Nigerian Exchange Group PlcNSENG: NGXGROUP

Quarter 1 - financial statement for 2026

· Issued by Nigerian Exchange Group Plc

Nigerian Exchange Group Plc

Unaudited Financial Statements for the period ended 31 March 2026

`

Index to the consolidated and separate unaudited financial statements

For the period ended 31 March 2026

Table of Content Pages

Corporate Information

Financial Statements

Consolidated and Separate Statement of Comprehensive

Consolidated and Separate Statement of Financial Position

Consolidated and Separate Statement of Changes in Equity

Consolidated and Separate Statement of Cash Flows

Notes to the consolidated and separate financial statements

3

5

6

7

8

9-19

Notes to the condensed consolidated financial statements

For the three months ended 31 March 2026

1

General information

The Nigerian Exchange Group Plc ("NGX Group") formerly known as the Nigerian Stock Exchange, was incorporated in Nigeria as a private Exchange

Limited by shares on 15 September 1960 as Lagos Stock Exchange and its name was changed to The Nigerian Stock Exchange on 15 December 1977. The Exchange was re-incorporated as an Exchange Limited by Guarantee on 18 December 1990. In 2021, the Nigerian Stock Exchange was fully demutualised changing from a member-owned not-for-profit entity into a shareholder-owned, profit making entity. This gave rise to a new structure -Nigerian Exchange Group Plc (NGX Group) with subsidiaries - Nigerian Exchange Limited (NGX Exchange), NGX Regulation Limited (NGX REGCO), NGX Real Estate Limited (NGX RELCO) and several investee companies in its ecosystem.The address of the NGX Group's registered office is Nigerian Exchange Group House, 2/4 Customs Street, Lagos.

The NGX Group is also listed on the main board of NGX Exchange.

The principal activities of Nigerian Exchange Group Plc ("NGX Group") include investments in the capital market value chain and through its wholly owned subsidiaries; listing and trading securities, licensing, market data solutions, ancillary technology, regulation, real estate.

2

Basis of accounting

i

Statement of compliance



These interim financial statements for the three months ended 31 March 2026 have been prepared in accordance with IAS 34 Interim Financial Reporting, and should be read in conjunction with the annual financial statements for the year ended 31 December 2025 ('Last annual financial statements'). They do not include all of the information required of a complete set of financial statements prepared in accordance with International Financial Reporting Standards (IFRS).

ii

Basis of preparation

These interim financial statements have been prepared on an accrual basis and under historical cost convention except for the following items, which are measured on an alternative basis on each reporting date:

(a) Investments in debt instruments measured at amortised cost.

(b) Equity investments measured at fair value through other comprehensive income (FVOCI).

(c) The liability for defined benefit obligations recognised as the present value of the defined benefit obligation less the fair value of the plan assets.

(d) Trade and other receivables and other liabilities are measurement at amortised cost.

These interim financial statements are presented in Naira, which is the NGX Group's functional currency. All amounts have been rounded to the nearest thousand, unless otherwise indicated. These interim financial statements were authorised for issue by the NGX Group's board of directors on 29 April, 2026.

3

Use of judgments and estimates

In preparing the Interim Financial Statements, management have made a number of judgements, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgements, estimates and assumptions made by management, and will seldom equal the estimated results.

The judgements, estimates and assumptions applied in the Interim Financial Statements, including the key sources of estimation uncertainty, were the

same as those applied in the Group's last annual financial statements for the year ended 31 December 2025.



Statement of profit or loss and other comprehensive income

For the three months ended 31 March 2026

Group Group Group Group Company Company Company Company

Q1

Q1

March

March

Q1

Q1

March

March

In thousands of Naira

Note

2026

2025

2026 Ytd

2025 Ytd

2026

2025

2026 Ytd

2025 Ytd

Revenue

4

7,222,959

3,559,170

7,222,959

3,559,170

2,287,931

2,253,459

2,287,931

2,253,459

Other income/(loss)

5

579,734

1,016,926

579,734

1,016,926

(141,561)

78,961

(141,561)

78,961

Total income

7,802,693

4,576,096

7,802,693

4,576,096

2,146,370

2,332,420

2,146,370

2,332,420

Personnel expenses

6

(1,845,723)

(1,223,779)

(1,845,723)

(1,223,779)

(292,485)

(326,956)

(292,485)

(326,956)

Other Operating expenses

7

(1,803,769)

(1,079,250)

(1,803,769)

(1,079,250)

(336,567)

(524,441)

(336,567)

(524,441)

Depreciation and Amortisation

17

(203,397)

(125,934)

(203,397)

(125,934)

(48,092)

(35,040)

(48,092)

(35,040)

Total operating expenses

(3,852,889)

(2,428,963)

(3,852,889)

(2,428,963)

(677,144)

(886,437)

(677,144)

(886,437)

Operating profit

3,949,804

2,147,133

3,949,804

2,147,133

1,469,226

1,445,983

1,469,226

1,445,983

Finance cost

9

-

(254,380)

-

(254,380)

-

(254,380)

-

(254,380)

Profit before investee income

3,949,804

1,892,753

3,949,804

1,892,753

1,469,226

1,191,603

1,469,226

1,191,603

Share of profit-equity accounted inves

15

2,029,738

593,593

2,029,738

593,593

-

-

-

-

Profit before income tax

5,979,542

2,486,346

5,979,542

2,486,346

1,469,226

1,191,603

1,469,226

1,191,603

Income tax

8

(1,886,525)

