREIF’s standout features is its innovative funding model. It combines private sector investments with support from government and bilateral funding institutions, creating a steady and sustainable pool of capital. This approach resolves the funding challenges that have stymied earlier housing programs.

The fund also incorporates risk mitigation strategies to protect investors and maintain its financial health. With regulatory oversight from the Securities and Exchange Commission (SEC), MREIF operates under stringent guidelines, ensuring transparency, accountability, and the security of all stakeholders involved.

Governance is another key strength. MREIF is managed with clear organizational structures and a dedicated investment committee, eliminating the inefficiencies and mismanagement that plagued prior initiatives. This ensures that decisions are made with professionalism and the best interests of participants at heart.

What sets MREIF apart is its scalability. Starting as a pilot program, it has a roadmap to expand into a full-scale initiative capable of delivering one million homes annually. This ambitious goal is backed by a commitment to not just build houses but also create communities, drive economic growth, and enhance the overall quality of life for Nigerians.

For aspiring homeowners, MREIF is a game-changer. The fund aims to offer longer repayment terms and lower interest rates, making mortgage payments affordable for a broader segment of the population. For many Nigerians, owning a home—a dream that often feels out of reach—may soon become a tangible reality.

The benefits extend to investors, who now have a unique opportunity to participate in a transformative project with strong regulatory backing and risk protections. Investing in MREIF means not only earning returns but also contributing to addressing a critical national issue, making it a win-win proposition.

To take advantage of this initiative, aspiring homeowners are encouraged to follow updates from the Ministry of Finance and Housing, start planning their finances, and explore housing options under the scheme. Meanwhile, developers and investors should consider aligning with the initiative to maximize its opportunities.

MREIF isn’t just about providing affordable housing—it’s about reshaping Nigeria’s housing landscape, creating jobs, and building a more equitable society. This initiative signals a new era in real estate and presents an unprecedented opportunity for all stakeholders to contribute to and benefit from the transformation. The future of Nigerian housing looks brighter, and the time to be part of this revolution is now.

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The move comes following the approval of the bond issuance by Dangote Cement’s Board of Directors and the necessary green light from the Securities and Exchange Commission (SEC). According to the company, these bonds are set to be issued in the near future, provided that market conditions remain favorable.

The proceeds from this issuance are expected to serve strategic objectives, such as refinancing existing debt and bolstering the company’s working capital. This financial maneuver is designed to enhance Dangote Cement’s operational stability and maintain a strong financial foundation.

The company noted that this issuance is part of its commitment to utilizing the domestic capital market to access medium- to long-term debt funding. By doing so, Dangote Cement aims to optimize its capital structure and support sustainable growth. This initiative reflects a strategic approach to managing its finances while positioning itself to navigate potential economic shifts effectively.

The official statement from Dangote Cement read: “Dangote Cement Plc has obtained approval of its Board of Directors to access medium to long-term debt funding from the domestic capital markets.

The Company had filed an application with the Securities and Exchange Commission in respect of the bonds, and relevant approvals have now been received. The bonds will be issued imminently, subject to favorable market conditions. The proceeds of the bonds will be applied towards refinancing existing debt and for working capital purposes.”

This strategic issuance comes at a time when the Nigerian capital market continues to demonstrate resilience, providing fertile ground for companies to secure capital through innovative financial instruments.

Dangote Cement’s move reflects a keen understanding of the current financial landscape and underscores its confidence in the market’s capacity to support corporate growth.

By tapping into domestic markets, Dangote Cement is set to bolster its financial health and sustain its leadership in the industry. The initiative also positions the company to continue investing in operational efficiencies and long-term projects, ensuring that it remains well-equipped to meet market demands and expand its footprint in the competitive cement industry.

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