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The NSE, Oscar Onyema Foundation and Corporate Governance

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oscar onyema nse boss

By Olufemi Awoyemi

“Ethics is knowing the difference between what you have a right to do and what is right to do.” – Potter Stewart.

The mandate given to the newly constituted executive management of the NSE post-Ndi Okereke-Onyuike was to develop, grow and implement an exchange driven by, and able to hold itself to the best possible standards of governance and to exercise extreme caution where any appearance of or circumstance may present itself.

The exchange has been executing this mandate without incident till Friday, August 17, 2018 when it supervised the launch of a private foundation of the CEO at its office, including organizing a bell ringing session; an activity hitherto reserved for departing CEOs.

This is an isolated case but one that indicates acquiescence, if not support from the NSE Council – the mandate keepers. Mr Oscar Onyema is thoughtful, professional and a gentleman who has every right to pursue socially uplifting causes. It is a good thing to do but not sufficient to meet the highest standards of corporate governance; in so far as he holds the position of the CEO of the exchange.

I believe that this was an honest mistake devoid of ulterior motives yet has however thrown up obvious conflicts arising from the use of the exchange in the launch and promotion of the foundation. The related issues, impact and implications arising therefrom and related to now forms the subject of this memo to the market.

That said, when it comes to how and what Oscar Onyema, the NSE Council and indeed the foundation should decide next on this matter, sovereignty over decision-making does not rest with commentators and independent analysts like me; they rarely do. It will be one in which the parties will have to make in the best interest of the market – as they wish to be remembered.

It is my expectation that pedigree, intent and value orientation(s) will kick in and corrective action will be taken to make this a non-issue.

Context Matters

Market operators know the story of Ndi Okereke-Onyiuke’s 2008 outing under the aegis of “Africans for Obama Campaign”, the fund-raising that followed, and the ensuing governance issues raised concerning the director-general’s role and that of the Nigerian Stock Exchange (NSE) as an institution.

Students of Nigerian corporate governance history will equally recall that Ndi’s mistake here was to repeat the May 2005 act by then President Obasanjo to invite and receive donations into the Olusegun Obasanjo Presidential Library (OOPL) project which was launched in Abeokuta with the goal of raising N7 billion for the project, while he was still in office.

It would appear that the Nigerian Stock Exchange hasn’t grasped that history lesson fully. Instead, the exchange seems to be acting out the same script, the consequence of which would indicate sadly that there is no institutional memory or sustained desire to elevate the governance environment in our markets beyond where it bottomed out.

To “mobilise and sensitise Africans about the Obama policies and message”, Ndi Okereke-Onyuike, OON, then Director-General/CEO of the Nigeria Stock Exchange in 2008 organized and caused to be held an August 11, 2008 glamorous fundraiser where business leaders and high-society elites paid up for tables. This generated a whole lot of heat and enquiry for which she was cleared of any wrongdoing because no Nigerian laws were broken. That said, the fact that US laws prohibited overseas donations ab-initio made the purpose, positioning and promotion of the fundraiser and the associated role of the exchange a continuing corporate governance concern, especially on matters bothering on conflict of interest and of roles.

To demonstrate and deepen democracy in Nigeria, then President Obasanjo initiated and caused to be incorporated on November 12, 2002 the Olusegun Obasanjo Presidential Library Foundation and subsequently held a fundraiser on Saturday, May 14, 2005 for the said presidential library. Donors to this project included oil companies, financial institutions, business leaders and high-society elite.

Good Intentions Actualized Should Matter & Be Encouraged In Our Society

The referenced saga above exemplifies Oscar’s predicament with the launch on Friday, August 17, 2018 at the Exchange, of the ONO Foundation, which for all intents and purpose speaks to our common humanity and response to the plea for private sector leaders to play a structured role in helping to build a better society.

Babatunde Folawiyo, a well-regarded business leader and chairman, board of trustees, ONO Foundation, echoed the message from Oscar Onyema when he said “the foundation is borne out of an understanding that the society of our dreams cannot materialize if its future (the children and the youth) are not properly trained, inspired and equipped to be the catalyst and springboard of change and growth”.

Good Intentions, Bad Optics For Governance

The reasoning for the foundation is not a problem and should not be a subject of a debate. The issue however is with the launch signaling, timing, linkage to the exchange and role of the principal progenitor in current status. It is all about corporate governance which according to Advocate Johan Myburgh “is not a matter of right or wrong; it is more nuanced than that.” The nuance is exemplified in the optics.

This was an Oscar Onyema who was the CEO of the NSE but decided to seat for the exams of the Chartered Institute of Stockbrokers (CIS), passed and thus conferred esteem upon the practice members. He is, and has always been committed to market best practice and this is the threshold with which the current optics is being viewed.

