- Reaffirms Regulatory Oversight
Nigeria’s Securities and Exchange Commission (SEC), on Monday disowned the purported Annual General Meeting (AGM) of The Tourist Company of Nigeria Plc held on July 25, 2025.
Any resolutions passed at the said meeting, it noted in a public notice, are null and void, condemning recent actions by some majority shareholders of TCN, who allegedly convened the meeting in defiance of a suspension order issued by the SEC.
The commission added that the meeting also resulted in unauthorized changes to the company’s board, including the removal of the SEC-appointed interim directors and the board secretary—moves it described as illegal and disruptive.
The commission said its intervention in TCN, including the appointment of two interim independent directors, was to preserve its status as a going concern, while safeguarding the interests of all shareholders, particularly minority investors.
This intervention, the statement added, had already yielded stability, judging by the rebound in the company’s share value before the recent disruptions, this it stressed, is “pursuant to its core mandate under the Investments and Securities Act, 2025, had taken regulatory steps including appointing two Interim Independent Directors into the Board of TCN Plc to ensure its survival as a going concern and to protect the interest of all shareholders especially those whose holdings cannot give them access to the Management and control of the company.
“The recent steps taken by the majority shareholders are poised to thwart the gains already made by the said regulatory intervention which had brought stability into the company and returned its shares to positive values.
“The Commission, by this notice, informs the general public and all stakeholders that TCN Plc remains under the Commission’s regulatory involvement. The Commission does not recognize the purported Annual General Meeting (AGM) of TCN Plc of July 25, 2025 held in clear disregard of an express directive from the Commission and in contravention of extant laws governing such meetings. The Commission shall accordingly discountenance any resolution passed in the said meeting until all legacy issues are fully resolved.
“The Board of TCN Plc remains as constituted prior to the purported AGM, and the SEC appointed independent directors would remain on the Board of TCN Plc to ensure good governance, stability, the protection of minority investors and to ultimately maintain an orderly and fair market”, the statement added.
The commission emphasized its statutory mandate under the Investments and Securities Act, 2025, SEC assured stakeholders that it remains committed to investor protection and market discipline. The Commission vowed to deploy all legal mechanisms available to enforce its directives and uphold the integrity of the capital market.
“All stakeholders and the investing public should be guided accordingly,” the notice concluded.
