The Supreme Court has brought a definitive end to the legal dispute surrounding the merger of Providus Bank Limited and Unity Bank Plc, dismissing an appeal seeking to halt the transaction and approving the consolidation of both financial institutions.
In a unanimous judgment delivered on Monday, a five-member panel of the apex court led by Justice Tijani Abubakar dismissed the appeal as lacking merit and awarded costs of N10 million against the appellants in favour of each respondent.
The case, marked Appeal No. SC/CV/132/2026, arose from earlier proceedings at the Court of Appeal and the Federal High Court.
In a significant development, the Supreme Court invoked its powers under Section 22 of the Supreme Court Act to directly sanction the merger between Providus Bank and Unity Bank, effectively ending all litigation relating to the transaction.
The court ordered the transfer of all assets, liabilities, undertakings, and real properties of Unity Bank Plc to Providus Bank Limited in line with the approved Scheme of Merger.
It further directed that the transfer process be completed within 10 days of the court’s sanction.
As part of the merger arrangement, the apex court approved a consideration of N3.18 per share or 18 Providus Bank shares of 50 kobo each for every 17 Unity Bank shares held by shareholders.
The court also ordered the dissolution of the board of Unity Bank Plc without winding up the institution and approved the adoption of a new corporate identity, ProvidusUnity Bank Limited, for the merged entity.
Delivering the judgment, the panel held that the appeal lacked merit and consequently dismissed it in its entirety.
The appellants, Suleiman Abubakar and Mohammed Goni Modu, who are customers and shareholders of the affected banks, had sought through a series of legal actions to stop the merger.
Their challenge began at the Federal High Court before progressing to the Court of Appeal and eventually reaching the Supreme Court.
Reacting to the judgment, senior counsel to Unity Bank Plc, Chief D.D. Dodo (SAN), alongside R.O. Atabo (SAN), described the ruling as historic and a final resolution of all disputes relating to the merger.
According to Dodo, the judgment has removed every legal obstacle standing in the way of the consolidation.
“What the Supreme Court has done by this judgment is to bring closure to the merger between Providus Bank and Unity Bank. Some persons went to the Federal High Court and attempted to truncate the merger, and the matter progressed through the Court of Appeal to the Supreme Court. Today, that chapter has been conclusively closed,” he said.
Dodo noted that the judgment is particularly significant because of the apex court’s decision to invoke Section 22 of the Supreme Court Act, a power that is rarely exercised in such matters.
He argued that the ruling may represent the first time in Nigeria’s judicial history that the Supreme Court has directly sanctioned a banking merger rather than returning the matter to a lower court for further proceedings.
The senior advocate added that the court recognised the broader economic and public interest implications of the merger, including its role in promoting financial stability, safeguarding depositors’ funds, and ensuring uninterrupted banking services.
“The Supreme Court realised that this merger is crucial to the national economy. It affects people’s lives, protects depositors’ funds and supports the policy of building stronger banks capable of sustaining commercial activities without disruption,” he stated.
According to him, the judgment strengthens confidence in ongoing regulatory efforts to recapitalise and consolidate the banking sector.
The merger forms part of the banking sector recapitalisation programme introduced by the Central Bank of Nigeria (CBN), which encourages banks unable to independently meet new capital requirements to explore mergers, acquisitions, and strategic partnerships.
Dodo described the recapitalisation initiative as a forward-looking policy designed to create stronger and more resilient financial institutions capable of supporting economic growth and protecting customer deposits.
He also commended the CBN under Governor Olayemi Cardoso for driving the reform agenda, noting that the policy has attracted positive attention from international financial institutions.
“The Supreme Court has now brought its full authority to bear on the matter and has finally brought it to a conclusion,” he added.
The respondents in the appeal include Providus Bank Limited, Unity Bank Plc, PAC Capital Limited, Vetiva Advisory Services Limited, Lighthouse Capital Limited, Planet Capital Limited, the Corporate Affairs Commission, the Federal Competition and Consumer Protection Commission, the Securities and Exchange Commission, and the Central Bank of Nigeria.