The deployment of socially uplifting projects in pursuit of the common good seldom succeed when deployed under a cloud of ethical and governance challenges. Instead of saluting Oscar however for the launch as he did it, we may unfortunately end up seeing him as a conspicuous victim here of his own good track record to date on the subject of best practice and higher standards corporate governance.

There must be a more cogent explanation for the role of the exchange beyond rules, conventions and privileges given what we know of the man and his service pedigree. I am not aware of any known case of any wrongdoing against the CEO but believe that the elimination of ‘incestuous relationships’ is critical to the functioning of the exchange CEO in the discharge of the CEO’s responsibilities.

Oscar N. Onyema OON is the CEO of the Nigerian Stock Exchange (NSE), a position he was employed to on 4 April 2011; and for which he is currently serving a second five-year term. He has over twenty years working experience in the United States of America‘s financial markets and the Nigerian information technology sector. Onyema is also the Chairman of the Central Securities Clearing System (CSCS) Plc, a fellow and member of the Governing Council of the Chartered Institute of Stockbrokers of Nigeria (CIS), the President of the African Securities Exchanges Association (ASEA), a Global Agenda Council member of the World Economic Forum (WEF), member of the Board of Trustees of the Investors’ Protection Fund (IPF), and he serves on the boards of all subsidiaries of The Exchange, National Pension Commission of Nigeria, FMDQ OTC PLC.

In his work coverage, he had served as the senior vice president and chief administrative officer at American Stock Exchange (Amex), which he joined in 2001 and has the unique distinction of being the first person of colour to hold that position, and was instrumental in integrating the Amex equity business into the New York Stock Exchange (NYSE) Euronext equity business after the latter’s acquisition of Amex in 2008. He then managed the NYSE Amex equity trading business, which he helped position as a premier market for small and mid-cap securities.

Oscar, an alumnus of Harvard Business School where he completed the Advanced Management Program, is no slouch and he knows his onions.

It is this level of responsibility, engagement and exposure that defines minimum expectations and professional conduct which makes it all the more baffling why he would allow his name to be associated with, or involved in the implied, if not apparent conflict of role situation, the launch of the Oscar N. Onyema Foundation (ONO) at the premises of the exchange presents.

The Nigerian Stock Exchange (as a self-regulatory organization), has done a lot of work in the areas of corporate governance and has adopted best practices as a key element in achieving its vision and mission. This is well articulated and demonstrated by its governing board – the National Council of the Exchange – who regards corporate governance as fundamentally important to the discharge of its responsibilities and its conduct in all its dealings with its stakeholders.

It would thus stand to reason therefore that any appearance of conflict will be an issue to be addressed under risks associated with the executive committee’s mandate.

Identifying Risks And Concerns

This Friday escapade and the questions it threw up, ought to have been an issue which the governing council ought to have addressed its minds to prior to the event; and immediately afterwards vis-à-vis the obvious corporate governance implications arising therefrom, in a clime like ours and at a time like this; especially when juxtaposed against our recent history of an incestuous relationship-biased regulatory environment, and the steps needed to restore confidence in the financial market system, nay the capital market.

The fact that, three or more years after, the board of the Securities & Exchange Commission (SEC) of Nigeria has not been officially constituted illuminates actions taken by a SRO operating in a governance challenged environment more clearly.

Taking together, a common view of the ONO foundation profile the existence or implied infusion of a real or perceived conflict of interest or/and role situation on face value; at the minimum.

An attempt to articulate and decouple the two roles the CEO of the exchange seeks to play here is both a matter of precedence and corporate governance ethos at the exchange.

The primary concerns relate to the determination of the following:

As an employee of the exchange, was there a need for, and was a request made, and an approval granted by the Council of the Exchange.

Was there an approval for the CEO to serve as a trustee and board member of a privately funded foundation named after him?

Would having a foundation bearing his name and having some aspects of its objects similar to undertaking by the exchange’s CSR plan have led to a consequential review of best efforts (including for example the mentoring program)?

Would conducting such a launch in the exchange and deploying its resources in the public engagements require an approval? and

Did the council consider it fit and proper to approve the hosting of a bell ringing session for the CEO, an otherwise revered activity reserved as a sending-off gesture by the exchange for deserving executives; especially when such administrative approvals were vested in the CEO (the beneficiary in this case)?

Is it an allowable practice for a serving CEO to hold a board/trustee position in a private entity (including an NGO with related parties on board) while in office?

Are there provisions for handling co-board positions with directly related party(ies) of a listed entity in the code and are there waivers for this?

Are there disclosures of a conflict of interest or role requirements for:

The exchange’s CEO where such a proposition presents itself?

Any member with direct or indirect dealings with the exchange?

