RBL Bank has announced that Emirates NBD Bank has received approval from the Reserve Bank of India (RBI) to acquire up to 74% of the bank’s paid-up share capital. This approval, dated April 1, 2026, allows Emirates NBD to become the parent foreign bank of RBL Bank, classifying the latter as a foreign bank operating in subsidiary mode.
The RBI’s approval mandates that Emirates NBD maintain a minimum shareholding of 51% in RBL Bank. The bank will be governed by the regulations applicable to foreign banks in wholly owned subsidiary mode, with some exceptions, such as the requirement for independent directors at board meetings.
Furthermore, the RBI has no objection to Emirates NBD being classified as the promoter of RBL Bank, subject to compliance with Securities and Exchange Board of India regulations. However, the voting rights of Emirates NBD will be capped at 26% of the total voting rights of RBL Bank, in accordance with the Banking Regulation Act, 1949.
The RBI has also exempted Emirates NBD from the requirement of a single mode of presence until its Indian branches are amalgamated with RBL Bank or within one year, whichever is earlier. The approval is valid for one year from the date of the RBI’s letter.
This transaction is contingent upon receiving further approvals from the Government of India for investment beyond 49% under the approval route and adherence to various regulations, including those under the Banking Regulation Act, 1949, and the Foreign Exchange Management Act, 1999.
The proposed acquisition remains subject to additional regulatory approvals and customary conditions as outlined in the Investment Agreement between Emirates NBD and RBL Bank, dated October 18, 2025.
Disclaimer: This article is based on a regulatory filing submitted to the National Stock Exchange of India (NSE).