FinPort Programs
(RI and ARIP)

Regulatory Incubation (RI) Program

The Regulatory Incubation (RI) Program is a dedicated, one-year sandbox designed to help FinTech startups and established innovators test and refine capital-market products under a tailored regulatory framework. Rather than navigating the full set of licensing and compliance requirements upfront, participants benefit from conditional relief and a phased engagement that balances experimentation with investor protection.

Program Highlights:

• Conditional Rule Waivers: Benefit from temporary modifications to capital, reporting, or licensing requirements specific to your innovation.
• Mentorship & Oversight: Regular check-ins and feedback sessions with the SEC’s Innovation Team to ensure alignment with market integrity and risk-management best practices.
• Live Market Testing: Engage real users and transactional data within predefined parameters, enabling robust product-market validation.
• Structured Reporting: Submit quarterly progress reports covering metrics, risk assessments, customer feedback, and compliance updates.
• Graduation & Exit Strategy: At the end of 12 months (or sooner if substantive rules are adopted), receive clear directives—either to transition into full SEC registration or to wind down in an orderly fashion.

Objectives:

• Gain clearer understanding of emerging innovations in the Nigerian Capital Market
• Provide a controlled environment that balances innovation with investor protection and market integrity

Who Can Apply:

• Companies incorporated in Nigeria or licensed by an equivalent overseas securities regulator
• Operators offering or intending to offer innovative products, solutions, services, or technology applications in the Nigerian Capital Market

Key Eligibility Criteria

To qualify for admission into the RI Program, an applicant must demonstrate:

1. Initial Assessment Completion
   1. Full submission of the RI Initial Assessment (RIA) Form
   2. Payment of the ₦50,000 non-refundable assessment fee
2. Corporate & Financial Standing
   1. Evidence of required shareholders’ funds
   2. Valid Fidelity Bond covering at least 25% of shareholders’ funds
3. Corporate Documentation
   1. Certified CAC Certificate of Incorporation
   2. Memorandum & Articles of Association (with appropriate powers)
   3. Tax Identification Number and Clearance Certificate
4. Innovation Blueprint
   1. Draft end-to-end schematic of proposed business process (with explanatory notes)
5. Organizational Capacity
   1. Details of minimum four sponsored individuals (including MD and Compliance Officer) via Forms SEC 2 & 2D
      

Application Steps:

The RI admission process unfolds in two phases—Initial Assessment followed by the Regulatory Incubation Phase itself.

Phase 1: Initial Assessment

1. Access & Complete RIA Form: Visit the Initial Assessment Form and submit your basic details and payment.
2. Receive Acknowledgment & Next-Step Guidance:
   1. If an existing regulatory framework applies: you’ll get instructions on how to proceed under that framework.
   2. If no framework exists but innovation is eligible: you’ll be directed to fill the full RI Application Form.
3. Submit Full RI Application (if directed): Complete and upload all supporting documents as per the RI Guidelines and Checklist.
4. Admission Decision & Terms: You will receive one of:
   1. Admission Offer: with Terms & Conditions of sandbox entry;
   2. Future Admission Date: if placed on a waiting list;
   3. Rejection Notice: including reasons and recommended next steps.

Phase 2: Regulatory Incubation Program

1. Execute Undertaking: File a signed undertaking to abide by the RI Program’s terms, conditions, and restrictions.
2. Commence Sandbox Operations: Begin testing your innovation under the SEC’s prescribed relief and oversight.
3. Quarterly Reporting & Feedback: Submit quarterly operational and financial reports to the Commission; receive written feedback from the RI Team.
4. Regulatory Guidance: Within 10 months of successful incubation, receive clarity on the applicable full regulatory regime and requirements.
5. Exit at 12 Months: At the program’s 12th month, exit with clear directives:
   1. If successful: begin formal SEC registration process.
   2. If not: wind down activities or reapply under the full regulatory framework.
      

Resources:

• Regulatory Incubation Guidelines
• Important Notes Before Completing the RI Application Form

Accelerated Regulatory Incubation Program (ARIP)

The Accelerated Regulatory Incubation Program (ARIP) fast-tracks Virtual Asset Service Providers (VASPs) and other Digital Investment Service Providers (DISPs) into a focused sandbox environment. It’s tailored for innovations involving digital assets, tokenized products, and automated financial platforms, offering a condensed timeline and specialized guidance.