The elimination of safeguards or wall between the exchange and the foundation?

What advisory will the NSE provide to firms who approach it seeking guidance in deciding which social cause (CSR) is priority to the exchange between NSE’s CSR activities (corporate cancer funding, schools program etc) and the ONO foundation’s programs?

Would the duplicitous representation not serve to convey and deliver an “unintended consequence” on stakeholders involved with the exchange, who would feel the pressure and compulsion to “support” the CEO’s foundation as part of ‘good relationship management?

Would such support contributions not qualify as in-kind benefits or/and possibly a vehicle for the inducement of a principal officer of the exchange?

Under what circumstance is such a practice allowable for other executive committee members who may also be so motivated to pursue such socially beneficial cause(s)?

A review of these possible scenarios and best practice cases guided us to reaching a position, if not a conclusion – that this was a bad precedence and one that the market and principals need to work together on by elevating thought to resolve along the lines of institution building.

Legality And Capital Market Governance

As a collective, we seem to have come a long way from the 2008 discourse level which by 2014 had produced an NSE well aware of the need for a higher standard of corporate governance as Oscar Onyema himself brilliantly espoused in Corporate Governance: Ideas & Changes in the Nigerian Capital Market

Nigerians have since risen up and humiliated their political class over its handling of financial conduct, and particularly of the level of impairment evident in the regulators ability to rise above the numerous incestuous relationships they are often cluttered with.

Indeed and sadly, the generality of the public have come to accept and see nothing terribly unusual about their sense of powerlessness and alienation from the responsibility imperative of regulators, which it has been proven collectively, brought us to the state where we felt a wholesome change was need in our markets in 2010.

If we cannot change behaviour at the level of the sovereign, we can at least do this effectively at the level of industry and thus help provide teachable lessons for the development of the culture required to raise governance standards in the country and create a veritable example for listed entities.

This is one of such unique opportunities.

Moving on from here would require more than compliance with existing rules, conventions, laws and statutes – it requires setting new standards beyond rules to help us untangle roles and relationships.

Conflict of Interest – Overcoming Potential Impediments

Conflict of interest is difficult to define, yet it often appears obvious to many people who think they know it when they see it. If ever there was an issue that captures this sentiment, this foundation launch offers us an opportunity to discuss the grey areas inherent in our codes and how we should walk through them.

The legal definition of conflict of interest, usually set out in conventions, rules and laws governing non-profit entities and indeed SRO’s, is very specific and covers relatively few situations. Most conflicts fall into the ‘grey area’ where ethics and public perception are more relevant than statutes or precedents.

For this purpose, conflict of interest is therefore placed in the background to raise the much informed argument about the ‘conflict of roles’ which arises whenever the personal or professional responsibilities of a market-based entity and board member appear to be potentially at odds with the best interests and objectives of the market as a fair and level playing space.

Such possible areas of conflict (in roles/interest) can be narrowed down to the following ‘cultural’ issues, viz:

Conflict by association – linkage of the exchange to the foundation;

Conflict arising from relationship with board members;

Conflict arising from professional responsibility;

Conflict arising from precedence; and

Conflict arising from related parties and entanglement.

It is obvious that there is so much to unpack here. I must however crave the markets indulgence to draw a close on this memo on the premise established – i.e. that the appearance of a conflict of interest is a minimum criteria for council oversight in the affairs of the NSE.

While it is my hope and expectation that responsible parties singled out here will respond and take appropriate actions; it comforts me to leave you with the words of Bishop Desmond Tutu, from whom we may draw the inspiration needed to act in the circumstance, viz:

“We must not allow ourselves to become like the system we oppose. We cannot afford to use methods of which we will be ashamed when we look back, when we say, ‘…we shouldn’t have done that.’ We must remember, my friends, that we have been given a wonderful cause. The cause of freedom! And you and I must be those who will walk with heads held high. We will say, ‘We used methods that can stand the harsh scrutiny of history.’”

Olufemi Awoyemi is the Founder and Chief Executive Officer of Proshare Nigeria Limited.

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan. Mr Olowookere can be reached via [email protected]

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Navigating Nigeria’s $1 Trillion Roadmap: Growth Indexes and PR Intelligence That Define Success in 2026

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Nosa Iyamu IVI PR

By Nosa Iyamu

As we navigate the threshold of 2026, the Nigerian economic landscape is finally shedding the “survivalist” skin that defined the previous two years. The data from 2025 paints a compelling picture of a nation pivoting toward stability. Headline inflation, which sat at a staggering 34.8% in December 2024, underwent a significant decline through 2025, cooling to 14.45% by November. This disinflationary trend, paired with economic reforms such as the Nigerian Electricity Regulatory Commission’s (NERC) aggressive reforms and strategic shifts in the Oil and Gas sector, has effectively reopened the floodgates for Foreign Direct Investment (FDI). The narrative has shifted from a desperate scramble for survival to a strategic quest for sustainability. Investors who were once hesitant are now looking at Nigeria not as a volatility risk, but as a market undergoing profound structural re-engineering. This transition is marked by a renewed focus on transparency and a commitment to market-driven policies that reward institutional resilience and long-term planning.

