NNPC Limited: Exploring 5-10% Equity Sale, Potential London Listing

• NNPC Limited is considering an initial public offering to sell 5-10% of its equity.
• The primary listing would target Nigeria's domestic market, with potential secondary listings in London or New York.
• The Petroleum Industry Act 2021 mandates NNPC Limited to operate commercially and declare dividends.
• Improving transparency and corporate governance is the main objective, with capital raising as a secondary goal.
• Preparations for the offering are expected to take at least the whole of next year, with no immediate timeline set.

The proposed equity sale is primarily aimed at enhancing transparency and corporate governance, with capital generation serving as a secondary consideration.

NNPC Limited, Nigeria's national oil company, is exploring the divestment of a 5 to 10 percent equity stake through an initial public offering (IPO). This strategic move could involve a primary listing on Nigeria's domestic capital market, with potential secondary listings on prominent international exchanges such as the London Stock Exchange or the New York Stock Exchange. Bashir Bayo Ojulari, the Group Chief Executive Officer of NNPC Limited, revealed these plans in an interview with Reuters on Tuesday, during the 2026 Abu Dhabi International Petroleum Exhibition and Conference (ADIPEC) in the United Arab Emirates, where he participated in an energy discussion titled ‘Nigeria’s Reform Agenda: Competing for Energy Capital’.

Ojulari emphasized that the primary objective behind this proposed share sale is to enhance transparency and corporate governance within the organization. While raising capital is a consideration, it is deemed a secondary goal. The company envisions a model that would enable Nigerian citizens to acquire ownership shares in the national oil entity without the Federal Government relinquishing its operational control. However, the offering is not expected to materialize immediately, as preparations for such a significant undertaking are anticipated to consume at least the entirety of the upcoming year.

The impetus for NNPC Limited's transformation and its pursuit of a public listing is firmly rooted in the Petroleum Industry Act (PIA) of 2021. This landmark legislation, enacted in July 2022, fundamentally reshaped the former Nigerian National Petroleum Corporation into a commercially oriented limited liability company. Under the provisions of the PIA, NNPC Limited is mandated to operate profitably, independently of government funding, and is required to declare dividends to its shareholders.

Furthermore, the Act stipulates that the company must retain 20 percent of its profits to support and fuel its ongoing business growth and expansion initiatives. This regulatory framework underscores a shift towards greater financial discipline and market-driven operations, setting the stage for the proposed equity sale as a mechanism to align with these new commercial imperatives.

The current discussions surrounding an NNPC Limited equity sale represent a more defined step in a journey that has been underway for some time. The company has been actively working to address identified gaps in its financial reporting and corporate governance structures, issues highlighted during its readiness assessments for a public listing. Previously, in July 2025, Ojulari had outlined a roadmap targeting a listing on the Nigerian Exchange by 2028.

However, by September 2026, Ojulari clarified that no specific date had been set for the IPO, emphasizing that the ultimate decision rests with the company's shareholders. He stated that while the company is diligently preparing, the choice to proceed with an IPO is not solely theirs but ultimately belongs to the shareholders acting on behalf of the nation. Just last month, Ojulari confirmed the completion of a baseline assessment for IPO readiness and that the company is actively rectifying deficiencies identified by its advisors, particularly in the critical areas of financial reporting and corporate governance. This latest proposal, detailing a 5 to 10 percent offering with potential international listings, provides a clearer indication of the ownership structure being considered, though a formal timetable or valuation has yet to be disclosed.

The momentum for NNPC Limited's potential public offering has been buoyed by recent successes in Nigeria's domestic capital market. The recent public offer by Dangote Petroleum Refinery, which concluded on October 27, garnered substantial interest from local investors, attracting orders valued at approximately N6.4 trillion. This strong market reception suggests a robust appetite for significant domestic equity offerings.

Moreover, the broader impact of oil sector reforms has been positive for Nigeria's energy landscape. NNPC has reported that these reforms have contributed to an increase in the nation's oil output by 600,000 barrels per day. The consideration of further listings for NNPC subsidiaries, mirroring strategies adopted by entities like the UAE's state oil firm ADNOC, could further diversify investment opportunities and deepen market engagement.

Lawyers advising investors or financial institutions should prepare for potential due diligence and regulatory compliance requirements associated with NNPC Limited's proposed equity sale and international listings, understanding the implications of the Petroleum Industry Act 2021 on its corporate governance and financial reporting standards.

Source: Reporting based on NNPC disclosures and market analysis.