(372,952)

(1,886,525)

(372,952)

-

-

-

-

Profit for the period

4,093,017

2,113,394

4,093,017

2,113,394

1,469,226

1,191,603

1,469,226

1,191,603

Other comprehensive (loss) / income:

(620,939)

-

(620,939)

-

27,577

27,577

-

Total comprehensive income for the

year

3,472,078

2,113,394

3,472,078

2,113,394

1,496,803

1,191,603

1,496,803

1,191,603



Statement of Financial Position

As at 31 March 2026

Group

Group

Company

Company

In thousands of naira

Notes

Mar-26

Dec-25

Mar-26

Dec-25

ASSETS

Cash and cash equivalents

10

2,647,616

2,552,384

433,119

302,613

Trade and other receivables

11

658,218

341,192

22,952

21,490

Intercompany receivables

12

-

-

459,628

506,550

Prepayments

13

934,496

441,244

216,066

11,230

Investment securities

14

5,162,256

1,703,536

1,043,157

805,953

Total current assets

9,402,586

5,038,356

2,174,922

1,647,836

Trade and other receivables

11

443,414

311,548

32,924

29,785

Investment securities

14

24,784,270

26,101,171

13,729,904

14,022,851

Investment in associates

15

36,013,864

33,984,126

19,106,300

19,106,300

Investment in subsidiaries

16

-

-

2,856,928

2,856,928

Property, plant and equipment

17

5,545,488

5,467,179

780,852

660,946

Intangible assets

17

98,313

106,414

3,622

5,254

Right-of-use asset

19

40,972

40,972

-

-

Total non current assets

66,926,321

66,011,410

36,510,530

36,682,064

Total assets

76,328,907

71,049,766

38,685,452

38,329,900

LIABILITIES

Other liabilities

18

5,408,493

6,527,277

7,825,513

8,980,970

Deferred income

18

3,259,771

1,900,572

-

-

Current tax liabilities

20

6,653,647

4,767,121

16,763

16,763

Total current liabilities

15,321,911

13,194,970

7,842,276

8,997,733

Retirement benefit obligations

21

182,244

182,244

56,222

56,222

Provisions

22

405,744

405,744

402,743

402,743

Deferred tax liabilities

23

1,743,137

2,063,015

18,468

4,262

Total non current liabilities

2,331,125

2,651,003

477,433

463,227

Total liabilities

17,653,036

15,845,973

8,319,709

9,460,960

EQUITY

Share capital

1,102,310

1,102,310

1,102,310

1,102,310

Retained earnings

Other reserves

52,656,401

4,917,160

48,563,384

5,538,099

29,733,902

(470,469)

28,264,676

(498,046)

Total equity

58,675,871

55,203,793

30,365,743

28,868,940

Total equity and liabilities

76,328,907



71,049,766

38,685,452

38,329,900

The full financial statements were approved by the Board on 29 April 2026 and signed on its behalf by:



Mr. Temi Popoola

Mr. Bayo Opatade

FRC/2013/CISN/00000005400

FRC/2018/ICAN/00000018978

Group Managing Director / CEO

Group Chief Financial Officer

Statement of changes in equity

As at 31 March 2026

Group

In thousands of naira

Share capital

Retained earnings

Claims review shares reserve

Actuarial

valuation reserve

Fair value

reserve Total equity

Balance at 1 January 2025

1,102,310

44,864,822

(9,012)

86,235

2,502,814 48,547,169

Profit for the year

-

2,113,393

-

-

- 2,113,393

Total comprehensive income for the year

-

2,113,393

-

-

- 2,113,393

Transaction with equity holders - - -

- -

Balance at 31 March 2025 1,102,310

46,978,215

(9,012)

86,235

2,502,814

50,660,562

Balance at 1 January 2026 1,102,310

48,563,384

(9,012)

63,214

5,483,898

55,203,794



Total comprehensive income for the period: Profit for the period

Other comprehensive income (net of income tax)

Debt investment at FVOCI - net change in fair

- 4,093,017

-

-

-

4,093,017

-

value -

-

- - 27,577 27,577

value -

-

- - (648,516) (648,516)

Total comprehensive income -

4,093,017

- - (620,939) 3,472,078

-

Balance at 31 March 2026 1,102,310

52,656,401

(9,012) 63,214 4,862,958 58,675,871

Equity investment at FVOCI - net change in fair

Company

In thousands of naira

Share capital

Retained earnings

Claims review shares reserve

Actuarial

valuation reserve

Fair value

reserve Total equity

Balance at 1 January 2025

1,102,310

28,278,024

(9,012)

(53,003)

- 29,318,319

Total comprehensive income for the year:

Profit for the year

-

1,191,603

-

-

- 1,191,603

Total comprehensive income for the year

1,191,603

-

- 1,191,603

Transaction with equity holders

-

-

-

-

- -

Balance at 31 March 2025 1,102,310

29,469,627

(9,012)

(53,003) - 30,509,922

Balance at 1 January 2026

1,102,310

28,264,676

(9,012)

(54,143)

(434,891)

28,868,940

Profit for the period

-

1,469,226

-

-

-

1,469,226

Balance at 31 March 2026

1,102,310

29,733,902

(9,012)