Building on the stability achieved last year, 2026 is projected to be a period of “Growth Consolidation.” With GDP expansion forecasted between 4.1% and 4.2% and headline inflation expected to settle into a manageable range of 12.5% to 20%, the mandate for brands should shift. It is no longer about merely surviving the storm of volatility; it is about scaling within high-impact corridors that have been cleared by these macroeconomic reforms. Strategic opportunities are ripening in four key sectors: Energy, driven by the Electricity Act 2023 and NERC’s cost-reflective market reforms; Healthcare, anchored by the landmark $5.1B Bilateral MOU between the U.S. and Nigeria; Financial Services, fueled by post-recapitalization lending power; and the Digital Economy, accelerated by the 5G rollout and the maturity of social commerce. Brands playing in these spaces and other industries must recognize that the consumer of 2026 is more discerning, having been refined by the economic hardships of the past, and will only reward businesses that offer clear value and authentic connection.

Perhaps the most pivotal anchor for 2026 is that $2 billion bilateral health Memorandum of Understanding (MOU) signed between the U.S. and Nigeria. This five-year agreement, which began its full implementation cycle in early 2026, is far more than a healthcare play; it is a massive economic stimulus and a resounding vote of global confidence in Nigeria’s institutional reforms. It signals that Nigeria is ready for high-level international cooperation and that the groundwork for a stable, productive economy is being laid. As we march toward the ambitious goal of a $1 trillion economy by 2030, visibility is no longer the endgame for any serious brand. To survive and thrive during this transition from subsistence to high productivity, brands must be deeply understood. It is about moving from the “top of mind” awareness to “top of heart” resonance, where the brand’s purpose aligns with the aspirations of a nation on the move.

In the fast-evolving communications landscape of 2026, visibility has become a cheap commodity, but clarity is a premium asset. The Public Relations industry has officially entered the era of Narrative Intelligence. Traditional Search Engine Optimization (SEO) is being rapidly superseded by Generative Engine Optimization (GEO). As consumers increasingly rely on AI agents and large language models (LLMs) rather than scrolling through pages of search results, brands must ensure they aren’t just “present” on the web—they must be cited as authoritative, credible voices by AI models. This requires a shift from keyword stuffing to high-context storytelling and data-backed authority. If an AI agent cannot summarize your brand’s value proposition accurately in two sentences, you are effectively invisible to the next generation of digital consumers. Narrative Intelligence is about ensuring your brand’s story is coherent, consistent, and machine-readable across all digital touchpoints.

However, this AI-driven world brings a darker side – the proliferation of Deepfakes and hyper-realistic misinformation. As the 2027 political cycle begins to warm up in late 2026, the Nigerian digital space could become a minefield of synthetic media designed to manipulate public opinion. For brands, this represents a significant reputational risk. PR professionals must now act as “Narrative Bodyguards,” deploying advanced AI detection tools to monitor, detect, and neutralize synthetic media before it erodes brand equity. Authenticity is no longer a buzzword or a marketing slogan; it is a defensive necessity. Brands must lean into “Responsible Communication,” ensuring that every piece of content is verifiable and that their response mechanisms for crisis management are faster than the speed of a viral deepfake. Trust, once lost in this high-speed environment, is nearly impossible to regain.

The era of the “Press Release for the sake of it” is officially dead. In 2026, Nigerian boardrooms are demanding a direct, quantifiable line between PR activity and business impact. This marks the definitive death of vanity metrics. Success is no longer measured by the thickness of a press clipping file or the number of generic “likes” on a social media post. Instead, we are seeing a shift from volume to impact, where the primary KPIs are how a campaign drives customer acquisition, increases investor interest, or improves employee retention. Measurement has shifted focus to quality over quantity; it is about the sentiment of the conversation and the conversion rate of the audience. If your PR strategy does not move the needle on the set measurable objectives, it is considered mere noise. PR is now a performance-driven discipline, integrated deeply into the sales and growth funnels of the modern Nigerian enterprise.

