Shareholders give the green light to the plan linked to the lender’s intended majority stake in an Indian bank.
Dubai: Emirates NBD has approved a draft plan to merge its Indian branches with RBL Bank, contingent on acquiring a majority stake—marking a major regulatory step in the UAE lender’s largest overseas banking expansion to date.
The proposal received shareholder approval at Emirates NBD’s General Assembly meeting, alongside resolutions on dividends, funding programs, and governance matters. The India-related resolution specifically authorizes the merger of the bank’s Indian branches with RBL Bank, provided the group secures a controlling stake in compliance with Indian banking regulations.
This follows Emirates NBD’s announcement last year of its plan to acquire a 60% stake in RBL Bank for around $3 billion. If finalized, the deal would become one of the largest cross-border transactions involving an Indian private bank, significantly increasing Emirates NBD’s presence in one of the world’s fastest-growing banking markets.
Regulatory groundwork
The proposed branch merger aims to streamline operations and ensure full regulatory compliance if Emirates NBD becomes the majority shareholder of RBL Bank. By integrating its Indian branches into the local lender, Emirates NBD would consolidate its operations under a single regulated entity—a structure generally required by Indian authorities for foreign bank acquisitions.
The General Assembly resolution empowers management to move forward with the merger only after the acquisition is finalized, emphasizing that regulatory approvals remain essential. Deals of this magnitude in India typically need clearance from multiple bodies, including the Reserve Bank of India and competition authorities.
Shareholders Back Emirates NBD’s India Expansion and Strategic Plans
Dubai: Emirates NBD has received shareholder approval for a draft plan to merge its Indian branches with RBL Bank, contingent on acquiring a majority stake. The approval reflects strong backing for the UAE lender’s long-term strategy in India, where it sees significant growth opportunities in retail banking, SME lending, and digital financial services.
Strategic rationale
Speaking at the General Assembly, Sheikh Ahmed bin Saeed Al Maktoum, chairman of Emirates NBD Group, said:
“As we look ahead, Emirates NBD enters 2026 with considerable strength and confidence. Our priorities reflect the opportunities presented by a rapidly evolving financial landscape, as well as the responsibilities arising from our expanding regional presence. Internationally, we will accelerate development across our regional network, focusing on strategic investments in India and consolidating our presence in high-potential markets.”
The planned acquisition of a majority stake in RBL Bank sits at the core of Emirates NBD’s international growth strategy. India’s large population, rising digital adoption, and expanding middle class make it a key target for global banks. For Emirates NBD, acquiring an established private-sector lender offers faster scale than organic expansion alone.
Regulatory groundwork
The branch merger is intended to streamline operations and ensure regulatory compliance if Emirates NBD becomes RBL Bank’s majority shareholder. By merging its Indian branches into the local bank, Emirates NBD would consolidate its operations under a single regulated entity, a structure generally required by Indian regulators in foreign acquisitions. The merger can only proceed once all regulatory approvals—typically including the Reserve Bank of India and competition authorities—are obtained.
Broader approvals
At the same meeting, shareholders also approved the board’s proposal to distribute a cash dividend of Dh1 per ordinary share for 2025, totaling Dh6.32 billion, payable to shareholders registered as of February 27, 2026. Resolutions related to debt programmes, new funding frameworks, board remuneration, and the audited 2025 financial statements were also approved. Ernst & Young Middle East was appointed as group auditor for 2026.
Focus now on execution
With shareholder approval secured, Emirates NBD now turns to regulatory review and execution of the India transaction. If completed, merging its Indian branches with RBL Bank would represent a structural shift in the bank’s international operations and deepen its presence in one of the world’s fastest-growing and most competitive banking markets. The decision underscores India’s central role in Emirates NBD’s growth strategy as it leverages scale, technology, and capital to expand its regional and international footprint.