(54,143)

(434,891)

30,338,166

Other comprehensive income (net of income tax)

-

Debt investment at FVOCI - net change in fair value

-

-

-

-

27,577

27,577

Equity investment at FVOCI - net change in fair

value

-

-

-

-

-

-

Total comprehensive income

-

-

-

27,577

27,577

Balance at 31 March 2026 1,102,310

29,733,902

(9,012)

(54,143)

(407,314)

30,365,743



Statement of Cashflow

As at 31 March 2026

Group

Group

Company

Company

In thousands of naira

Mar-26

Mar-25

Mar-26

Mar-25

Cashflow from Operating Activities

Profit for the period

4,093,017

2,113,394

1,469,226

1,191,604

Income tax expense

1,886,525

372,952

-

-

Profit before tax

5,979,542

2,486,346

1,469,226

1,191,604

Depreciation of property and equipment

195,294

119,887

46,459

33,408

Depreciation of right of use asset

-

521

-

-

Amortization of intangible assets

8,101

5,526

1,632

1,632

Gain on disposal of property and equipment

-

(7,169)

-

(61)

Net foreign exchange differences

334,598

(93,143)

235,684

4,003

Interest expense on borrowing

-

254,380

-

254,380

Share of profit of equity accounted investee net of tax

(2,029,738)

(593,593)

-

-

Interest income on treasury investments

(629,820)

(804,390)

(387,931)

(491,905)

Dividend income

-

-

(1,900,000)

(1,761,554)

4,260,417

1,368,365

(534,930)

(768,493)

Change in intercompany receivables

-

-

46,922

69,472

Change in trade and other receivables

(448,892)

(210,926)

(4,601)

(74,478)

Change in prepayments

(493,252)

(299,436)

(204,836)

(153,480)

Change in liabilities and provisions

240,415

646,096

(1,155,457)

126,702

3,558,688

1,504,099

(1,852,902)

(800,277)

Net cash from/ (used in) operating activities

3,558,688

1,504,099

(1,852,902)

(800,277)

Cash flow From Investing Activities:

Interest received

693,289

297,722

422,724

151,536

Dividend received

-

-

1,900,000

1,761,554

(Purchase)/Maturities of investments - financial assets

(3,920,560)

(191,875)

(190,560)

375,654

Acquisition of PPE

(273,603)

(188,221)

(166,365)

(6,250)

Proceed from sale of PPE

-

(27,708)

-

(865)

Net Cash flow (used in)/From Investing Activities

(3,500,874)

(110,082)

1,965,799

2,281,629

Cash flows from financing activities:

Repayment of borrowings- principal

-

(600,000)

-

(600,000)

Interest paid

-

(743,031)

-

(743,031)

Net cash used in Financing activities

-

(1,343,031)

-

(1,343,031)

Increase in Cash & Cash Equivalents

57,814

50,986

112,897

138,321

Balance at the beginning of the period

2,552,384

870,779

302,613

275,229

Effect of movements in exchange rates on cash held

37,418

93,145

17,609

(4,003)

Balance at the end of the period

2,647,616

1,014,910

433,119

409,547



Notes to the Financial Statements

  1. Revenue

    Group

    Group

    Group

    Group

    Company

    Company

    Company

    Company

    Q1

    Q1

    March

    March

    Q1

    Q1

    March

    March

    In thousands of naira

    2026

    2025

    2026 Ytd

    2025 Ytd

    2026

    2025

    2026 Ytd

    2025 Ytd

    Treasury investment income (see note (a) below)

    629,820

    804,390

    629,820

    804,390

    387,931

    491,905

    387,931

    491,905

    Dividend income (see note (b) below)

    -

    -

    -

    -

    1,900,000

    1,761,554

    1,900,000

    1,761,554

    Transaction fees

    5,804,887

    2,008,048

    5,804,887

    2,008,048

    -

    -

    -

    -

    Listing fees

    733,516

    669,171

    733,516

    669,171

    -

    -

    -

    -

    Rental Income

    38,713

    29,024

    38,713

    29,024

    -

    -

    -

    -

    Other fees (see note (c) below)

    16,023

    48,537

    16,023

    48,537

    -

    -

    -

    -

    7,222,959

    3,559,170

    7,222,959

    3,559,170

    2,287,931

    2,253,459

    2,287,931

    2,253,459

    1. Treasury investment income includes income from Bonds, Treasury bills and placements with financial institutuions. The interest income is recognised using the effective interest method.

    2. Dividend income received from Nigerian Exchange Limited. (NGX) in the period.

    3. Other fees represent annual charges from brokers, dealing license and membership fees earned by the Group.

  2. Other Income

    Group

    Group Group Group Company Company Company Company

    Q1

    In thousands of naira 2026

    Q1 March March Q1 Q1 March March 2025 2026 Ytd 2025 Ytd 2026 2025 2026 Ytd 2025 Ytd

    Other operating income (see note (a) below)

    243,832

    242,250

    243,832

    242,250

    111,732

    78,901

    111,732

    78,901

    Net Foreign exchange difference

    (372,016)

    -

    (372,016)

    -

    (253,293)

    -

    (253,293)

