SEC Wades into Tourist Company of Nigeria’s Crisis, Says Idigbe-led Board Remains in Place

•Pledges to continue to uphold its regulatory mandate

Emmanuel Addeh in Abuja

The Securities and Exchange Commission (SEC) yesterday intervened in the crisis rocking the Tourist Company of Nigeria Plc (TCN), insisting that the Board led by Anthony Idigbe (SAN) remains in place.

In a statement yesterday, SEC frowned upon the purported removal of Idigbe as chairman of the board of the company, saying that the action of the so-called board members that allegedly displaced the existing board remain unrecognised.

Recently, a leadership crisis erupted at the TCN following a controversial boardroom shake-up involving Idigbe. On July 22, 2025, the company’s board purportedly held an emergency meeting where Idigbe was reportedly removed as chairman and replaced by Mrs. Erejuwa Gbadebo.

The board also announced the replacement of OOT Nominees Limited as company secretary, citing governance concerns and a conflict of interest. However, Idigbe has strongly refuted reports of his removal, describing the development as false and procedurally flawed.

He said the meeting was adjourned before any such action could be taken and insisted the matter was not on the agenda. He also questioned the legality of an Annual General Meeting (AGM) allegedly held on July 25, arguing it had been cancelled by regulators and that the circulated agenda was forged.

But aligning with the position of Idigbe, SEC, in the statement, maintained that the July 25, 2025 AGM was held in clear disregard of an express directive from the commission and in contravention of extant Nigerian laws governing such meetings.

“The Securities and Exchange Commission (the Commission) has keenly followed recent disturbing developments in The Tourist Company of Nigeria Plc (TCN) championed by some majority shareholders in the company. 

“These developments include purportedly proceeding with an Annual General Meeting which was suspended by the Commission, and passing resolutions altering the Board composition by purportedly removing SEC appointed members of the Board and the Board Secretary without recourse to the Commission.

“The Commission, 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 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 Commission shall accordingly discountenance any resolution passed in the said meeting until all legacy issues are fully resolved,” the SEC noted in the statement.

It pointed out that 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 Commission said it 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, urging all stakeholders and the investing public to be guided accordingly.