For decades Nigeria taxed chargeable gains at a flat 10%. The Nigeria Tax Act, 2025 ends that. Capital gains are now folded into the main income tax computation.
New rates
- Companies: gains are added to profits and taxed at the 30% companies income tax rate, plus the 4% development levy — unless the company is small.
- Individuals: gains are added to taxable income and taxed at personal income tax rates of up to 25%.
Selling shares
Gains on disposal of shares in Nigerian companies are exempt only if, within any 12 consecutive months, total disposal proceeds are under ₦150 million and the chargeable gain is no more than ₦10 million. Fail either test and the exemption is lost.
Separately, a reinvestment relief protects gains where the proceeds are reinvested in shares of the same or another Nigerian company within the same year of assessment. Partial reinvestment gives partial relief.
Indirect transfers
The Act also taxes indirect transfers: where shares in a foreign company that derives value from Nigerian assets or companies are sold, the gain can be taxable in Nigeria. Offshore restructurings and exits now need Nigerian tax review.
What to do
- Track cumulative share disposals over every rolling 12-month period.
- Plan exits and portfolio rebalancing with the ₦150 million and ₦10 million limits in mind.
- Document reinvestments to support the relief.
- Review group structures for indirect transfer exposure before any sale.
Sources
- PwC Nigeria — The Nigerian Tax Reform Acts
- EY — From legislation to action: 2026 business outlook on tax reforms in Nigeria and Ghana
- Nigeria Tax Act, 2025 (official text)
This article is general information based on the Nigeria Tax Act 2025, the Nigeria Tax Administration Act 2025 and published commentary as at its date. It is not tax advice. Rules, thresholds and NRS guidance may change — speak to KJB about your specific circumstances.
