Nigeria’s capital market regulator has issued cautionary letters to Tantalizers Plc and NPF Microfinance Bank Plc over insider dealings in their shares, raising fresh concerns about corporate governance and market transparency on the local bourse.
The sanctions, handed down by the Nigerian Exchange Limited (NGX), indicate that both companies breached listing rules by engaging in share transactions during a closed period — a time when insiders are prohibited from trading due to the potential possession of price-sensitive, non-public information.
Under NGX regulations, all listed companies are required to provide timely and accurate disclosures to ensure an orderly market. Material information must be submitted to the Exchange and reflected in annual reports, allowing investors to make informed decisions. The Exchange said the two companies failed to comply with specific provisions of its Listings Rules and were sanctioned accordingly.
The caution letters were dated February 10 for Tantalizers and February 17 for NPF Microfinance Bank.
The development signals NGX’s growing scrutiny of insider activity and transactions conducted outside public view, particularly at a time when both stocks have recorded significant price rallies.
Tantalizers Plc: Strong Rally, Regulatory Breach
Shares of Tantalizers have surged 116 percent year-to-date, closing at N5.40 on Friday, February 20, according to trading data.
Last 7 Days Trades (Tantalizers Plc)
Date / Price (Naira) / Volume
Feb-20-2026 / 5.40 / 13,592,850
Feb-19-2026 / 4.96 / 11,783,318
Feb-18-2026 / 5.02 / 17,962,325
Feb-17-2026 / 5.14 / 19,856,589
Feb-16-2026 / 5.10 / 18,034,345
Feb-13-2026 / 5.55 / 26,950,074
Feb-12-2026 / 5.80 / 42,133,227
Despite the impressive rally, NGX stated that the company engaged in insider dealing during a closed period, breaching Rule 17:18 (Period of Closure), which restricts directors and insiders from trading ahead of financial disclosures or other material announcements.
The regulatory action comes amid a period of strategic repositioning for the quick-service restaurant chain.
Recently, Tantalizers announced that its wholly owned entertainment and media subsidiary, Tantainment Limited, secured a N2 billion equity investment from RGM Materials Solutions Limited. The investment grants the strategic investor a 10 percent stake, based on a reported N30 billion ($20 million) valuation for Tantainment.
The subsidiary is spearheading the group’s diversification into the entertainment and digital content space through its flagship live-game show, “Chances by Tantainment,” which is scheduled to go live in the second quarter of 2026.
According to the company, proceeds from the investment will be deployed toward acquiring studio equipment, completing its Ikeja-based “Chances Live Studios,” developing proprietary content, and strengthening operational, regulatory, and compliance frameworks.
The transaction marked a significant milestone in Tantalizers’ broader transformation strategy — but the NGX caution letter casts a shadow over the company’s internal compliance culture at a time of heightened investor interest.
NPF Microfinance Bank Plc: Similar Violation Amid Price Surge
NPF Microfinance Bank has also enjoyed a robust run on the exchange, with its share price rising 69 percent year-to-date to close at N6.27 on February 20.
Last 7 Days Trades (NPF Microfinance Bank Plc)
Date / Price (Naira) / Volume
Feb-20-2026 / 6.27 / 8,737,015
Feb-19-2026 / 5.70 / 3,031,125
Feb-18-2026 / 5.50 / 1,957,598
Feb-17-2026 / 5.50 / 2,878,650
Feb-16-2026 / 5.60 / 6,153,445
Feb-13-2026 / 5.60 / 2,997,138
Feb-12-2026 / 5.99 / 1,224,940
In its February 17 caution letter, NGX stated that the bank similarly engaged in insider dealing in shares during a closed period, constituting a breach of Rule 17:18.
The rule exists to prevent insiders — who may have advance knowledge of financial results or other material developments — from gaining an unfair advantage over the broader investing public.
Governance Under the Spotlight
While the sanctions stop short of suspension or heavier penalties, caution letters serve as formal warnings and are part of NGX’s enforcement framework. They also act as a public signal to investors that regulatory breaches have occurred.
The cases underscore the importance of internal compliance mechanisms within listed entities, particularly during periods of heightened trading activity and corporate transformation.
With both companies enjoying significant share price appreciation this year, the timing of the breaches may intensify investor scrutiny. Market participants will likely be watching closely to see how both firms strengthen governance controls and restore confidence.
For NGX, the action reinforces its stated commitment to maintaining market integrity and ensuring that no participant benefits from privileged information at the expense of the investing public.