The Central Bank of Nigeria (CBN) has filed an appeal against the Federal High Court in Lagos's recent judgement that nullified its dissolution and takeover of the board and management of Union Bank of Nigeria Plc. The intervention, which occurred in January 2024, was deemed by the lower court to be ultra vires and not in compliance with the Banks and Other Financial Institutions Act 2020 (BOFIA).

The trial judge, Chukwujekwu Aneke, had ruled that the CBN acted beyond its statutory powers. This ruling set aside the CBN’s public announcement dissolving the board and invalidated all actions taken by the regulator-appointed management. The court also ordered the immediate reinstatement of the former board led by Farouk Gumel and restrained the CBN from exercising powers over the bank's governance, including restructuring its share capital.

CBN's Grounds for Appeal

In its notice of appeal dated March 26, the CBN contends that the lower court erred in law. It argues that the court wrongly held that it acted outside its statutory powers when it dissolved Union Bank's board.

The apex bank maintains its position as the primary regulator of Nigeria’s financial system, empowered by the CBN Act and BOFIA 2020 to supervise and intervene in financial institutions. It asserts that its actions were taken in good faith and within its statutory mandate, and that Section 51 of BOFIA protects it from liability for regulatory actions.

Furthermore, the CBN argues that the trial court failed to properly interpret the laws granting it supervisory authority and wrongly restricted the scope of its powers. It presented evidence of Union Bank's severe financial distress, including a negative capital adequacy ratio, a capital shortfall exceeding N224 billion, and high levels of non-performing loans, stating that failure to intervene would have risked the stability of the banking sector.

The CBN also faulted the trial court for nullifying actions of its appointed management, deeming them valid administrative measures protected by the presumption of regularity. It further challenged the court's restraint on its statutory powers over the bank's governance, including restructuring its share capital.

The regulator also disputed the court's findings on fair hearing, arguing that no specific rights violations were established and that the matter was one of judicial review, not fundamental rights enforcement. It also contested the court’s reliance on the concept of “continuing injury,” asserting that the cause of action had expired under the applicable limitation period.

The CBN is represented by a team of Senior Advocates of Nigeria (SANs) led by Yusuf Ali, including Kemi Pinheiro, Tunde Fagbohunlu, Uche Obi, and Chukwudi Enebeli. The respondents in the appeal include Titan Trust Bank Limited, Luxis International DMCC, Magna International DMCC, and several former directors of Union Bank.

The CBN is praying for an order setting aside the lower court’s judgement and dismissing the suit filed on December 19, 2025. It also seeks any further orders the appellate court deems appropriate.