    -

    Market Data income

    559,990

    521,968

    559,990

    521,968

    -

    -

    -

    -

    Net gain on disposal of property and equipment

    -

    7,169

    -

    7,169

    -

    60

    -

    60

    Technology Income

    147,928

    245,539

    147,928

    245,539

    -

    -

    -

    -

    579,734

    1,016,926

    579,734

    1,016,926

    (141,561)

    78,961

    (141,561)

    78,961

    1. Other operating income is made up of market development income, sundry income and penalty fees.



      Notes to the Financial Statements

  3. Personnel expenses

    Group

    Group

    Group

    Group

    Company

    Company

    Company

    Company

    Q1

    Q1

    March

    March

    Q1

    Q1

    March

    March

    In thousands of naira

    2026

    2025

    2026 Ytd

    2025 Ytd

    2026

    2025

    2026 Ytd

    2025 Ytd

    Salaries and other staff benefits

    1,789,921

    1,180,610

    1,789,921

    1,180,610

    266,798

    309,078

    266,798

    309,078

    Defined contribution plan

    55,802

    43,169

    55,802

    43,169

    25,687

    17,878

    25,687

    17,878

    1,845,723

    1,223,779

    1,845,723

    1,223,779

    292,485

    326,956

    292,485

    326,956

  4. Other Operating expenses

    Group

    Group

    Group

    Group

    Company

    Company

    Company

    Company

    Q1

    Q1

    March

    March

    Q1

    Q1

    March

    March

    In thousands of naira

    2026

    2025

    2026 Ytd

    2025 Ytd

    2026

    2025

    2026 Ytd

    2025 Ytd

    Audit Fees

    13,437

    8,750

    13,437

    8,750

    4,031

    3,250

    4,031

    3,250

    Repairs and Maintenance

    6,788

    54,169

    6,788

    54,169

    1,249

    3,912

    1,249

    3,912

    Technology cost

    454,988

    449,645

    454,988

    449,645

    25,138

    147,490

    25,138

    147,490

    Facilities Maintenance

    -

    645

    -

    645

    -

    68

    -

    68

    Director Expenses(see note (a) below)

    178,764

    112,639

    178,764

    112,639

    133,210

    53,358

    133,210

    53,358

    Diesel expenses

    43,715

    21,695

    43,715

    21,695

    14,052

    8,110

    14,052

    8,110

    Donations and Related Expenses

    30,056

    11,913

    30,056

    11,913

    193

    11,913

    193

    11,913

    Events, seminars &sponsorship

    53,954

    15,989

    53,954

    15,989

    7,090

    16,469

    7,090

    16,469

    Telephone, postages and periodicals

    679

    186

    679

    186

    603

    -

    603

    -

    Business Development

    47,427

    -

    47,427

    -

    936

    -

    936

    -

    Stakeholder Engagements

    42,482

    -

    42,482

    -

    6,301

    -

    6,301

    -

    Media Relations

    32,281

    1,400

    32,281

    1,400

    14,366

    1,150

    14,366

    1,150

    Annual Regulatory Charges

    23,270

    16,729

    23,270

    16,729

    -

    -

    -

    -

    Conferences

    53,763

    -

    53,763

    -

    7,069

    -

    7,069

    -

    Brand management

    49,148

    -

    49,148

    -

    -

    -

    -

    -

    Annual general meeting expenses

    -

    2,098

    -

    2,098

    -

    2,098

    -

    2,098

    Bank charges

    2,740

    3,547

    2,740

    3,547

    618

    2,479

    618

    2,479

    X-Academy Expense

    430

    -

    430

    -

    -

    -

    -

    -

    Insurance

    22,554

    17,976

    22,554

    17,976

    10,620

    9,068

    10,620

    9,068

    Project expenses

    -

    45,000

    -

    45,000

    -

    45,000

    -

    45,000

    Property and Facility related expenses

    431,424

    -

    431,424

    -

    -

    -

    -

    -

    Professional fees (see note (b) below)

    183,757

    139,900

    183,757

    139,900

    47,588

    85,191

    47,588

    85,191

    Rent

    4,438

    3,072

    4,438

    3,072

    7,408

    7,260

    7,408

    7,260

    Stationery, library and factbook expenses

    207

    274

    207

    274

    23

    274

    23

    274

    Subscriptions

    13,574

    20,577

    13,574

    20,577

    9,337

    17,899

    9,337

    17,899

    Security expense

    13,172

    5,938

    13,172

    5,938

    1,277

    2,442

    1,277

    2,442

    Service Charge, rates and other LG levies

    31,279

    36,532

    31,279

    36,532

    13,455

    12,397

    13,455

    12,397

    Travelling expenses

    51,844

    56,650

    51,844

    56,650

    31,602

    47,288

    31,602

    47,288

    General expenses (see note (c) below)

    17,598

    53,926

    17,598

    53,926

    400

    47,325

    400

    47,325

    1,803,769

    1,079,250

    1,803,769

    1,079,250

    336,567

    524,441

    336,567

    524,441

    (a) Directors' expenses

    Group

    Group

    Group

    Group

    Company

    Company

    Company

    Q1

    Q1

    March

    March

    Q1

    Q1

    March

    March

    In thousand of naira

    2026

    2025

    2026 Ytd

    2025 Ytd

    2026

    2025

    2026 Ytd

    2025 Ytd

    Directors' fees

    48,563

    75,617

    48,563

    75,617

    18,000

    29,146

    18,000

    29,146

    Directors' sitting allowances

    14,695

    22,075

    14,695

    22,075

    7,375

    16,825

    7,375

    16,825

    Board expenses

    115,506

    14,947

    115,506

    14,947

    107,835

    7,387

    107,835

    7,387

    178,764

    112,639

    178,764

    112,639

    133,210

    53,358

    133,210

    53,358

    Professional fees includes payments made to consultants for annual subscriptions to regulatory bodies and consultancy fees for outsourced staff

    General expenses include insurance, advert and publications, cleaning materials, office provisions, newspaper/periodicals, corporate gift, Media Relations, protocol expenses and other sundry expenses.

