HoldCo confusion threw Nigeria’s biggest banks into limbo, delaying half-year and nine-month earnings.
For weeks, uncertainty spread as institutions debated how to calculate minimum paid-up capital.
Then, on November 14, 2025, the Central Bank of Nigeria (CBN) intervened, ruling that only issued shares plus share premiums count.
The directive takes immediate effect and replaces all previous interpretations.
Confusion In Calculations
Banks and HoldCos applied the rules differently.
Some ignored share premiums, while others counted reserves or retained earnings.
As a result, capital figures varied across institutions, which slowed regulatory approvals for earnings filings.
Consequently, some banks had to reconcile their capital positions before submitting results, further delaying disclosures.
HoldCo Under Pressure
HoldCos must now maintain more issued share capital than all their subsidiaries combined.
If they fail, the CBN can block dividends, halt restructuring, and stop upstreaming of profits.
Therefore, HoldCos that previously relied on reserves or retained earnings must restructure to meet the threshold.
Read Also: Chams Holding Raises Share Capital To 6.65B After Investment
Impact On Banks
The CBN’s move aligns with its recapitalisation framework, which requires banks to boost capital over the next two years.
Additionally, the clarification ensures consistent reporting and strengthens oversight by reflecting actual shareholder contributions.
How Nigeria’s Top Banks Stack Up
Under the clarified rules, FUGAZ banks hold significant capital buffers:
- First HoldCo: ₦398.04bn (share capital ₦20.94bn, share premium ₦377.10bn)
- UBA: ₦350.08bn (share capital ₦20.52bn, share premium ₦329.56bn)
- GTCO: ₦507.58bn (share capital ₦18.21bn, share premium ₦489.37bn)
- Access Holdings: ₦594.90bn (share capital ₦26.66bn, share premium ₦568.24bn)
- Zenith Bank: ₦614.65bn (share capital ₦20.54bn, share premium ₦594.11bn)
Now, banks and HoldCos must recalculate capital and adjust upcoming filings.
Moreover, the CBN may issue additional guidance as the recapitalisation programme continues.
In conclusion, the CBN’s clarification will end disputes, accelerate disclosures, and standardise capital reporting across Nigeria’s banking sector.
