Liminal Prime is Live ! Built for exchanges, OTC desks, and cross-border stablecoin businesses. Explore Liminal Prime

Nigeria VASP Licence: SEC Requirements Under ISA 2025 Explained

Summarize with: ChatGPT Claude Perplexity Grok Google Gemini
  • Nigeria’s Securities and Exchange Commission (SEC) registers and supervises digital-asset businesses under the Investments and Securities Act (ISA) 2025.
  • The SEC has no single “VASP licence”. It has seven registration categories, and each one is tied to an activity.
  • Minimum capital runs from ₦300 million for an ancillary provider to ₦2 billion for an exchange or custodian. The SEC set these figures on 16 January 2026.
  • Existing operators must meet the revised capital levels by 30 June 2027. New applicants must meet them to register.
  • The Accelerated Regulatory Incubation Programme (ARIP) gives conditional Approval-in-Principle. It is not a final licence.
  • Operating without registration can bring fines and imprisonment.
  • The SEC’s August 2026 draft rules are proposals. Treat them as pending, not as law.

Launching a crypto platform in Nigeria takes more than company registration. It needs SEC approval for your specific business model. This guide covers the seven registration categories, minimum capital, the eight-step application, ARIP, penalties and ongoing duties.

Item Detail
Regulator Securities and Exchange Commission (SEC), Nigeria
Governing statute Investments and Securities Act (ISA) 2025
Registration categories Seven, based on activity
Capital circular SEC revised No. 26-1 (revised minimum capital), 16 January 2026
Capital range ₦300 million to ₦2 billion
Deadline for existing operators 30 June 2027
Incubation route ARIP, with conditional Approval-in-Principle
Latest proposal Draft rules on digital and virtual asset operations, custody and markets, 20 August 2026

VASP stands for Virtual Asset Service Provider. In Nigeria, the term describes businesses that provide services involving virtual or digital assets. The SEC does not issue one registration called a “VASP licence”. It sets registration categories based on what a business does.

A crypto exchange has a different regulatory profile from a custodian or a tokenisation platform. Capital, documents and operating expectations differ between categories. Start by defining exactly what you will offer. Do not assume one registration covers every activity.

The ISA 2025 names virtual and digital assets directly. Section 3(3)(b) lets the SEC register and regulate virtual and digital asset exchanges. Section 3(3)(i) covers VASPs, custodians and digital asset operators. Section 357 counts virtual and digital assets within the Act’s definition of securities.

Digital-asset oversight now rests on statute, not only on SEC statements and circulars. This does not mean every crypto business needs the same registration. The activity decides the category.

Read the ISA together with SEC rules, circulars and the ARIP framework. The framework is still developing. On 20 August 2026, the SEC released draft rules on digital and virtual asset operations, custody and markets. They propose a ₦30 million registration fee for exchanges, custodians, platform operators, offering platforms and tokenisation platforms. These are proposals. The comment window has closed. Check whether the SEC has adopted final rules. These are proposals under consultation. Separate what is in force from what is proposed. The draft would also create a general VASP licence with ₦200 million capital and set DAOP, DAPO and RATOP capital at ₦500 million. The SEC’s March 2026 capital guidelines set DAOP and RATOP at ₦1 billion. The two do not yet match.

The registration category depends on what the business does, not on how it describes itself.

 

Category What it covers Minimum capital
Digital Assets Exchange (DAX) Operates a marketplace or platform for trading digital assets ₦2 billion
Digital Assets Custodian Safeguards digital assets for clients ₦2 billion
Digital Assets Offering Platform (DAOP) Offers digital assets to investors ₦1 billion
Real-world Assets Tokenisation and Offering Platform (RATOP) Tokenises and offers real-world assets ₦1 billion
Digital Assets Intermediary (DAI) Provides intermediary services involving digital assets ₦500 million
Digital Assets Platform Operator (DAPO) Operates digital-asset platforms, including token issuers ₦500 million
Ancillary Virtual Assets Service Provider (AVASP) Provides services connected with virtual assets ₦300 million


These figures come from the SEC’s revised minimum-capital framework of 16 January 2026. Map your activities to the category before you plan capital. A business that offers more than one activity should check each category that applies.

Compliance with the revised capital levels is a precondition for new registrations from 16 January 2026. Existing entities must comply by 30 June 2027. Failure can lead to suspension or withdrawal of registration.

Minimum capital is not the full cost of launch. Budget also for legal and regulatory work, compliance staff, technology, cybersecurity, custody infrastructure, insurance, banking relationships and operating costs. For an exchange or custodian, capital is only one part of financial planning.

The SEC registers digital-asset exchanges, custodians and other capital-market VASPs. The Central Bank of Nigeria (CBN) supervises banks and payments. Where a token or service also touches payments or banking, more than one regulator can have a role. On 17 July 2026 the President signed an Executive Order that creates a Virtual Asset Council chaired by the CBN. Legal commentary says the SEC keeps virtual assets that are securities, and the CBN covers payment, settlement and custody for non-security virtual assets. Where jurisdiction is unclear, the Council decides.