Program Highlights:

• Expedited Approval-in-Principle (AIP): A streamlined process that issues conditional operating clearance under the Investments & Securities Act 2007 and relevant SEC Rules in weeks, not months.
• Digital-Asset Expertise: Dedicated support on token issuance, custody standards, smart-contract governance, and AML/CFT compliance.
• Operational Readiness Checks: A comprehensive checklist and monitoring schedule to verify systems security, liquidity controls, and scalability before full launch.
• Collaborative Rule Development: Real-time feedback loops between participants and the SEC help shape Nigeria’s evolving Digital Assets Rules.
• Seamless Transition: Upon successful incubation, participants either proceed to full SEC registration or receive guidance on corrective measures if standards are not yet met.

Objectives:

• Expedite market entry for high-impact digital-asset platforms
• Ensure robust consumer safeguards for emerging asset classes

Who Can Apply:

• Entities incorporated in Nigeria with a minimum share capital and Fidelity Bond
• Providers already holding or seeking relevant foreign or sectoral regulatory approvals

Key Eligibility Criteria:

Entities seeking admission into ARIP must demonstrate that they:

1. Are incorporated and maintain a physical office in Nigeria, with their Chief Executive Officer/Managing Director (or equivalent) resident in Nigeria.
2. Are performing investments and securities business activities.
3. Are either seeking SEC registration for a virtual-asset service or have a pending virtual-asset application with the Commission.

Application Steps:

ARIP admission unfolds in two phases—an Initial Assessment Phase followed by the Application Phase:

1. Initial Assessment Phase
   1. Complete & Submit the Initial Assessment Form (₦200,000 non-refundable assessment fee applies).
   2. Eligibility Notification – The Commission reviews your submission and notifies you whether:
      1. You qualify to proceed with an ARIP application, or
      2. Your innovation is ineligible (with reasons and next steps).
         
2. Application Phase
   1. ARIP Application – If eligible, complete and submit the full ARIP application with all required documents.
   2. Approval-in-Principle (AIP) – Upon clearance, the SEC issues you an AIP allowing you to operate under the Investments and Securities Act 2007 and relevant SEC Rules.
   3. Sandbox Operations – Operate within the ARIP framework for the period determined by the Commission, adhering to all conditions.
   4. Deferral or Rejection – The Commission may defer or deny your application to preserve market order; any denial comes with written justification.

Application Requirements – ARIP Checklist

When you submit your ARIP application, be sure it includes:

1. Retention of a Registered Solicitor/Adviser to file on your behalf.
2. “No Objection” Letter from any sectoral regulator under which you are already licensed.
3. ₦2,000,000 Non-Refundable Processing Fee proof of payment.
4. Evidence of Capital & Fidelity Bond—show required shareholders’ funds and a current Fidelity Bond covering ≥25% of those funds.
5. Supporting Documentation, including:
   1. Forms SEC 2 & 2D for at least four principal officers (MD, Compliance Officer, etc.).
   2. Certified CAC Documents:
      1. Certificate of Incorporation (original sighted)
      2. Memorandum & Articles of Association (with relevant powers)
      3. CAC Forms evidencing share capital, allotments, and director particulars
   3. Latest Audited Accounts (or audited statement of affairs for new companies)
   4. Tax Identification Number & Clearance Certificate
   5. Valid IDs (NIN & BVN) for each sponsored individual
   6. Evidence of NFIU Registration
   7. Sworn Undertaking (signed by a director or company secretary) affirming:
      1. Compliance with the ISA 2007 and SEC Rules & Regulations;
      2. Accuracy and completeness of all submitted information;
      3. Operation of a fair, transparent marketplace;
      4. Maintenance of proper records and timely returns.

Resources:

• Download the ARIP Framework
• ARIP Application Checklist

Ready to Join a Program?

1. Begin with an Initial Assessment: Access the Form
2. Decide on Your Track: Review the RI vs. ARIP criteria.
3. Gather Supporting Documents: Use the Guidelines and Checklists provided above.
4. Submit Your Application: Follow the step-by-step flow outlined.
   

For tailored assistance, contact the SEC Innovation Office at innovation@sec.gov.ng.