    (b)

    (c)



    Notes to the Financial Statements

  5. Income Tax Expense

    Group

    Group Group Group Company Company Company Company

    Q1

    In thousands of naira 2026

    Q1 March March Q1 Q1 March March

    2025 2026 Ytd 2025 Ytd 2026 2025 2026 Ytd 2025 Ytd

    Current year tax expense:

    Companies Income Tax

    1,664,581

    273,498

    1,664,581

    273,498

    -

    -

    -

    -

    Development Levy

    221,944

    -

    221,944

    -

    -

    -

    -

    -

    Nigerian Police Trust Fund Levy

    -

    12,432

    -

    12,432

    -

    -

    -

    -

    Tertiary Education Tax

    -

    62,159

    -

    62,159

    -

    -

    -

    -

    Information Technology levy

    -

    24,863

    -

    24,863

    -

    -

    -

    -

    1,886,525

    372,952

    1,886,525

    372,952

    -

    -

    -

    -

    Deferred Tax

    -

    -

    -

    -

    -

    -

    -

    -

    Total Income Tax Expense

    1,886,525

    372,952

    1,886,525

    372,952

    -

    -

    -

    -

  6. Finance Cost

Group

Group

Group

Group

Company

Company

Company

Company

Q1

Q1

March

March

Q1

Q1

March

March

In thousands of naira

2026

2025

2026 Ytd

2025 Ytd

2026

2025

2026 Ytd

2025 Ytd

Finance Cost

-

254,380

-

254,380

-

254,380

-

254,380

Notes to the Financial Statements

10

Cash and cash equivalents



Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Bank balances

2,647,616

2,552,384

433,119

302,613

Carrying amount

2,647,616

2,552,384

433,119

302,613

11

Trade and other receivables

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Trade receivables

728,603

517,559

-

-

Due from NSE/CSCS Multipurpose Cooperative Society (see note (a) below)

264,979

264,979

264,979

264,979

Deferred recovery of bonuses (see note (b) below)

400,500

510,500

400,500

510,500

Other receivables (see note (c) below)

714,380

476,532

78,828

74,227

Gross total

2,108,462

1,769,570

744,307

849,706

ECL Allowance (See note (d) below)

(1,006,830)

(1,116,830)

(688,431)

(798,431)

1,101,632 652,740 55,876 51,275

Non current

443,414

311,548

32,924

29,785

Current

658,218

341,192

22,952

21,490

Carrying amount

1,101,632

652,740

55,876

51,275

(a)

The amount due from NSE/CSCS Multipurpose Co-operative Society relates to two payments of N150.0 million and

N114.9 million made in connection with the purchase of shares on behalf of the NSE/CSCS Multipurpose Cooperative Society. Efforts are being made by management to recover these disputed amounts and the matter is currently a subject of litigation. The Company has fully impaired the amount subject to recovery of the receivable in a future year.

(b)

Deferred recovery of bonuses represents N2.09billion distributed to certain ex-council members as share of surplus between 2006 and 2008. This payment was contrary to section 26(3) of the Companies and Allied Matters Act (CAMA), and the Securities and Exchange Commission directed the Company to recover the money from the excouncil Members involved. Refunds amounting to N620.50million have been received from the excouncil members to date. The outstanding balance of N400.5million continues to be subject of a litigation on account of a dispute over the

basis of payment. The Company has fully impaired the amount subject to recovery of the receivable in future years.

(c)

Other receivables include investment in defunct Hallmark Bank, withholding tax receivables and other current receivables.

(d)

Movement in allowance for impairment of trade and other receivables is shown below

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Trade debtors

285,189

302,349

-

-

Sundry debtors - NSE/CSCS Cooperative

264,979

264,979

264,979

264,979

Deferred recovery of bonuses

400,500

510,500

400,500

510,500

Other receivables

56,162

39,002

22,952

22,952

1,006,830

1,116,830

688,431

798,431

Group

Group

Company

Company

Mar-26

Dec-25

Mar-26

Dec-25

Opening balance

1,116,830

1,730,371

798,431

979,198

Write Off

-

(664,948)

-

-

Impairment (write back) / Charge

(110,000)

51,407

(110,000)

(180,767)

1,006,830

1,116,830

688,431

798,431

12

Intercompany receivables

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Intercompany receivables

-

-

787,434

834,356

ECL allowance

-

-

(327,806)

(327,806)

Carrying amount

-

-

459,628

506,550

Current asset

-

-

459,628

506,550

Intercompany receivables have been classified as current asset as the Company expects the subsidiaries to fulfil their obligation within 12 months.

