Post by Chidera Chikere

The numbers tell the story. In June 2026, African Frontier Capital listed a USD 50 million green bond at the London Stock Exchange, backed by pay-as-you-go solar receivables originated by d.light across Nigeria and Guaranteed by the Green Guarantee Company. Further towards the West Africa coasts, Côte d'Ivoire launched the Electricity for All Programme (PEPT) in 2023, the first social bond in the energy sector in the West African Economic and Monetary which was followed with a second phase issuance of XOF 60 billion in late 2025. In Kenya, SunKing monetised PayGO solar receivables through two Kenyan-Shilling-denominated securitisations in 2023 and 2025, raising a combined $286 million and attracting Norfund, British International Investment and major commercial banks including Citi, Absa Group and KCB Bank Group. The public sector is also not left behind, in January 2026, the Federal Government of Nigeria authorised the issuance of up to ₦4 trillion in government-backed bonds through NBET Finance Company Plc, a special purpose vehicle, to resolve legacy debts across the electricity value chain, with the inaugural ₦501 billion tranche achieving 100% subscription from institutional investors. The growing trend all points to one direction: structured finance is the future and securitisation is becoming a tool for mobilising long-term capital, especially in the energy access space. But what exactly is securitisation? How does it differ from a conventional loan or bond issuance? And critically, what happens to the structure when the originator runs into financial difficulty? Can a liquidator or receiver claw back assets that have already been sold to a special purpose vehicle? Can the transaction be recharacterised as secured lending and subordinated to the statutory priority order under general corporations law? In this article, I examined these questions by assessing the true sale doctrine, the legal construct that determines whether a transfer of receivables to an SPV is a genuine sale that places those assets beyond the reach of an insolvency practitioner, or a disguised security interest that can be unwound. I explained what securitisation is, how it differs from conventional capital raising, how Nigerian courts approach the substance-over-form test, and what steps originators and their counsel must take to sustain true sale treatment under Nigerian law. Whether you are new to structured finance or you are an originator or investor that wants to know the extent to which the legal framework supports your existing transactions, this is your brief stop. #StructuredFinance #Securitisation #ReceivablesFinance #RenewableEnergy