STORY HIGHLIGHTS
- Ghana’s Court of Appeal has unanimously overturned the Bank of Ghana’s 2019 revocation of GN Savings and Loans Company Limited’s operating licence, ruling the decision was unfair and unreasonable
- The appellate panel ordered the Receiver to return assets and management control to shareholders led by Dr Papa Kwesi Nduom — the most significant legal rebuke yet of the banking sector clean-up
- The Bank of Ghana has not publicly responded but retains the right to seek a stay of execution and pursue a Supreme Court appeal
- Even if the ruling holds, GN faces a steep path: recapitalisation, regulatory re-engagement, and the practical challenge of reconstituting a company whose assets have been managed or disposed of over six years
On the morning of Thursday, May 21, a three-member panel of Ghana’s Court of Appeal delivered what may be the most consequential banking verdict in the country’s recent financial history.
The court unanimously overturned the Bank of Ghana’s 2019 revocation of GN Savings and Loans Company Limited’s operating licence, ruling that the central bank’s decision was unfair and unreasonable, and ordered the Receiver to hand back possession, management and control of the company to its shareholders.
The judgment quashes both the August 2019 revocation order and the January 2024 High Court ruling that upheld it — the most significant legal setback the central bank has faced since its 2018 to 2019 banking sector clean-up exercise.
On paper, GN Savings and Loans is once again a licensed financial institution. In practice, it is nowhere near a functioning one.
A Fall That Began With a Downgrade
The institution’s collapse did not begin with the dramatic revocation that ended it. On January 4, 2019, the institution, then operating as GN Bank — a universal bank under the Groupe Nduom umbrella — was reclassified by the Bank of Ghana as a savings and loans company.
It was cited for persistent breaches of prudential requirements, including capital adequacy shortfalls, liquidity problems, and large exposures to related parties, and weak governance.
Seven months later, on August 16, 2019, the Bank of Ghana, then under Governor Dr Ernest Addison, revoked the new entity’s licence outright and appointed Eric Nana Nipah as Receiver. The action was part of the Akufo-Addo administration’s sweeping financial sector clean-up, which ultimately eliminated the licences of more than twenty savings and loans companies, on top of nine commercial banks earlier in the cycle.
The regulator’s case was detailed and, on its face, damning. By the Bank of Ghana’s accounting, the institution’s capital adequacy ratio stood at negative 61.20% at the end of May 2019, with adjusted net worth at negative GH¢30.70 million.
The central bank also pointed to exposures to related companies that consistently breached the 25% regulatory limit, a failure to publish 2018 audited accounts, and the alleged transfer of more than $62 million in depositor funds to International Business Solutions, a US-based affiliated entity, without supporting documentation.
Groupe Nduom’s Counter-Narrative
From the beginning, Groupe Nduom rejected the regulator’s account. The company argued that an honest assessment of its books would have shown solvency, and that the Bank of Ghana had ignored a portfolio of government infrastructure receivables worth more than GH¢2.2 billion held through Gold Coast Advisors — money owed by the state and its agencies to Nduom-affiliated entities that was the real source of any liquidity strain.
In Groupe Nduom’s telling, the revocation was political rather than regulatory, executed without regard for arrears the government itself had created.
Dr. Kweku Nduom later confirmed that the government owed GN Bank approximately GH¢300 million in unpaid Infrastructure Progress Certificates before the reclassification and licence revocation.
The human cost was considerable. When the licence was taken, over 300 branches were closed. From Accra to the smallest branch in Zebilla, people lost their jobs, and communities in rural areas lost access to financial services.
The collapse ultimately cost more than 4,500 jobs.
Five Years Through the Courts
On August 30, 2019, Dr. Nduom and the shareholders filed suit at the Human Rights Division of the Accra High Court, seeking to quash the revocation. The case took almost five years to reach a first-instance judgment.
There were procedural setbacks along the way. The Bank of Ghana successfully argued that disputes over revocation should go to arbitration, not the courts — a ruling that sent the case to the Ghana Arbitration Centre.
Dr Nduom appealed to the Supreme Court, which ruled in July 2023 that the High Court did have jurisdiction — the first significant judicial win for the shareholders.
The win proved short-lived.
On January 24, 2024, Justice Gifty Agyei Addo dismissed the application in its entirety, holding that the Bank of Ghana had acted within its powers, that GN had failed to demonstrate solvency at the time of revocation, and awarding GHC 50,000 in costs against the applicants.
Five days later, Nduom’s legal team filed an appeal.
A Year of Rumour and Misinformation
What followed was an extended period in which the legal case became inseparable from political noise.
Through 2025 and into early 2026, repeated claims that President John Dramani Mahama — who took office after the December 2024 elections and had campaigned on a promise to revisit the clean-up — had quietly restored GN Bank’s licence circulated on social media.
Each wave of rumour was met with the same response: the Bank of Ghana’s official list of licensed banks continued to show 23 institutions, none of them GN. Fact-checkers at Dubawa and GhanaFact rated the restoration claims false on multiple occasions.
The confusion reached a peak in February 2026, when the Daily Graphic reported that the new Bank of Ghana Governor, Dr. Johnson Asiama, had ruled out any reinstatement.
Groupe Nduom hit back, accusing the regulator of misrepresenting the legal position and noting that no apex court had ruled on the substantive question of the revocation.
The Daily Graphic subsequently issued a clarification stating the Governor’s remarks had referred to a different defunct bank.
The Court of Appeal finally heard the substantive appeal on February 10, 2026. Counsel for the Bank of Ghana was granted seven days to file written submissions, with the appellants given a further seven days to respond.
Thursday’s judgment came at the end of that wait.
What Comes Next — and Why It Is Not Simple
The Bank of Ghana has not yet publicly responded. Its options are limited but significant.
It can apply to the Court of Appeal for a stay of execution to suspend the order to return assets to shareholders, and it can pursue a further appeal to the Supreme Court.
Given how vigorously the central bank has defended the 2019 clean-up, both moves should be considered likely.
Even if the ruling is left to stand, the distance between a court-ordered restoration and a functioning savings institution is vast.
The Receiver’s six-year administration has involved the disposal or warehousing of assets, partial settlement of depositor claims through the government-backed clean-up framework, and the winding down of GN’s commercial footprint.
Reconstituting any of that into a going concern would require both regulatory cooperation and substantial recapitalisation — neither of which is guaranteed or straightforward.
The wider implications extend beyond the Nduom family. The ruling is the first appellate finding that one of the clean-up era revocations was unreasonable.
Other former owners of collapsed banks and microfinance institutions have long argued for similar treatment, and several have pending claims. A precedent at the appellate level changes the calculus for those cases, even if each turns on its own facts.
For now, the judgment stands as a legal vindication — and an opening, not a conclusion.
This article was edited with AI and reviewed by human editors
