In late 2021, Nigeria’s banking sector witnessed a seismic shift when Titan Trust Bank, a relatively new player established in 2018, announced its intent to acquire a majority stake in Union Bank of Nigeria, a century-old institution with deep historical roots. By June 2022, the deal was formalized, with Titan Trust Bank securing 93.41% of Union Bank’s issued share capital in a transaction valued at approximately N191 billion (around $500 million USD at the time). The acquisition, one of the largest in Nigeria’s banking history, raised eyebrows due to the disparity between Titan’s youth—barely three years old—and Union Bank’s entrenched legacy. What began as a celebrated merger soon unraveled into a web of allegations, regulatory scrutiny, and questions about the shadowy overseas investors allegedly tied to the deal, notably Bangladesh’s S Alam Group.
The Deal’s Framework: A David-and-Goliath Story?
Titan Trust Bank, a subsidiary of Tropical General Investments (TGI) Group, positioned itself as a digitally savvy challenger poised to disrupt Nigeria’s banking landscape. Led by Chairman Tunde Lemo, a former Central Bank of Nigeria (CBN) deputy governor, Titan acquired Union Bank from core investors including Union Global Partners Limited (64.98%), Atlas Mara Limited (25.53%), and other shareholders, totaling an initial 89.39% stake, later increased to 93.41%. The transaction, managed by reputable global firms like Rothschild and Citibank, was touted as a strategic fit, promising to blend Union Bank’s established customer base of over six million with Titan’s innovative model.
On the surface, the deal appeared legitimate. TGI Group, Titan’s parent, is a Nigerian conglomerate with a 45-year history, boasting assets over N3.75 trillion and a reputation for long-term investment. Union Bank, founded in 1917 as a Barclays outpost, had undergone significant recapitalization in the prior decade, making it an attractive target. Yet, beneath the polished narrative, cracks emerged, fueled by allegations of illicit funding and dubious overseas connections.
Enter S Alam Group: The Alleged Hidden Hand
The deal’s sheen dulled in December 2023 when a special investigation into the CBN, led by appointee Jim Obazee under President Bola Tinubu’s administration, implicated S Alam Group, a Bangladeshi conglomerate, as a key financier behind Titan Trust Bank’s acquisition. The report suggested that former CBN Governor Godwin Emefiele had facilitated the deal using “illicit funds” funneled through proxies, with S Alam allegedly providing the bulk of the $500 million purchase price. This bombshell reframed the acquisition as a potential money-laundering scheme rather than a straightforward corporate takeover.
S Alam Group, founded by Saiful Alam, is a Chittagong-based powerhouse with interests in steel, power, real estate, and banking. By 2025, it’s one of Bangladesh’s largest conglomerates, but its rapid rise has long been shadowed by accusations of corruption and political patronage. The Obazee report claimed S Alam’s involvement was concealed through layered ownership structures, with Titan Trust Bank as the front. Titan and TGI vehemently denied these allegations, asserting the transaction’s transparency and compliance with Nigerian regulations, pointing to approvals from the CBN and the Securities & Exchange Commission (SEC). They argued that the $500 million was sourced legitimately, dismissing links to Emefiele or S Alam as baseless.
The Sordid Details: What’s Known and What’s Suspected
The special investigator’s findings ignited a firestorm. The report alleged that Titan Trust Bank failed to adequately respond to requests for documentation, though Titan countered that all required information was submitted by September 1, 2023. Critics pointed to Titan’s modest financial footprint—assets of N136 billion in 2020 versus Union Bank’s N2.6 trillion in 2021—as evidence it couldn’t independently fund such a massive acquisition. A $300 million loan Titan secured in June 2022 to complete the buyout further fueled speculation of external backers.
S Alam’s alleged role introduces a geopolitical twist. In Bangladesh, the group has faced scrutiny for leveraging ties to the Awami League government (until its ousting in 2024) to secure lucrative contracts and bank loans, often at the expense of public institutions. Reports from Bangladeshi media, like *The Daily Star*, have accused S Alam of acquiring distressed assets through questionable means, including a 2017 power plant deal where it allegedly underpaid by exploiting regulatory loopholes. If true, its involvement in Union Bank could mirror this pattern—using offshore funds to snap up a prized Nigerian asset under murky circumstances.
The CBN probe also raised questions about minority shareholders. In May 2023, Titan Trust Bank acquired their remaining shares for N12.18 billion, consolidating control. Some investors cried foul, alleging coercion, though Titan framed it as a lawful “Scheme of Arrangement” under Nigeria’s Companies and Allied Matters Act. The timing—post-acquisition and amid growing scrutiny—added to the perception of opacity.
S Alam’s Shady Deals Elsewhere: A Pattern?
S Alam Group’s overseas ventures provide context for the skepticism surrounding its alleged Nigerian foray. In Sri Lanka, it invested heavily in power generation, securing contracts critics say were inflated via kickbacks to officials—an accusation S Alam denies. In the UAE, its real estate holdings have been flagged by transparency watchdogs as potential conduits for laundering funds, though no convictions have ensued. Back home, Bangladesh’s central bank in 2022 probed S Alam-controlled banks like Islami Bank for irregular lending practices, uncovering billions in loans to shell companies linked to the group.
These incidents paint a picture of a conglomerate adept at navigating weak regulatory environments, a trait that could explain its purported interest in Nigeria—a market with its own history of banking scandals. If S Alam did bankroll Titan, it might have seen Union Bank as a foothold to expand influence in West Africa, leveraging Nigeria’s economic heft.