The age of the N100 million celebrity brand ambassador is also rapidly fading. Battle-hardened by years of economic shifts and broken promises, Nigerian consumers are increasingly skeptical of high-gloss, low-substance celebrity endorsements. In 2025, the Creator Economy has professionalized and matured. We will see the ascendancy of Niche Creators—the personal finance expert on TikTok, the sustainable farmer on YouTube, or the tech-policy analyst on Instagram. These voices offer what traditional celebrities cannot: community, deep credibility, and a mastery of their craft. Brands in 2026 will pivot toward long-term “Responsible Communication” partnerships with these creators who speak the hyper-local language of their audience. The “next big creator” is no longer a movie star; they are a subject matter expert with a loyal, high-intent community that values authentic insight over superficial fame.

While we must continue to support and prioritize independent media platforms to maintain democratic health, the reality is that traditional newsrooms continue to shrink under the weight of digital disruption. In response, savvy brands are increasingly becoming their own media houses. “Owned Media”—newsletters, podcasts, proprietary research reports, and custom-built community platforms—is the new frontier for brand storytelling. By owning the platform, brands can ensure their story is not diluted or lost in the noise of a fragmented media landscape. This allows for Direct Empathy, speaking to the consumer’s daily reality without a third-party filter. It provides Narrative Control, which is essential in an era of deepfakes, and grants Data Ownership, allowing brands to deeply understand who is engaging with their story and why. Owned media is the bridge that moves a brand from being seen to being truly understood and must be a strategy for 2026.

The 2026 landscape is a high-stakes arena of immense complexity and opportunity. With the active involvement of global powers like China, Russia, and the USA in trade and commerce, and a renewed national commitment to fighting insecurity to protect the $1 trillion goal, Nigeria is a land of profound transformation. But for a brand to capture this opportunity, it must move beyond the surface-level metrics of the past. Brands must empathize through genuine partnerships, drive cross-sector collaboration, and tell stories that resonate with the Nigerian spirit of resilience. The verdict for the year is clear: Trust is the new currency. In a world of AI-generated noise and economic restructuring, the brands that win will be those that have spent the time to build a foundation of understanding. The mandate for 2026 is simple: Don’t just show up. Ensure your audience knows exactly who you are, what you stand for, and why you are essential to their future.

Nosa Iyamu is the CEO of IVI PR

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On the Gazetted Tax Laws: What if Dasuki Was Indifferent?

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Abdussamad Dasuki

By Isah Kamisu Madachi

For over a week now, flipping through the pages of Nigerian newspapers, social media, and other media platforms, the dominant issue trending nationwide has been the discovery of significant discrepancies between the gazetted version of the tax laws made available to the public and what was actually passed by the Nigerian legislature.

Since this shocking discovery by a member of the House of Representatives, opinions from tax experts, public affairs analysts, activists, civil society organisations, opposition politicians, and professional bodies have been pouring in.

Many interesting events capable of burying the tempo of the debate have recently surfaced in the media, yet the tax law discussion persists due to how deeply entrenched public interest is in the contested laws.

However, while many view the issue from angles such as a breach of public trust, a violation of legislative privilege by the executive council, the passage of an ill-prepared law and so on, I see it from a different, narrower, and governance-centred perspective.

What brought this issue to public attention was an alarm raised by Abdulsammad Dasuki, a member of the House of Representatives from Sokoto State, during a plenary on December 17, 2025. He called the attention of the House to what he identified as discrepancies between the gazetted version of the tax laws he obtained from the Federal Ministry of Information and what was actually debated, agreed upon, and passed on the floors of both the House and the Senate.

He requested that the Speaker ensure all relevant documents, including the harmonised versions, the votes and proceedings of both chambers, and the gazetted copies, are brought before the Committee of the Whole for careful scrutiny. The lawmaker expressed concern over what he described as a serious breach of his legislative privilege.

Beyond that, however, my concern is about how safe and protected Nigerians’ interests are in the hands of our lawmakers at the National Assembly. This ongoing discussion raises a critical question about representation in Nigeria. Does this mean that if Dasuki had also been indifferent and had not bothered to utilise the Freedom of Information Act 2011 to obtain the gazetted version of the laws from the Federal Ministry of Information, take time to study it, and make comparisons, there would have been no cause for alarm from any of Nigeria’s 360 House of Representatives members and 109 senators? Do lawmakers discard the confidence we reposed in them immediately after election results are declared?

This debate should indeed serve a latent function of waking us up to the reality of the glaring disconnect between public interest and the interests of our representatives. The legislature in a democratic setting is a critical institution that goes beyond routine plenaries that are often uninteresting and sparsely attended by the lawmakers. It is meant to be a space for scrutiny, deliberation, and the protection of public interest, especially when complex laws with wide social consequences are involved.

We saw Ali Ndume in a short video clip that recently swept the media, furiously saying during a verbal altercation with Adams Oshiomhole over ambassadorial screening that “the Senate is not a joke.” The Senate is, of course, not a joke, and either should the entire National Assembly be.