13

Prepayment

Group

Group

Company

Company

Mar-26

Dec-25

Mar-26

Dec-25

Prepayments (See note (a) below)

934,496

441,244

216,066

11,230

Carrying amount

934,496

441,244

216,066

11,230

Current

934,496

441,244

216,066

11,230

(a)

Prepayments includes Group life insurance expenses, Staff medical insurance and other technology subscriptions paid

in advance.

14

Investment Securities

Group

Group

Company

Company

Mar-26

Dec-25

Mar-26

Dec-25

At amortised cost

Bonds

21,370,475

17,911,410

14,207,889

13,936,338

Commercial Papers

-

-

-

-

Treasury bills

-

360,419

-

-

Other Money Market Instruments

890,289

906,299

57

369,135

Impairment allowance

(121,361)

(121,361)

(73,998)

(73,998)

22,139,403

19,056,767

14,133,948

14,231,475

At fair value through OCI

Mutual funds

478,601

436,818

478,601

436,818

Investment in Equity Securities- NASD

2,204,211

3,186,811

-

-

Investment in Equity Securities- FMDQ

4,963,800

4,963,800

-

-

Investment in unquoted equities (ESX)

160,511

160,511

160,511

160,511

7,807,123 8,747,940 639,112 597,329

Carrying amount 29,946,526

27,804,707 14,773,060 14,828,804

Group

Group

Company

Company

Mar-26

Dec-25

Mar-26

Dec-25

Non-current

24,784,270

26,101,171

13,729,903

14,022,851

Current

5,162,256

1,703,536

1,043,157

805,953

Carrying amount

29,946,526

27,804,707

14,773,060

14,828,804

15

Investment in associates

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Investment in Associate - CSCS (see note (a) below)

34,611,728

32,581,341

17,369,613

17,369,613

Investment in Associate - NG Clearing (see note (b) below

1,402,136

1,402,785

1,736,687

1,736,687

Total investment in Associates

36,013,864

33,984,126

19,106,300

19,106,300

Carrying amount

36,013,864

33,984,126

19,106,300

19,106,300

Investment in Associate - CSCS (see note (a) below) Group Group Company Company

Mar-26 Dec-25 Mar-26 Dec-25

Balance, beginning of the year

32,581,341

31,655,982

17,369,613

17,369,613

Share of profit

2,030,387

4,372,065

-

-

Share of OCI

-

-

-

-

Dividends paid

-

(3,446,706)

-

-

Total investment in Associates

34,611,728

32,581,341

17,369,613

17,369,613

Carrying amount

34,611,728

32,581,341

17,369,613

17,369,613

Investment in Associate - NG Clearing (see note (b) bel Group Group Company Company

Mar-26 Dec-25 Mar-26 Dec-25

Balance, beginning of the year

1,402,785

1,478,281

1,736,687

1,736,687

Share of (loss) / Profit

(649)

(647,888)

-

-

Share of OCI

-

572,392

-

-

Total investment in Associates

1,402,136

1,402,785

1,736,687

1,736,687

Carrying amount

1,402,136

1,402,785

1,736,687

1,736,687

Total amount recognised in profit or loss is as follows

Group

Group

Mar-26

Mar-25

Share of profit from Associate company: CSCS 2,030,387 1,161,550

Share of (loss) /profit from Associate company: NG Clearing (649) (567,957)

2,029,738 593,593

a

The Nigerian Exchange Group has 43.52% ownership interest in CSCS Plc. The principal activity of the company is to

act as a depository, clearing and settlement agency for all quoted and traded securities in the Nigerian Capital Market. The principal place of business of the company is Nigerian Exchange House, 2/4, Customs Street , Marina, Lagos.

b

NG Clearing Limited is an Associate company which The Nigerian Exchange Group has 27.7% ownership interest (2024: 27.7%).The Nigerian Exchange Group has ownership interest in CSCS who is also a major shareholder in NG Clearing with a percentage holding of 24.7%. It is principally established to operate clearing house(s) for the clearance and settlement of transactions in financial securities and derivatives contracts.

16

Investment in subsidiaries

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

NSE Consult Limited

-

-

1,250

1,250

Coral Properties

-

-

72,000

72,000

NGX Real Estate

-

-

1,634,629

1,634,629

NSE Nominees

-

-

500

500

Nigerian Exchange Limited

-

-

578,617

578,617

NGX Regulation Limited

-

-

643,432

643,432

Investment in subsidiaries

-

-

2,930,428

2,930,428

Impairment

-

-

(73,500)

(73,500)

Carrying amount

-

-

2,856,928

2,856,928

a The NGX Group Plc has a 99.8% holding in NSE Consult Limited. NSE Consult Limited was incorporated in Nigeria on 19 May 2004 and commenced business on 15 April 2005. Its principal objective is to carry on business as consultants, financial advisers and analysts, and to carry on business as the strategic investment arm/subsidiary of the NGX Group Plc. The principal place of business of the Company is Nigeria.

b

The NGX Group Plc has a 100% holding in Coral Properties Limited. Coral Properties Limited was incorporated in Nigeria as a private limited liability company on 20 May 1993 and became a public Company on 29 August 1995. The principal activity of the Company is real estate development and sales. The Company's place of incorporation is also the Company's place of principal place of business.