Banking Sector Takeovers and Loan Fraud:
Control of Banks: Since 2017, S. Alam Group has been accused of orchestrating hostile takeovers of at least six major Bangladeshi banks: Islami Bank Bangladesh, Social Islami Bank, First Security Islami Bank, Union Bank, Global Islami Bank, and Bangladesh Commerce Bank. They reportedly used shell companies and political influence, including alleged support from the Directorate General of Forces Intelligence (DGFI), to seize control.
Massive Loan Disbursements: Once in control, the group allegedly siphoned off vast sums through loans to itself and proxies. For instance, Islami Bank alone disbursed around Tk 175,000 crore (roughly $14.5 billion) in loans, with over half—Tk 88,000 crore ($7.3 billion)—going to S. Alam-linked entities, often against minimal or inflated collateral. Across the six banks, estimates suggest the group extracted Tk 95,331 crore ($8 billion) between 2017 and June 2024.
Mechanics of Fraud: Loans were granted to dubious entities—like S. Alam Super Edible Oil Ltd., which got Tk 3,166 crore against collateral worth just Tk 104 crore—or through fake companies tied to Saiful Alam’s relatives and hometown, Patia. Bangladesh Bank Governor Ahsan H. Mansur, in a 2024 Financial Times interview, called this “the biggest robbing of banks by any international standards,” estimating a minimum of $10 billion looted.
Money Laundering
Singapore and Beyond: S. Alam Group is accused of laundering billions abroad, with Singapore as a key hub. A 2023 Daily Star investigation, “S. Alam’s Aladdin’s Lamp,” revealed Saiful Alam built a $1 billion empire in Singapore—including hotels, commercial properties, and homes—without Bangladesh Bank approval for overseas investment. He established 18 shell companies in the British Virgin Islands between 2011 and 2024, funneling funds to Singapore, Cyprus, and Malaysia.
Power Plant Scam: A standout case involves SS Power Limited, an S. Alam subsidiary, which allegedly laundered $815.78 million (Tk 10,000 crore) between 2019 and 2023. Two Letters of Credit (LCs) for importing machinery for a 1320MW coal plant in Chattogram were misused—fake invoices and documents facilitated payments to a Chinese partner, SEPCO, despite no equipment arriving. Rupali Bank processed these despite Chattogram Customs finding no import records.
Scale: The Criminal Investigation Department (CID) in 2024 probed allegations of Tk 1,13,245 crore ($9.5 billion) laundered via over-invoicing, under-invoicing, and hundi, with Saiful Alam, his wife Farzana Parveen, and sons Ahsanul and Ashraful implicated.
Tax Evasion and Market Manipulation
– VAT Fraud: From 2019-22, S. Alam subsidiaries like S. Alam Vegetable Oil Ltd. and S. Alam Super Edible Oil Ltd. evaded Tk 3,538 crore in VAT by underreporting sales—e.g., reporting Tk 2,402 crore in sales against actual Tk 12,726 crore for the former. The National Board of Revenue fined them Tk 3,531 crore more for this.
– Edible Oil Hoarding: In 2022, the Directorate of Consumers’ Rights Protection found S. Alam stopped edible oil production during shortages, inflating prices and profiting off market manipulation.
Political Patronage and Fallout
– The group’s alleged crimes flourished under Sheikh Hasina’s regime, with critics claiming Saiful Alam was a financial linchpin for her Awami League. After her ouster in August 2024, the interim government under Muhammad Yunus froze S. Alam’s assets, seized 321 million shares worth Tk 35.63 billion ($293.7 million) in January 2025, and imposed travel bans. The Anti-Corruption Commission (ACC) and CID have since ramped up probes, targeting bank officials and S. Alam’s family.
Current Status
Saiful Alam, now a Singapore citizen (having renounced Bangladeshi nationality in 2020), has pushed back via his U.S. lawyers, Quinn Emanuel, threatening international arbitration under a 2004 Bangladesh-Singapore treaty. He claims asset freezes have crippled his empire, risking 200,000 jobs. Meanwhile, Bangladesh seeks to recover the looted funds, with Yunus appealing to Singapore for help in November 2024. The ACC continues investigating, recently grilling Islami Bank officials and freezing accounts tied to eight S. Alam factories reopened in January 2025 but idled due to raw material shortages.
Bottom Line
S. Alam Group’s alleged fraud and corruption center on exploiting Bangladesh’s banking system—looting an estimated 4% of the nation’s GDP ($10-12 billion)—and laundering it abroad, enabled by political cover.
The Fallout: Unanswered Questions and Implications
As of February 25, 2025, the controversy remains unresolved. The CBN has not publicly acted on the Obazee report, and no charges have been filed against Titan, TGI, or S Alam. Union Bank continues to operate, now under Titan’s stewardship, with new leadership—Bayo Adeleke as Chairman and Yetunde Oni as CEO—installed in 2022. Yet, the allegations have dented trust, prompting calls for deeper forensic audits.
Key questions linger: Was S Alam truly involved, or is it a scapegoat in a political vendetta against Emefiele? If illicit funds were used, where did they originate, and how were they masked? And what does this mean for Nigeria’s banking oversight, already strained by past crises like the 2009 bailout of toxic asset-laden banks?
For now, the Titan-Union saga is a cautionary tale of ambition, opacity, and the perils of cross-border finance. Whether it’s a legitimate triumph of a Nigerian upstart or a front for shadowy global players, only time—and perhaps a transparent investigation—will tell.