Ideally, it should not be a joke to us or to the legislators themselves. Therefore, we should not shy away from discussing how disinterested those entrusted with the task of representing us, and primarily protecting our interests, appear to be in our collective affairs.

It is not a coincidence that even before the current debate around the tax reform law, it had continued to generate controversy since its inception. It also does not take quantum mechanics to understand that something is fundamentally wrong when almost nobody truly understands the law. Thanks to social media, I have come across numerous skits, write-ups, and commentaries attempting to explain it, but often followed by opposing responses saying that the authors either did not understand the law themselves or did not take sufficient time to study it.

The controversy around the gazetted Tax Reform Laws should not end with public outrage or media debates alone. It should force a deeper reflection on how laws are made, checked, and defended in Nigeria’s democracy. A system that relies on the alertness of one lawmaker to prevent serious legislative discrepancies is not a resilient or reliable system. Representation cannot be occasional and vigilance cannot be optional.

Nigerians deserve a legislature that safeguards their interests, not one that notices breaches only when a few individuals choose to be different and look closely. If this ongoing debate does not lead to formidable internal checks and a renewed sense of responsibility among lawmakers, then the problem is far bigger than a flawed gazette. When legislative processes fail, it is ordinary Nigerians who bear the cost through policies they did not scrutinize and consequences they did not consent to.

Isah Kamisu Madachi is a public policy enthusiast and development practitioner. He writes from Abuja and can be reached via: [email protected]

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After the Capital Rush: Who Really Wins Nigeria’s Bank Recapitalisation?

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CBN Building Governor Yemi Cardoso

By Blaise Udunze

By any standard, Nigeria’s ongoing bank recapitalisation exercise is one of the most consequential financial sector reforms since the 2004-2005 consolidation that shrank the number of banks from 89 to 25. Then, as now, the stated objective was stability to have stronger balance sheets, better shock absorption, and banks capable of financing long-term economic growth.

The Central Bank of Nigeria (CBN), in 2024, mandated a sweeping recapitalisation exercise compelling banks to raise substantially higher capital bases depending on their license categories. The categorisation mandated that every Tier-1 deposit money bank with international authorization is to warehouse N500 billion minimum capital base, and a national bank must have N200 billion, while a regional bank must have N50 billion by the deadline of 31st March 2026. According to the apex bank, the objectives were to strengthen resilience, create a more robust buffer against shocks, and position Nigerian banks as global competitors capable of funding a $1 trillion economy.

But in the thick of the race to comply and as the dust gradually settles, a far bigger conversation has emerged, one that cuts to the heart of how our banking system works. What will the aftermath of recapitalisation mean for Nigeria’s banking landscape, financial inclusion agenda, and real-sector development?

Beyond the headlines of rights issues, private placements, and billionaire founders boosting stakes, every Nigerians deserve a sober assessment of what has changed, and what still must change, if recapitalisation is to translate into a genuinely improved banking system.

The points are who benefits most from its evolution, and whether ordinary Nigerians will feel the promised transformation in their everyday financial lives, because history has taught us that recapitalisation is never a neutral policy. The fact remains that recapitalization creates winners and losers, restructures incentives, and often leads to unintended outcomes that outlive the reform itself.

Concentration Risk: When the Big Get Bigger

Recapitalisation is meant to make banks stronger, and at the same time, it risks making them fewer and bigger, concentrating power and risks in an ever-narrowing circle. Nigeria’s Tier-1 banks, those already controlling roughly 70 percent of banking assets, are poised to expand further in both balance sheet size and market influence. This deepens the divide between the “haves” and “have-nots” within the sector.

A critical fallout of this exercise has been the acceleration of consolidation. Stronger banks with ready access to capital markets, like Access Holdings and Zenith Bank, have managed to meet or exceed the new thresholds early by raising funds through rights issues and public offerings. Access Bank boosted its capital to nearly N595 billion, and Zenith Bank to about N615 billion.

In contrast, banks that lack deep pockets or the ability to quickly mobilise investors are lagging. The results always show that the biggest banks raise capital faster and cheaper, while smaller banks struggle to keep pace.

As of mid-2025, fewer than 14 of Nigeria’s 24 commercial banks met the required capital base, meaning a significant number were still scrambling, turning to rights issues, private placements, mergers, and even licensing downgrades to survive.

The danger here is not merely numerical. It is systemic: as capital becomes more concentrated, the banking system could inadvertently mimic oligopolistic tendencies, reducing competition, narrowing choices for customers, and potentially heightening systemic risk should one of these “too-big-to-fail” institutions falter.

