The Federal Competition and Consumer Protection Act 2018 took effect in 2019. Since then, FCCPC jurisdiction has faced steady testing. Courts have ruled on it. New sectoral laws have carved into it.
The most recent intervention came on 7 February 2025. That is the judgment in Suit no: FHC/L/CS/1009/2024, Emeka Nnubia v Minister of Industry, Trade & Investment and Others.
The Emeka Nnubia case
On 11 June 2024, Emeka Nnubia, an MTN shareholder, sued to stop an FCCPC inquiry into MTN. He argued that the inquiry breached data protection law. He also argued that the Nigerian Communications Commission alone could enforce competition rules against MTN.
His case rested on section 90 of the Nigerian Communications Act 2003. That provision gives the NCC exclusive competence over competition matters in the communications market, notwithstanding any other written law.
The FCCPC answered on three grounds. First, section 104 of the FCCPA overrides section 90 of the NCA. Second, no law curtails or extinguishes its powers in competition matters. Third, it is the primary and superior authority on anti-competitive practices in Nigeria.
Section 104 is the pivot. It provides that, notwithstanding any other law but subject to the Constitution, the FCCPA overrides every other law in matters of competition and consumer protection.
What the Court held
The Court applied a long-standing rule of interpretation. A later law overrides an earlier contrary one. It therefore held that the FCCPA prevails over the NCA.
The reasoning went further. In the Court’s view, the legislature had section 90 of the NCA in mind when it enacted section 104. The later provision was meant to override it on exclusive regulation of competition in the telecoms sector.
The Court then turned to section 105 of the FCCPA. Under that section, the FCCPC and the NCC hold concurrent jurisdiction over telecoms competition matters, with the FCCPC taking precedence. Sector regulators that want to activate their own jurisdiction must first negotiate agreements with the FCCPC.
Notably, the two bodies acted on this. After the judgment, the FCCPC and the NCC negotiated and signed a Memorandum of Understanding on how to regulate and enforce competition and consumer protection in telecoms.
Banking: the FCCPC is excluded
The Banks and Other Financial Institutions Act 2020 takes a different line. Section 65 excludes the FCCPA from any function, product, service or transaction of a bank or other financial institution that the CBN licenses.
Mergers get special treatment. Sections 92(1) to (3), 94 and 98 of the FCCPA still apply to a merger or acquisition involving a bank or licensed financial institution. However, every reference to the FCCPC in those sections is read as a reference to the CBN.
The CBN is therefore the exclusive competition authority for such deals. A court confirmed this in Lamfat Gas Nig. Ent. Limited v Kuda Microfinance Bank. One grey area survives. It is still unclear whether the FCCPC can reach a transaction where at least one party holds no CBN licence.
Petroleum: upstream recognised, midstream silent
The Petroleum Industry Act 2021 went the other way. Section 95(11)(d) makes ministerial consent for upstream mergers conditional on compliance with the FCCPA. Consequently, if the FCCPC refuses approval, the transaction cannot proceed even with ministerial consent.
Midstream and downstream deals sit differently. Section 117 of the PIA empowers the NMDPRA to approve those mergers, yet says nothing about the FCCPC. The Assignment or Transfer of Licence and Permit Regulations 2023 are equally silent.
In our view, section 104 of the FCCPA still applies in that gap. In practice, the FCCPC will usually ask for proof of NMDPRA approval when it assesses such transactions.
Electricity, insurance and public companies
The Electricity Act 2023 gives NERC responsibility for competition matters in the power sector. That jurisdiction is expressly subject to section 105 of the FCCPA. Section 121(3) requires NERC to weigh the prevention of abuses of market power, including market concentration, when it decides whether to approve a merger. The FCCPC and NERC already operate under an MoU to keep their standards aligned.
Insurance follows another path. Section 107(1) of the Nigerian Insurance Industry Reform Act 2025 bars an insurer from implementing a merger without NAICOM approval. Section 109 applies those provisions notwithstanding any other law, which suggests the NIIRA takes precedence where it conflicts with the FCCPA.
Public companies face dual approval. Section 140(1) of the Investments and Securities Act 2025 requires SEC approval for any merger or acquisition, expressly without prejudice to the powers of other regulators including the FCCPC. The two look at different things. The FCCPC examines competition and market effects, while the SEC assesses fairness to shareholders under capital market rules.
Living with concurrent jurisdiction
Shared jurisdiction cuts both ways. On the positive side, each regulator brings something the other lacks. The FCCPC knows competition law and policy. Sector regulators know their industries, their statistics and their participants. That combination helps in defining markets and articulating theories of competitive harm.
The costs are real too. Dual filings raise transaction expense and stretch timelines. Outcomes can also diverge. The FCCPC may decline approval on competition grounds even where the sector regulator has cleared the deal.
Our Mergers & Acquisitions and Private Equity team examines each of these decisions and statutes in full. For the complete analysis, download the article using the button below.
