Overview

• RBL Bank’s board approved a preferential allotment of 95.9 crore shares at Rs 280 each to Emirates NBD, giving the Dubai lender a 60% post-issue stake in what is billed as India’s biggest banking FDI and largest preferential equity raise.
• The stake purchase obligates a SEBI-mandated open offer for up to 26% of RBL’s shares held by public investors, with the CEO indicating the open offer would come after approvals and the allotment would follow roughly 15 days later.
• Both boards cleared a plan to amalgamate Emirates NBD’s India branch operations with RBL Bank, to be executed after the equity issuance subject to regulatory and shareholder nods.
• The transaction requires approvals from the RBI, DPIIT, CCI, CCEA and shareholders, with an EGM set for November 12 to vote on the issuance, foreign-ownership cap steps, and changes to the bank’s charter documents.
• On completion, Emirates NBD will be classified as promoter with board nomination rights, RBL will be treated as a subsidiary of a foreign bank, and governance will remain subject to India’s 26% voting-rights cap and the 74% overall foreign-ownership limit.