Capital Flight or Strategic Expansion? The Foreign Subsidiary Question

One of the most contentious aspects of the recapitalisation aftermath has been the deployment of newly raised capital, especially its use outside Nigeria. Several banks, flush with liquidity from rights issues and injections, have signalled or executed investments in foreign subsidiaries and expansions abroad, like what we are experiencing with Nigerian banks spreading their tentacles to the Ivory Coast, Ghana, Kenya, and beyond. Zenith Bank’s planned expansion into the Ivory Coast exemplifies this outward push.

While international diversification can be a sound strategic move for multinational banks, there is an uncomfortable optics and developmental question here: why is Nigerian money being deployed abroad when millions of Nigerians remain unbanked or underbanked at home?

According to the World Bank, a large number of Nigeria’s adult population still lack access to formal financial services, while millions of SMEs, micro-entrepreneurs, and rural households remain on the edge, underserved by traditional banks that now chase profitability and scale.

Of a truth, redirecting Nigerian capital to foreign markets may deliver shareholder returns, but it does little in the short term to advance domestic financial inclusion, poverty reduction, or grassroots economic participation. The optics of capital flight, even when legal and strategic, demand scrutiny, especially in a nation still struggling with deep regional and demographic disparities.

Impact on Credit and the Real Economy

For the ordinary Nigerian, the most important question is simple: will recapitalisation make credit cheaper and more accessible?

History suggests the answer is not automatic. The tradition in Nigeria’s bank system is mainly to protect returns, and for this reason, many banks respond to higher capital requirements by tightening lending standards, raising interest rates, or focusing on low-risk government securities rather than private-sector loans, because raising capital is expensive, and banks are profit-driven institutions.  Small and medium-sized enterprises (SMEs), often described as the engine of growth, are usually the first casualties of such risk aversion.

If recapitalisation results in stronger balance sheets but weaker lending to the real economy, then its benefits remain largely cosmetic. The economy does not grow on capital adequacy ratios alone; it grows when banks take measured risks to finance production, innovation, and consumption.

Retail Banking Retreat: Handing the Mass Market to Fintechs?

In recent years, we have witnessed one of the most striking shifts, or a gradual retreat of traditional banks from mass retail banking, particularly low-income and informal customers.

The question running through the hearts of many is whether Nigerian banks are retreating from retail banking, leaving space for fintech disruptors to fill the void.

In recent years, players like OPAY, Moniepoint, Palmpay, and a host of digital financial services arms have become de facto retail banking platforms for millions of Nigerians. They provide everyday payment services, wallet functionalities, micro-loans, and QR-enabled commerce, areas traditional banks once dominated. This trend has accelerated as banks chase corporate clients where margins are higher and risk profiles perceived as more manageable. The true picture of the financial landscape today is that the fintechs own the retail space, and banks dominate corporate and institutional finance. But it is unclear or uncertain if this model can continue to work effectively in the long term.

Despite the areas in which the Fintechs excel, whether in agility, product innovation, and customer experience, they still rely heavily on underlying banking infrastructure for liquidity, settlement, and regulatory compliance. Should the retail banking ecosystem become split between digital wallets and corporate corridors, rather than being vertically integrated within banks, systemic liquidity dynamics and financial stability could be affected.

Nigerians deserve a banking system where the comforts and conveniences of digital finance are backed by the stability, regulatory oversight, and capital strength of licensed banks, not a system where traditional banks withdraw from retail, leaving unregulated or lightly regulated players to carry that mantle.

Corporate Governance: When Founders Tighten Their Grip

The recapitalisation exercise has not been merely a technical capital-raising exercise; it has become a theatre of power plays at the top. In several banks, founders and major investors have used the exercise to increase their stakes, concentrating ownership even as they extol the virtues of financial resilience.

Prominent founders, from Tony Elumelu at UBA to Femi Otedola at First Holdco and Jim Ovia at Zenith Bank, have all been actively increasing their shareholdings. These moves raise legitimate questions about corporate governance when founders increase control during a regulatory exercise. Are they driven by confidence in their institutions, or are they fortifying personal and strategic influence amid industry restructuring?

Though there might be nothing inherently wrong with founders or shareholders demonstrating faith in their institutions, one fact remains that the governance challenge lies not simply in who holds the shares, but how decisions are made and whose interests are prioritised. Will banks maintain robust internal checks and balances, ensuring that capital deployment aligns with national development goals? The question is whether the CBN is equipped with adequate supervisory bandwidth and tools to check potential excesses if emerging shareholder concentrations translate into undue influence or risks to financial stability. These are questions that transcend annual reports; they strike at the heart of trust in the system.

Regional Disparity in Lending: Lagos Is Not Nigeria

One of the persistent criticisms of Nigerian banking is regional lending inequality. It has been said that most bank loans are still overwhelmingly concentrated in Lagos and the Southwest, despite decades of financial deepening in this region; large swathes of the North, Southeast, and other underserved regions receive disproportionately smaller shares of credit. This imbalance not only undermines inclusive growth but also fuels perceptions of economic exclusion.

