The Central Bank of Nigeria (CBN) has filed an appeal against the March 25, 2026 judgment of the Federal High Court, Lagos Division, which nullified its takeover of Union Bank of Nigeria Plc and ordered the reinstatement of the bank’s former board of directors.
Delivered by Justice Chukwujekwu Aneke, the ruling held that the CBN had exceeded its statutory powers in dissolving Union Bank’s board and management. In response, the apex bank has engaged a team of Senior Advocates of Nigeria (SANs), led by Yusuf Ali, SAN, alongside Kemi Pinheiro, SAN; Tunde Fagbohunlu, SAN; Uche Val Obi, SAN; and Chukwudi Enebeli, SAN, to prosecute the appeal.
Filed on March 26, 2026, the appeal cites 11 grounds challenging the lower court’s decision in its entirety. The CBN argues that it acted within its powers under the Central Bank of Nigeria Act and the Banks and Other Financial Institutions Act (BOFIA) 2020 to intervene due to Union Bank’s severe financial distress. At the time of the intervention, evidence presented to the trial court indicated that Union Bank had a negative capital adequacy ratio, a capital shortfall exceeding ₦224 billion, and high levels of non-performing loans, justifying regulatory action to protect the banking system.
The apex bank further contended that Section 34 of BOFIA empowers the CBN Governor to remove directors and officers of a bank in critical condition, while Section 51 shields actions taken in good faith in the execution of statutory duties. It argued that the lower court misinterpreted these provisions, resulting in a miscarriage of justice. According to the CBN, the judgment incorrectly labeled its actions as unlawful, ultra vires, and unconstitutional, while nullifying the acts of its appointed management, including board decisions, without establishing a legal basis for reinstating the former board.
In tandem with the appeal, the CBN filed a motion seeking a stay of execution of the Federal High Court judgment pending the appellate outcome. The motion requests the court to restrain the reinstated directors and other respondents—including Titan Trust Bank Limited, Luxis International DMCC, Magna International DMCC, and former Union Bank directors such as Bayo Adeleke and Yetunde Oni—from taking control of Union Bank, interfering with its operations, convening meetings, altering governance structures, or engaging in media actions that could destabilize the bank.
The CBN warned in its affidavit that executing the judgment could disrupt Union Bank’s operations, undermine public confidence in the banking sector, and create systemic risk. The apex bank emphasized that preserving the status quo is essential to allow the appellate court to consider crucial questions regarding the scope of its regulatory powers—issues that could have far-reaching implications for Nigeria’s banking laws.