The Supreme Court on Monday dismissed an appeal seeking the dissolution of the merger between Providus Bank Limited and Unity Bank Plc.
A five-member panel of the apex court, in a unanimous judgement delivered by Justice Tijani Abubakar, ruled that the appeal lacked merit and upheld the earlier decision of the Court of Appeal.
The appellants, Suleiman Abubakar and Mohammed Goni Modu, both customers and shareholders of the banks, had challenged the appellate court’s judgement.
They named Providus Bank, Unity Bank, PAC Capital Limited, Vetiva Advisory Services Limited, Lighthouse Capital Limited, Planet Capital Limited, and the Corporate Affairs Commission as respondents. Also listed were the Federal Competition and Consumer Protection Commission, the Securities and Exchange Commission, and the Central Bank of Nigeria.
Following the dismissal, the Supreme Court invoked its powers under Section 22 of the Supreme Court Act to directly sanction the merger between Providus Bank Limited and Unity Bank Plc, effectively bringing an end to all litigation surrounding the process.
The decision offers relief to customers and shareholders, as it clears all legal obstacles to the consolidation.
The merger process began in July 2025 when both banks approached the Federal High Court for approval to convene separate meetings of shareholders and directors to consider a merger scheme.
After obtaining the court’s approval, the banks held meetings where the scheme was endorsed and subsequently sanctioned by the trial court.
Despite not being original parties to the merger process, the appellants later sought to challenge it. After being joined as interested parties, they asked the trial court to dissolve the merger. Dissatisfied with the trial court’s handling of their application, they proceeded to the Court of Appeal, which dismissed their case on March 6 and ordered an accelerated hearing of the substantive suit.
Still dissatisfied, they escalated the matter to the Supreme Court.
In its ruling, the apex court not only dismissed the appeal but also imposed a cost of N10 million each against the appellants in favour of the respondents.
The court further ordered the transfer of all assets, liabilities, and undertakings—including real properties—of Unity Bank Plc to Providus Bank Limited, in line with the approved merger scheme.
Justice Abubakar directed that the transfer be completed within 10 days of the sanction. The court also 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.
Additionally, the Supreme Court ordered the dissolution of the board of Unity Bank Plc without winding up the institution and approved the adoption of a new name, Providus-Unity Bank Limited, for the merged entity.
Reacting to the judgement, counsel to Unity Bank, Damian Dodo, alongside Reuben Atabo, SAN, described the ruling as historic and decisive.
“What the Supreme Court has done by this judgement 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.
(NAN)