OOT Nominees Limited, the Company Secretary approved by the Securities and Exchange Commission (SEC) for The Tourist Company of Nigeria Plc (TCN), on Friday denied making any amendment to the notice of Annual General Meeting (AGM) it issued on July 1.
OOT Nominees’ counsel, Lovelyn Aniekwe, confirmed that the Company Secretary’s signature was inserted on the amended agenda notice distributed and used at the purported AGM held by the Alex Ibru/Omar group different from the published and distributed notice and agenda.
Aniekwe said items that were not on the published notice were also included on the agenda, such as the re-election of three directors.
The Company Secretary are shocked for what it described as the unauthorised use of their signature to the amendment to its duly issued notice.
This group of shareholders are opposed to regulatory oversight held what it termed an AGM despite directives by the SEC and the Corporate Affairs Commission (CAC) and absence of key participants and many Shareholders who had respected the directives of SEC and the CAC.
Meristern Registrars, procured to act in place of the official registrar of TCN, Greemwich, left before the meeting commenced, citing the illegality of the meeting now brought to their attention.
SEC, in a July 24, 2025 letter to the board, notified shareholders of the meeting’s cancellation.
The letter, signed by the Executive Commissioner Legal & Enforcement, Frana Chukwuogor, for the Director General, reads: “We refer to the planned Annual General Meeting (AGM) of The Tourist Company of Nigeria Plc, scheduled to hold on July 25, 2025.
“In view of the ongoing regulatory intervention by the Securities and Exchange Commission (SEC), and the subsisting interim order of the court mandating the maintenance of status quo, you are hereby directed to postpone the scheduled AGM and any other statutory meetings indefinitely.
“This directive is issued to ensure strict compliance with the regulatory oversight and judicial pronouncements currently in effect.
“The TCN, being a significant public interest entity, has a duty to maintain law and order.
“In addition, the Commission, as the apex regulatory authority in the Nigerian capital market, is mandated to issue appropriate directives in the interest of the public and for the protection of investors, including issuing directives and taking all necessary steps for the protection of these investors and for the maintenance of fair and orderly markets.
“Kindly notify all relevant stakeholders accordingly and immediately suspend all arrangements pertaining to the proposed meeting.
“We trust that you will accord this directive the urgency and seriousness it requires. This communication is also copied to the Registrar, Corporate Affairs Commission.”
CAC, in its letter dated July 24, 2025, signed by Terver Ayua-Jor, also stressed the need to maintain the status quo as ordered by the court.
It reads: “Our attention has been drawn to the Order of the Federal High Court in the Lagos Judicial Division in Suit No FHC/L/MISC/760/2025 dated 18th July 2025 which has ordered the maintenance of status quo in activities of the company or taking any action that may jeopardise the substantive issues under litigation.
“It has become necessary on the strength of the above and pursuant to our regulatory mandate to direct that the proposed Annual General Meeting of the company scheduled for 25th July 2025 and indeed any other statutory meetings be suspended indefinitely.
“Your compliance with this directive is important in the interest of the company and the general public.
“Please accept the compliments and assurances of the Registrar General’s highest regards.”
SEC intervened in a prolonged shareholder conflict at Ikeja Hotel Plc (IHPlc) and its investee companies—Capital Hotel Plc and Tourist Company of Nigeria Plc (TCN)—which began in 2017.