c

The NGX Group Plc has a 100% holding in NGX Real Estate Limited. NGX Real Estate Limited was incorporated as a limited liability Company on 29 June 1974 as Naira Properties Limited and its name was changed to NGX Real Estate Limited on 13 October 2019 . The company's main activities are property letting and investment. The NGX Group Plc acquired 40% equity interest in NGX Real Estate Limited in February 1986. The company became a wholly owned subsidiary of the NGX Group Plc in 2005 when the NGX Group Plc acquired the balance of 60% equity interest in the company, previously held by the Daily Times Nigeria. The Company's place of incorporation is also the Company's principal place of business.

d

The NGX Group Plc has a 83.3% holding in NSE Nominees Limited. NSE Nominees Limited was incorporated on 22 May 2007 with the principal objective of opening and operating a nominee account for the purpose of buying back

shares for the benefit of investors who suffered losses through an unauthorized sale of their shares within the Nigerian

e

The NGX Group Plc has a 99.9% holding in Nigerian Exchange Limited. Nigerian Exchange Limited is a Company

domiciled and incorporated in Nigeria. The Company was incorporated as a limited liability Company on 22 July 2019. The principal activities are to provide facilities to the public for the purchase and sale of securities, a platform for the listing of securities and sale of securities to the public, market data and indices for sale to the public.

f

The NGX Group Plc has a 99.9% holding in NGX Regulation Limited. NGX Regulation Limited is a Company domiciled and incorporated in Nigeria. The Company was incorporated as a limited liability Company on 22 July 2019. The company will focus on carrying out the regulatory functions as agreed with Nigerian Exchange Limited. NGX Regulation earns a 5% mark-up on its expenses.

g

This represents deposit for investment in NGX Regulation Limited.



Notes to the Financial Statements

17 Group

Property and equipment

In thousands of Naira

2%

2%

20%

20%

20%

20%

DESCRIPTION

LEASEHOLD BUILDINGS

LEASEHOLD IMPROVEMENT

OFFICE EQUIPMENT

FURNITURE, FIXTURES & FITTINGS

MOTOR VEHICLES

COMPUTER EQUIPMENT

TOTAL

Cost

As at 1 Jan 2026

2,351,079

1,890,557

1,483,302

354,905

1,335,297

2,919,259

10,334,399

Additions

-

-

50,780

3,486

213,938

5,399

273,603

As at 31 March 2026

2,351,079

1,890,557

1,534,082

358,391

1,549,235

2,924,658

10,608,002

Accumulated Depreciation

As at 1 Jan 2026

698,737

610,591

1,264,618

301,531

421,624

1,570,119

4,867,220

Current charge

-

21,134

19,007

5,142

69,247

80,764

195,294

As at 31 March 2026

698,737

631,725

1,283,625

306,673

490,871

1,650,883

5,062,514

Net Book Value

As at 31 March 2026

1,652,342

1,258,832

250,457

51,718

1,058,364

1,273,775

5,545,488

As at 31 December 2025

1,652,342

1,279,966

218,684

53,374

913,673

1,349,140

5,467,179

a

Intangible assets

20%

DESCRIPTION

PURCHASED

SOFTWARE

Cost

As at 1 Jan 2026

3,129,467

Additions

-

As at 31 March 2026

3,129,467

Accumulated Amortisation

As at 1 Jan 2026

3,023,053

Current charge

8,101

As at 31 March 2026

3,031,154

Net Book Value

As at 31 March 2026

98,313

As at 31 December 2025

106,414

b

Company

Property and equipment

2%

20%

20%

20%

20%

DESCRIPTION

BUILDING

OFFICE

EQUIPMENT

FURNITURE

& FITTINGS

MOTOR

VEHICLES

COMPUTER

EQUIPMENT

TOTAL

Cost

As at 1 Jan 2026

251,538

54,927

74,150

659,200

54,678

1,094,493

Additions

-

1,005

3,486

157,938

3,936

166,365

As at 31 March 2026

251,538

55,932

77,636

817,138

58,614

1,260,858

Accumulated Depreciation

As at 1 Jan 2026

151,791

27,161

32,836

208,234

13,525

433,547

Current charge

536

2,183

2,914

38,224

2,602

46,459

As at 31 March 2026

152,327

29,344

35,750

246,458

16,127

480,006

Net Book Value

As at 31 December 2025

99,747

27,766

41,314

450,966

41,153

660,946

As at 31 March 2026

99,211

26,588

41,886

570,680

42,487

780,852

a

Intangible assets

20%

DESCRIPTION

PURCHASED

SOFTWARE

Cost

As at 1 Jan 2026

32,634

Additions

-

As at 31 March 2026

32,634

Accumulated Amortisation

As at 1 Jan 2026

27,380

Current charge

1,632

As at 31 March 2026

29,012

Net Book Value

As at 31 December 2025

5,254

As at 31 March 2026

3,622

b



18

Other liabilities

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

`18(i)

Deferred Income (see note (f) below)

Financial liabilities

Sundry creditors (see note (a) below)

487,769

583,782

18,888

37,773

Intercompany payable (see note (b) below)

-

-

6,133,804

6,137,509

Accrued expenses (see note (c) below)

3,309,103

4,332,115

701,978

1,889,921

Pledge Payable (see note (d) below)

254,314

254,314

254,314

254,314

Others

732,863

1,010,421

567,951

567,951

4,784,049

6,180,632

7,676,935

8,887,468

Non-financial liabilities

Value Added Tax

507,714

278,245

-

-

WHT payable

69,084

20,741

102,837

47,747

Staff related liabilities (see note (e) below)

47,646

47,659

45,741

45,755

624,444

346,645

148,578

93,502

5,408,493

6,527,277

7,825,513

8,980,970

3,259,771

1,900,572

-

-

(a)

Included in Sundry creditors are payments due to vendors and other obligations to third parties.

