Fintech 2026

NIGERIA Trends and Developments Contributed by: Moe Odele, Inikpi Sule, Dumebi Onyetube and Inemesit Eton, Vazi Legal

Tax reform and implications for Nigerian fintech VAT and e‑invoicing Real‑time VAT reporting and e‑invoicing represent a major shift toward technology‑enabled tax compli - ance. While this increases short‑term administrative costs, it improves transparency and provides clearer pathways for recovering input VAT. M&A tax impact Regulators are paying closer attention to indirect share transfers, group reorganisations, and offshore holding structures. Tax now plays a major role in valuations, deal terms, warranties, and indemnities. Fintechs must ensure economic substance and proper align - ment between legal ownership and business activity. Corporate and SME taxation Nigeria’s 2026 tax reforms introduced: • CIT, CGT, and Development Levy exemptions for SMEs below defined thresholds; • a 30% CGT for larger corporates; • a 4% Development Levy replacing multiple over - lapping charges; and • a minimum Effective Tax Rate (ETR) of 15% for large multinationals. Digital and crypto taxation The NTAA 2025 formally subjects digital assets to taxation. VASPs must register, file returns, and pay taxes on digital asset trades, exchanges, issuance, and transfers. The framework requires TIN‑linked cus - tomer reporting and imposes significant penalties for non‑compliance. Global expansion: CFC Rules Stricter Controlled Foreign Corporation rules mean foreign subsidiaries may be taxed in Nigeria even without profit repatriation. Undistributed income can be treated as deemed dividends, and a 15% mini - mum effective tax rate ensures top‑up obligations for Nigerian parents with low‑tax‑jurisdiction subsidiaries. These rules expand the taxable base, increase report - ing complexity, and impose new penalties for late fil - ings.

• mandatory FCCPC registration and approval before any credit offering; • enforcement actions beginning January 2026 tar - geting unregistered lenders; • potential fines up to NGN 100 million and director disqualification; and • a binary market emerging: over 450 approved lend - ers vs. non‑compliant operators facing removal. Simultaneously, digital lending activities came under scrutiny from the Nigeria Data Protection Commission (NDPC), which expanded investigations and issued compliance notices to over 1,300 organisations for

suspected data‑privacy breaches. Fintechs must now comply with: • FCCPC conduct rules; and • NDPA data governance requirements.

This dual‑regulatory pressure raises the fixed cost of compliance and favours well‑capitalised platforms. AML/CFT and compliance as a market driver AML/CFT enforcement intensified, aligning Nigeria with global best practices. Key developments included: • The CBN issued a draft framework in May 2025 mandating automated AML systems. • Nigeria exited the FATF grey list in October 2025. • A 51% reduction in digital payment fraud losses was recorded, despite increased transaction vol - umes. • NIBSS, banks, and fintechs collaborated to deploy AI‑driven fraud detection tools. • BVN–NIN harmonisation strengthened identi - ty‑based monitoring. Fintechs increasingly face the same transaction moni - toring and KYC expectations as traditional banks. Mature compliance now unlocks partnerships, insti - tutional capital, and cross‑border access – while non‑compliance leads to sanctions and market exclu - sion.

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