A CBN circular of 22 December 2023 lifted the 2021 restriction. It allows banks to serve VASPs that hold SEC registration. Banks are not required to serve unregistered operators. SEC registration is therefore the base for banking access.

Step 1: Identify the VASP category

Define exactly what the business will provide. It may run an exchange, offer custody, facilitate digital-asset offerings, provide intermediary services or operate another platform. Map the activity to the SEC category before you build the application.

Step 2: Set up the corporate structure

Establish the structure your registration route needs. Under the ARIP framework, applicants must be incorporated in Nigeria, keep an office there, and have a CEO or MD who lives in Nigeria.. Document shareholders, beneficial owners, directors and other individuals the SEC may review. An overseas licence does not allow you to serve Nigerian customers.

Step 3: Prepare business and governance documents

A VASP application must show more than a registered company. Prepare:

  • Business plan and description of proposed activities
  • Ownership and corporate structure
  • Board and management information
  • Governance arrangements
  • Risk-management framework and internal controls
  • Technology and operational arrangements
  • Compliance framework
  • Evidence of financial resources

Step 4: Meet fit-and-proper requirements

Identify directors, beneficial owners, principal officers and key staff early. Be ready to show their experience, integrity and suitability. If the SEC requires designated compliance staff or sponsored individuals, include them in the application, not after launch.

Step 5: Build compliance controls

Compliance must work before the first customer or transaction. VASPs are financial institutions under the Money Laundering (Prevention and Prohibition) Act 2022. Depending on the business model, set up:

Be ready to show how these controls work in practice, not only to submit policies.

Step 6: Build technology and security controls

Address wallet architecture, key management, cybersecurity, access controls, transaction controls, business continuity and incident response. Custodians and exchanges must also protect customer assets and show operational resilience. Design security around the operating model before any customer assets arrive.

Step 7: Submit the application

Submit the SEC application with the supporting documents and evidence. The SEC can ask for more information or clarification. Keep one owner for the application. Make sure the business, compliance, technology and finance teams use the same facts.

Step 8: Obtain approval and meet ongoing requirements

Approval is not the end of the process. Operate within your approved scope. Keep meeting capital, compliance, governance, reporting and operational requirements. Plan for this from day one.

The main cost is capital, from ₦300 million to ₦2 billion by category. Fees are separate. The SEC’s August 2026 draft rules propose a ₦30 million registration fee for five categories. They are not yet final. The 2024 ARIP framework charges a non-refundable ₦2,000,000 processing fee. The draft rules also propose a ₦200,000 initial assessment fee, a ₦15 million registration fee for a general VASP licence, and a fidelity bond of at least 25% of minimum paid-up capital.. Confirm current fees with the SEC before you budget.

Practitioners report 6 to 12 months through ARIP. Capital evidence and systems documentation usually set the pace. Start both early.

ARIP is the Accelerated Regulatory Incubation Programme. The SEC launched it in June 2024 as a sandbox to fast-track VASPs and other digital investment service providers. Successful applicants receive Approval-in-Principle (AIP). This is conditional permission to operate under SEC supervision while working toward full registration.

During ARIP, participants may not do business outside their approved scope. They face a cap of 10% growth in customers from entry, limits on promotion and reporting duties. The SEC keeps full audit and inspection rights. At the end, the SEC may grant formal registration, adopt new rules based on what it learned, or deny permission to operate.

AIP is not a permanent licence. The SEC has said so repeatedly. In July 2026, the SEC admitted nine VASPs to ARIP with AIP. In August 2026 it cleared three more, and press reports put total participants at 14. The August 2026 draft rules would route most applicants through ARIP first, with AIP valid for up to two years. Know whether you are pursuing ARIP admission, AIP or full registration.

Operating a digital-asset platform without registration carries real consequences.

  • The ISA 2025 makes it an offence to operate a digital asset exchange or online forex platform without SEC registration.
  • Under section 61, carrying on investment and securities business without registration carries a fine of at least ₦5 million, imprisonment of at least five years, or both.
  • Section 196(3) covers promoting or operating prohibited investment schemes, including unregistered ones. The penalty is a fine of not less than ₦20 million, imprisonment for 10 years, or both.
  • Under the ARIP framework, a commercialised VASP without authorisation pays at least ₦20 million. Other unauthorised digital investment platforms, such as brokers, dealers, advisers and market makers, pay at least ₦10 million. ARIP participants who breach the framework pay at least ₦5 million, plus ₦200,000 for each day the default continues.

The SEC has issued public alerts naming unregistered digital-asset platforms and has taken enforcement action. Unregistered operators also risk losing access to banking.

Registration starts a longer supervisory relationship.

