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RBL Bank Open Offer Update: Emirates NBD Issues Corrigendum, Regulatory Approvals Expanded

Emirates NBD Bank issues corrigendum to its ₹11,636 crore open offer for RBL Bank, adding fresh SEBI and depository approvals. Here’s what investors should know.
RBL Bank Open Offer Update: Emirates NBD Issues Corrigendum, Regulatory Approvals Expanded

Mumbai, February 3, 2026 – Emirates NBD Bank (P.J.S.C.) has issued a corrigendum to its ongoing open offer for RBL Bank Limited, clarifying and expanding the list of regulatory approvals required for completion of the transaction. The corrigendum has been released in accordance with the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The update follows the public announcement made in October 2025 and subsequent disclosures related to the proposed acquisition.


Key Details of the Open Offer

Emirates NBD has proposed to acquire up to 415.58 million fully paid equity shares of RBL Bank, representing 26 percent of the expanded voting share capital of the bank.

The offer price remains unchanged at ₹280 per share, valuing the transaction at approximately ₹11,636 crore, assuming full acceptance. The consideration will be paid entirely in cash.

The offer is being managed by J.P. Morgan India Private Limited.


What Has Changed in the Corrigendum

The corrigendum primarily relates to additional regulatory approvals required due to the change in control of RBL Bank following the acquisition.

RBL Bank currently holds multiple SEBI-regulated licenses, including registrations as a banker to an issue, merchant banker, and depository participant with NSDL and CDSL.

Following the filing of the draft letter of offer, RBL Bank has submitted applications to SEBI, NSDL and CDSL seeking prior approval or no-objection for the proposed change in control. These approvals have now been formally classified as “Required Statutory Approvals” under the open offer framework.

This clarification ensures regulatory continuity of RBL Bank’s intermediary licenses after the acquisition.


Licenses Impacted by the Update

The corrigendum confirms that approvals are required for the continuation of RBL Bank’s banker to an issue license, merchant banker license, and depository participant registration.

Separately, RBL Bank has already applied for the surrender of its stock broker license, which is currently pending with the Metropolitan Stock Exchange of India.


 

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Investor Impact and Clarity

Importantly, the corrigendum does not alter:

  • The open offer price

  • The offer size

  • The shareholding percentage proposed to be acquired

  • The overall structure of the transaction

All other terms and conditions of the open offer remain unchanged.

The update is aimed at improving transparency and ensuring full regulatory compliance ahead of the offer’s completion.


Regulatory and Compliance Status

The corrigendum will be available on the SEBI website, and has been published in national and regional newspapers including English, Hindi and Marathi editions, as required under SEBI norms.

Emirates NBD and its directors have accepted full responsibility for the disclosures made in the corrigendum.


 

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Why This Matters for Investors

This update signals that the transaction is progressing into a regulatory execution phase, a critical step for any cross-border banking acquisition. While timelines remain subject to approvals, the clarification reduces uncertainty around compliance requirements.

Market participants will now track regulatory clearances closely for further movement in the RBL Bank acquisition process.

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