The Securities and Exchange Commission (SEC) has disowned the purported Annual General Meeting (AGM) held on July 25, 2025, by majority shareholders of The Tourist Company of Nigeria Plc (TCN), declaring it null and void and reiterating that the company remains under regulatory supervision.
In a statement issued by the management of the organisation, the SEC described recent developments at TCN as “disturbing,” alleging that some majority shareholders proceeded with the AGM in defiance of the Commission’s suspension order and passed resolutions altering the Board composition by removing SEC-appointed directors and the Board Secretary without authorisation.
“The Commission does not recognise 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 regulatory body stated. “The Commission shall accordingly discountenance any resolution passed in the said meeting until all legacy issues are fully resolved.”
The SEC reiterated that the current Board of TCN remains unchanged and includes the two Interim Independent Directors appointed by the Commission. It warned that the attempt by the majority shareholders was aimed at derailing the stability already achieved under its intervention.
“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 read.
Relatedly, Chief Dr Anthony Idigbe, SAN—SEC-appointed Chairman of TCN Plc and Ikeja Hotel Plc—had denounced reports of his alleged removal at the disputed July 22 board meeting and July 25 AGM. He maintained that the meeting turned rowdy and was adjourned without any agenda items being addressed.
He also alleged that a forged version of the AGM notice was used by the faction behind the meeting.
Idigbe also argued that the ongoing crisis stemmed from shareholder dissatisfaction with SEC’s recently released forensic audit report by Deloitte, adding that attempts to remove him were a “distraction” from efforts to resolve long-standing corporate governance issues in the group.
The SEC, in its new statement, reaffirmed its commitment to investor protection and market integrity, warning that it would deploy all legal means available to uphold order.
“The Commission remains a law-abiding agency and would accordingly use all legal machinery at its disposal to uphold its regulatory mandate of investor protection and ensuring market discipline,” it added.
The general public and stakeholders were advised to disregard any contrary claims or resolutions from the disputed AGM and to await further guidance from the regulatory authority.
Ozioma Samuel-Ugwuezi
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