Recapitalisation, in theory, should have enhanced banks’ capacity to support broader economic activity. Yet, the reality remains that loans and advances are overwhelmingly concentrated in economic hubs like Lagos.

The CBN must deploy clear incentives and penalties to encourage geographic diversification of lending. This could include differentiated capital requirements, credit guarantees, or tax incentives tied to regional loan portfolios. A recapitalised banking system that does not finance national development is a missed opportunity.

Cybersecurity, Staff Welfare, and the Technology Deficit

Beyond balance sheets and brand expansion, there is a human and technological dimension to the banking sector’s challenge. Fraud remains rampant, and one of the leading frustrations voiced by Nigerians involves failed transactions, delayed reversals, and poor digital experience. Banks can raise capital, but if they fail to invest heavily in cybersecurity, fraud detection, staff training, and welfare, the everyday customer will continue to view the banking system as unreliable.

Nigeria’s fintech revolution has thrived precisely because it has pushed incumbents to become more customer-centric, agile, and tech-savvy. If banks now flush with capital don’t channel a portion of those funds into robust IT systems, workforce development, fraud mitigation, and seamless customer service, then the recapitalisation will have achieved little beyond stronger balance sheets. In short, Nigerians should feel the difference, not merely in stock prices and market capitalisation, but in smooth banking apps, instant reversals, responsive customer care, and secure platforms.

The Banks Left Behind: Mergers, Failures, or Forced Restructuring?

With fewer than half the banks having fully complied with the recapitalisation requirements deep into 2025, a pressing question is: what awaits those that lag? Many banks are still closing capital gaps that run into hundreds of billions of naira. According to industry estimates, the total recapitalisation gap across the sector could reach as much as N4.7 trillion if all requirements are strictly enforced.

Banks that fail to meet the March 2026 deadline face a few options:

–       Forced M&A. Regulators could effectively compel weaker banks to merge with stronger ones, echoing the consolidation wave of 2005 that reduced the sector from 89 to 25 banks.

–       License downgrades or conversions. Some banks may choose to operate at a lower license category that demands a smaller capital base.

–       Exits or closures. In extreme cases, banks that can neither raise capital nor find a merger partner might be forced out of the market.

This regulatory pressure should not be construed merely as punitive. It is part of the CBN’s broader architecture of ensuring that only solvent, well-capitalised, and risk-prepared institutions operate. However, the transition must be managed carefully to prevent contagion, protect depositors, and preserve confidence.

Why Are Tier-1 Banks Still Chasing Capital?

Perhaps the most intriguing puzzle is why some Tier-1 banks, long regarded as strong and profitable, are aggressively raising capital. Even banks thought to be among the strongest, such as UBA, First Holdco, Fidelity, GTCO, and FCMB, have struggled to close their capital gaps. UBA, for instance, succeeded in raising around N355 billion toward its N500 billion target at one point and planned additional rights issues to bridge the remainder.

This reveals another reality that capital is not just numbers on paper; it is investor confidence, market appetite, and macroeconomic stability.

One can also say that the answer lies partly in ambition to expand into new markets, infrastructure financing, and compliance with stricter global standards.

However, it also reflects deeper structural pressures, including currency depreciation eroding capital, rising non-performing loans, and the substantial funding required to support Nigeria’s development needs. Even giants are discovering that yesterday’s capital is no longer sufficient for tomorrow’s challenges.

Reform Without Deception

As the Nigerian banking sector recapitalization exercise comes to a close by March 31, 2026, the ultimate test will be whether the reforms deliver on their transformational promise.

Some of the concerns in the minds of Nigerians today will be to see a system that supports inclusive growth, equitable credit distribution, world-class customer service, and resilient financial intermediation. Or will we see a sector that, despite larger capital bases, still reflects old hierarchies, geographic biases, and operational friction? The cynic might say that recapitalisation simply made big banks bigger and empowered dominant shareholders.

But a more hopeful perspective invites stakeholders, including regulators, customers, civil society, and bankers themselves, to co-design the next chapter of Nigerian banking; one that balances scale with inclusion, profitability with impact, and stability with innovation. The difference will be made not by press releases or shareholder announcements, but by deliberate regulatory action and measurable improvements in how banks serve the economy.

For now, the capital has been raised, but the true capital that counts is the confidence Nigerians place in their banks every time they log into an app, make a transfer, or deposit their life’s savings. Only when that trust is visible in everyday experience can we say that recapitalisation has truly succeeded.

Blaise, a journalist and PR professional, writes from Lagos and can be reached via: [email protected]

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