Beneficial Ownership in Nigeria: What 2027 Means

Beneficial ownership in Nigeria already sits on a public, central register, live since May 2023. So why does 1 January 2027 matter? That is when ECOWAS member states must transpose Directive C/DIR.2/07/23 on the harmonisation of rules on beneficial ownership of legal entities. ECOWAS is the Economic Community of West African States. Nigeria already has a register. The date is therefore less about building one and more about keeping pace with a regional standard. Meanwhile, enforcement at home is tightening.

What does the ECOWAS directive require by 1 January 2027?

The ECOWAS Council of Ministers adopted the directive at its 90th ordinary session in Bissau, on 6 and 7 July 2023. Member states must transpose it into domestic law by 1 January 2027. Transposition simply means each state turns the regional text into national legislation.

The directive asks states to identify the individuals who ultimately own or control a legal person. It also calls for a register of those beneficial owners, kept by national authorities. In addition, domestic authorities must be able to reach that information in good time.

For multinational groups, the practical point is simple. Any group with entities in other ECOWAS states should expect the same directive to apply there too. Nigeria is one piece of a wider regional picture.

How does beneficial ownership in Nigeria work today?

The foundation is the Companies and Allied Matters Act 2020 (Act No. 3 of 2020), or CAMA 2020. It took effect on 1 January 2021. The Act introduced the person with significant control (PSC), which is Nigeria’s term for a beneficial owner. The Persons with Significant Control Regulations 2022, approved on 23 November 2022, set out the procedure.

A person qualifies as a PSC if they meet any of these tests, directly or indirectly:

• at least 5% of the issued shares or interest in the company;
• at least 5% of the voting rights;
• the right to appoint or remove a majority of the directors; or
• significant influence or control over the company.

That 5% line is stricter than the 25% level common in the European Union. Groups that apply a 25% test elsewhere may therefore find more owners to report in Nigeria.

PSCs must be natural persons. Where someone holds their interest through another company, the reporting entity must also disclose that intermediary. Practitioners have noted that the CAC portal collects natural persons only, which can sit awkwardly with groups owned by listed parents.

The PSC must notify the company within seven days of acquiring control. The company must then notify the CAC within one month of receiving that information. In addition, companies disclose PSC details at incorporation and in every annual return.

The rules reach companies and limited liability partnerships. Foreign-exempted companies and government-owned companies must disclose as well.

The Corporate Affairs Commission (CAC), Nigeria’s company registry, launched its public register on 25 May 2023. Anyone can search by company name, registration number or individual name. Meanwhile, the Nigerian Financial Intelligence Unit (NFIU) and the Economic and Financial Crimes Commission (EFCC) get real-time access through dedicated logins.

Does Nigeria still have work to do?

Not on the basic question. A central register exists, and the public can use it. However, we have not seen a published announcement on whether Nigeria will amend its rules to match the directive’s detailed provisions. Groups should therefore watch for guidance from the CAC and the federal government.

Nigeria also left the Financial Action Task Force (FATF) grey list in October 2025. FATF is the global anti-money laundering body. The register formed part of the reform plan behind that exit.

The transparency organisation Open Ownership published an assessment of Nigeria’s system in June 2026. It points to practical pressure points rather than missing law:

• Automated identity checks against the national identity database have been unstable, so the CAC sometimes falls back on manual document checks.
• Some agencies do not use the CAC’s direct data access, or do not know how to request it.
• Sector registers, such as those for extractives and free zones, do not always exchange data with the CAC.

In addition, the CAC has set up an interagency working group to coordinate beneficial ownership work across government.

Is enforcement already tightening?

Yes, and the figures show it. As of 14 April 2026, CAC data reported by Premium Times counted 7,039,099 registered entities. Of those, 3,688,101 were inactive. A company becomes inactive when it misses obligations such as annual returns or beneficial ownership disclosure.

In July 2026, the CAC published a notice targeting 100,000 companies. It gave them 90 days to file outstanding annual returns and PSC information. Companies that fail to comply face removal from the register without further notice.

The Registrar-General went further in October 2026. Speaking at the 10th Extractive Industries Transparency Initiative (EITI) Global Conference in Brussels, he said the CAC had removed more than 500,000 entities from the beneficial ownership register for failing to update their owners. He also reported over 107,000 verification requests, about 90,000 from law enforcement and 17,000 from investors since January 2026. In addition, the CAC now uses artificial intelligence to verify foreign investors. In sectors such as mining, companies must meet disclosure duties before they obtain or renew licences.

The PSC Regulations 2022 also set out the consequences of getting it wrong:

• a daily administrative penalty for late or missing reporting, from 5,000 NGN for small companies to 25,000 NGN for public companies;
• “inactive” status on the register and the CAC’s online portals;
• no letter of good standing, and no acceptance of annual returns without PSC details;
• an administrative penalty of 50,000 NGN to 200,000 NGN, depending on company type, where banks or other government bodies hold different PSC information from the CAC and the change is unfiled; and
• a prison term of two years for officers who knowingly file false information.

What should groups with Nigerian entities do now?

The deadline is regional, but the practical work is local. Consider this checklist:

• List every Nigerian entity and check its status on the CAC portal, including whether annual returns are up to date.
• Confirm that PSC filings name the natural persons behind each holding, plus any intermediary companies in the chain.
• Map ownership chains carefully where a listed or multi-layer parent sits above the Nigerian entity.
• Diarise the seven-day and one-month triggers for share transfers and other changes of control.
• Compare what your banks, regulators and the CAC each hold on your owners, because mismatches carry their own penalty.
• Ask Nigerian counsel whether the directive will bring further amendments, and read its text together.

Beneficial ownership in Nigeria is therefore a live compliance topic today, not a 2027 problem. Groups that tidy their records now will meet the deadline, and any rule changes that follow, from a stronger position.

What’s next?

Managing a beneficial ownership disclosure requires detailed planning and full legal awareness. For more insights into processes in other jurisdictions, explore our article: Director Change in Spain: A Compliance Guide.

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