(b)

Amount represents payable due to NSE Consult Limited, NGX Regulations, Nominees and NGX Limited by the NGX holding

(c)

Accrued expenses includes allowances, long term incentives due to staff. It also includes outstanding payments to contractors and

consultants

(d)

Pledge payable relates to the ex- council's pledge to donate proceeds of X-Alert subscriptions to the Investors Protection Fund (IPF)

upon the successful resolution of litigation.

(e)

Staff related liabilities represents a provision as a result of the staff refund on PAYE liability in 2012/2023 which has been settled.

(f)

Deferred income relates to advance payments made by capital market operators and income made from investment securities. This is amortised over the payment period.

19

Lease Liabilities

Set out below are the carrying amounts of lease liabilities and the movements during the period based on IFRS 16. The Group leases office space and Land. Previously, these leases were classified as operating leases under IAS 17.

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Opening balance

40,972

71,335

-

-

Depreciation charge for the year

-

(2,082)

-

-

Remeasurement of lease liabilities

-

(28,281)

-

-

Balance

40,972

40,972

-

-

Group

Group

Company

Company

Mar-26

Dec-25

Mar-26

Dec-25

Opening balance

-

28,281

-

-

Accretion of interest

-

-

-

-

Remeasurement of lease liabilities

-

(28,281)

-

-

Closing balance

-

-

-

-

20

Tax liabilities

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Balance, beginning of the year

4,767,121

3,855,555

16,763

137,882

Current year tax

1,886,525

4,739,603

-

-

WHT credit notes utilized

-

(334,534)

-

(29,807)

Payments made during the year

-

(3,493,503)

-

(91,312)

Current tax liabilities

6,653,647

4,767,121

16,763

16,763

21

Retirement benefit obligations

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Recognised liability for defined benefit obligations (see note (a) below)

182,244

182,244

56,222

56,222

Long Service Award Provision

182,244

182,244

56,222

56,222

Long-term incentive

-

-

-

-

Recognised liability for defined contribution

-

-

-

-

Carrying amount

182,244

182,244

56,222

56,222

Non-current

182,244

182,244

56,222

56,222

Current

-

-

-

-

Carrying amount

182,244

182,244

56,222

56,222

Defined benefit obligations

The Company operated a non-contributory, unfunded defined benefit scheme for its staff gratuity scheme until 16 March 2011 when the Council of the Nigerian Stock Exchange resolved to terminate the staff gratuity scheme with effect from 31 March, 2011. Final entitlements due to members of staff that had spent a minimum of five years by 31 March, 2011 was determined and payments was supervised by Gratuity Committee. However, a revised long-term incentive scheme was re-opened in 2015 for certain eligible employees. The entitlement for the qualifying employee ranges from 15% -17% of their annual total emolument in the first 5-year of service and a maximum of 25%-35% for 10-years of service.

On 1 August 2017, management established a long service recognition initiative which is designed to recognize, appreciate and celebrate the contributions of long tenured employees, at the attainment of milestone years during their work lifespan with the company. The policy became effective in 2018

a

Provisions

Group

Group

Company

Company

In thousands of Naira

Mar-26

Dec-25

Mar-26

Dec-25

Balance at the beginning of the period

405,744

405,744

402,743

402,743

Balance as at the end of the period

405,744

405,744

402,743

402,743

The Exchange is involved in various claims and litigation. These claims, most of which arose in the normal course of business, are being contested by the Exchange. Based on advice from the Exchange's legal counsel, the board members estimate that the most likely outcome is that the Exchange will be required to pay the above disclosed amount to settle these claims, which includes expected legal costs.

22

23

Deferred tax

Group

Group Company Company

In thousands of Naira Mar-26

Dec-25 Mar-26 Dec-25

Opening Balance 2,063,015

693,285 4,262 -

Deferred tax recognised in OCI (319,878)

1,038,089 14,206 4,262

Closing Balance 1,743,137

2,063,015 18,468 4,262

24 Capital and Reserves

(a)

Share Capital

Group

Group

Company

Company

In thousands of shares

Mar-26

Dec-25

Mar-26

Dec-25

Issued and fully paid

2,204,619,907 issued and allotted ordinary shares of N50k each

1,102,310

1,102,310

1,102,310

1,102,310

1,102,310

1,102,310

1,102,310

1,102,310

  1. Retained Earnings: Retained earnings represent undistributed profits, net of statutory appropriations attributable to the ordinary shareholders.
  2. Other reserves: Other reserves represent fair value gain recognised on investment at FVOCI, Equity accounted investee- share of OCI on investment at FVOCI and actuarial gains/loss on defined benefit obligation.

Group

Mar-26

Group

Mar-25

Company

Mar-26

Company

Mar-25

In thousands of shares

Reserves and other components of equity

4,917,160

2,580,037

(470,469)

(498,046)

Retained earnings

48,563,384

44,864,822

28,264,676

28,278,024

Net profit for the reporting period/year

4,093,017

2,113,393

1,469,226

1,191,603

Equity

58,675,871

50,660,562

30,365,742

30,073,891

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