The Central Bank of Nigeria has moved to overturn a Federal High Court judgment that nullified its takeover of Union Bank of Nigeria Plc, filing an appeal and assembling a team of five Senior Advocates of Nigeria to challenge the decision. The appeal follows the March 25 ruling by Justice Chukwujekwu Aneke in Lagos, which held that the CBN acted beyond its powers when it dissolved the bank’s board and management and ordered the reinstatement of the former directors.
According to reports on the appeal filed on March 26, the CBN’s legal team is led by Yusuf Ali, SAN, and includes Kemi Pinheiro, SAN, Tunde Fagbohunlu, SAN, Uche Val Obi, SAN, and Chukwudi Enebeli, SAN. The apex bank raised 11 grounds of appeal, asking the appellate court to set aside the entire judgment.
In its filings, the CBN argued that its intervention in Union Bank was lawful under the Central Bank of Nigeria Act and the Banks and Other Financial Institutions Act 2020. It said evidence before the lower court showed that Union Bank was in severe financial distress at the time of the intervention, including a negative capital adequacy ratio, a capital shortfall of more than N224 billion, and high levels of non-performing loans. On that basis, it said urgent regulatory action was necessary to protect depositors and preserve financial-system stability.
The CBN specifically relied on Section 34 of BOFIA, which it said empowers the regulator to remove directors and officers of a bank in critical condition, and Section 51, which protects actions taken in good faith in the discharge of statutory duties. It argued that the trial court misinterpreted those provisions and wrongly declared its actions unlawful, ultra vires and unconstitutional. The bank also faulted the order restoring the former board, saying the court had no proper legal basis for mandating that outcome.
Alongside the appeal, the CBN has filed a motion seeking a stay of execution of the judgment pending the outcome of the case. It wants the court to restrain the reinstated directors and other respondents from taking control of the bank, interfering with current management, convening meetings, or taking public steps that could unsettle operations. The bank warned that immediate enforcement of the ruling could undermine confidence in Union Bank and create wider systemic risks for the financial sector.
The respondents include Titan Trust Bank Limited, Luxis International DMCC, Magna International DMCC, and former Union Bank directors including Bayo Adeleke and Yetunde Oni, who had challenged the CBN’s intervention as shareholders or beneficiaries of bank shares. The appeal now sets up a major test case on the scope of the CBN’s powers over troubled banks and the extent to which Nigerian courts can reverse emergency regulatory action once it has been taken