  • AML/CFT/CPF: Keep customer due diligence, transaction monitoring and suspicious-activity reporting running.
  • Capital and records: Maintain required capital. Keep records and file regulatory reports on time.
  • Governance: Keep governance and risk arrangements effective as the business grows.
  • Technology: Maintain access controls, security monitoring, incident response and business continuity. For custody, keep safeguarding and asset segregation effective.
  • Tax: VASPs also face transaction-level tax returns, customer-data duties and tax registration under the Nigeria Tax Administration Act 2025. On 31 July 2026 the NRS issued Guidelines on the Taxation of Virtual Assets. VASPs must require a Tax ID before activating an account and withhold or collect tax on customer transactions.
  • Changes: Watch for changes to ownership, management, products, technology and operations that may need notice or approval.

Monitor SEC updates. The August 2026 draft rules cover issuance, tokenisation, trading, custody, transfer and settlement.

Foreign businesses must test whether their activities fall within the SEC’s perimeter. The SEC’s proposed 2026 rules would apply to persons who operate in Nigeria, serve Nigerian residents or target Nigerian investors or the Nigerian market. An overseas licence does not authorise service to Nigerian customers. ARIP applicants must be incorporated in Nigeria, keep an office there, and have a CEO or MD resident in Nigeria. The draft rules would keep this requirement. Assess the corporate, registration and regulatory position before you market to Nigerians.

Registration is one part of launching a regulated VASP. Operators also need secure wallet infrastructure, custody controls and transaction governance.

Liminal provides institutional custody and wallet infrastructure for exchanges, custodians and other digital-asset businesses. Its MPC-based architecture supports private-key management and transaction signing. Liminal Firewall is a policy engine that approves, blocks or escalates transactions, with approval workflows and configurable policies.

Liminal supports 20+ blockchains and offers enterprise APIs for deposits, withdrawals and treasury operations. It integrates with Notabene for Travel Rule workflows and TRM Labs for AML and KYT screening. Liminal holds ISO 27001:2022 and SOC 2 Type II certifications.

Infrastructure like this reduces the need to build core custody systems in-house. It does not replace SEC registration or any other authorization your business needs in Nigeria.

Next Steps Before You Apply

  1. Classify your activity and confirm the SEC category.
  2. Check your capital against the category minimum and the 30 June 2027 deadline.
  3. Decide whether to pursue ARIP or full registration.
  4. Prepare governance, compliance and technology documents.
  5. Plan wallet, custody and transaction-control infrastructure.
  6. Track the SEC’s August 2026 draft rules.

Frequently Asked Questions

“VASP licence” is a general term for SEC authorisation to provide virtual-asset services. The SEC uses seven specific categories, including exchange, custodian, intermediary and offering platform. The right route depends on your business activity.

Businesses whose services fall within the SEC framework need registration. This includes exchanges, custodians, intermediaries, offering platforms, platform operators, tokenisation platforms and ancillary providers. The exact requirement depends on the service and on how the business operates or targets Nigerian investors.

Capital depends on the category. Exchanges and custodians need ₦2 billion each. Offering platforms and tokenisation platforms need ₦1 billion each. Intermediaries and platform operators need ₦500 million each. Ancillary providers need ₦300 million. Capital is separate from launch and operating costs.

Existing entities must meet the revised minimum capital by 30 June 2027. New registrants must meet the revised levels as a precondition of registration. Failure can lead to suspension or withdrawal of registration.

An exchange must meet the Digital Assets Exchange requirements. These cover ₦2 billion minimum capital, corporate and ownership rules, governance, fit-and-proper tests, compliance controls, risk management, and technology and operational safeguards. The exchange must keep meeting them after registration.

ARIP is the SEC’s Accelerated Regulatory Incubation Programme. Eligible businesses can receive conditional Approval-in-Principle and operate under supervision while they work toward full registration. AIP is not a permanent licence.

The SEC sets no fixed approval period that we found. Practitioners report 6 to 12 months through ARIP. Capital evidence and systems documentation usually set the pace. Prepare both before you apply.

It faces fines and possible imprisonment. Section 61 of the ISA 2025 provides a fine of at least ₦5 million, imprisonment of at least five years, or both. The ARIP framework sets a penalty of at least ₦20 million for an unauthorised commercialised VASP.

A foreign company must check whether its activities fall within the SEC’s perimeter. This applies when it operates in Nigeria, serves Nigerian residents or targets Nigerian investors. An overseas licence does not authorise service to Nigerian customers.

Yes, if the crypto company holds SEC registration. A CBN circular of 22 December 2023 lifted the 2021 restriction and allows banks to serve SEC-registered VASPs. Banks are not required to serve unregistered operators.

More on Crypto

You can start a crypto business in Nigeria, but the licence route depends on what the business does. Exchanges, custodians and platform operators register with the Securities and Exchange Commission (SEC). Payment, stablecoin and wallet services may also fall under the Central Bank of Nigeria (CBN)….
October 27, 2026
Launching a crypto platform in Nigeria takes more than company registration. It needs SEC approval for your specific business model. This guide covers the seven registration categories, minimum capital, the eight-step application, ARIP, penalties and ongoing duties….
October 27, 2026
Kenya now licenses and supervises VASPs. Businesses that plan to serve Kenyan customers must choose the right licence category, regulator and capital plan before they apply. This guide shows how, step by step….
October 27, 2026

Find out what is the Ideal Custody Solution for you