RBL Bank secures additional SEBI approvals for Emirates NBD investment transaction

RBL Bank Limited has received further regulatory clearances from the Securities and Exchange Board of India (SEBI) in connection with the proposed investment by Emirates NBD Bank (P.J.S.C) through a preferential issue of equity shares. In a disclosure dated May 4, 2026, the bank informed stock exchanges that SEBI has granted its prior approval under two additional regulations, marking another significant step forward in the strategic transaction.

Additional SEBI Approvals Received

Vide its letter dated May 4, 2026, SEBI has provided its prior approval to the bank's application under the Securities and Exchange Board of India (Bankers to an Issue) Regulations, 1994, and the Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992. Both approvals pertain to the change in control of the bank pursuant to the Proposed Transaction. This follows the earlier SEBI approval received under the Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018, which had been communicated previously.

Regulatory Approvals: Details Approval Authority: Securities and Exchange Board of India Regulation 1: SEBI (Bankers to an Issue) Regulations, 1994 Regulation 2: SEBI (Merchant Bankers) Regulations, 1992 Earlier Approval: SEBI (Depositories and Participants) Regulations, 2018 Approval Type: Prior approval for change in control Investment Partner: Emirates NBD Bank (P.J.S.C) Transaction Structure: Preferential issue of equity shares

Investment Agreement Framework

The disclosure is in continuation of the bank's earlier stock exchange filing dated October 18, 2025, which first announced the proposed investment by Emirates NBD Bank in RBL Bank by way of a preferential issue of equity shares. The transaction is governed by the Investment Agreement dated October 18, 2025, entered into between the investor and the bank, as amended. This strategic partnership represents a significant development for the private sector bank as it advances with the UAE-based financial institution.

Outstanding Regulatory Requirements

Despite the multiple SEBI approvals secured, the Proposed Transaction continues to remain subject to the receipt of certain other regulatory approvals and customary conditions precedent as outlined in the Investment Agreement. The bank has indicated that these requirements are still pending completion before the transaction can be concluded.

Transaction Progress: Status SEBI Approval (Depositories & Participants Regulations, 2018): Completed SEBI Approval (Bankers to an Issue Regulations, 1994): Completed SEBI Approval (Merchant Bankers Regulations, 1992): Completed Investment Structure: Preferential equity investment Remaining Requirements: Other regulatory approvals and conditions precedent Agreement Framework: Investment Agreement dated October 18, 2025

Compliance and Transparency

In compliance with Regulation 46(2) of SEBI Listing Regulations, RBL Bank has hosted the relevant information on its official website at www.rbl.bank.in . The bank continues to maintain transparency throughout the regulatory process, providing regular updates to both BSE Limited and National Stock Exchange of India Limited. The latest approvals bring the transaction closer to completion, with the fulfillment of remaining regulatory and contractual requirements still awaited.

RBL Bank has submitted the transcript of its earnings call for the quarter and financial year ended March 31, 2026, to the BSE and NSE stock exchanges. The bank filed the regulatory disclosure on April 28, 2026, following the earnings call held on April 25, 2026, with analysts and investors.

Regulatory Compliance and Disclosure

The submission was made pursuant to Regulations 30 and 46(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Company Secretary Niti Arya signed the regulatory filing, ensuring compliance with mandatory disclosure requirements for listed entities.

Filing Details: Information Filing Date: April 28, 2026 Earnings Call Date: April 25, 2026 Reporting Period: Q4FY26 Regulatory Framework: SEBI LODR Regulations 30 & 46(2) Company Secretary: Niti Arya

Stakeholder Access and Transparency

The earnings call transcript has been made available on the bank's official website under the investor relations section. Stakeholders can access the complete discussion at the bank's investor relations portal, specifically in the disclosures regulation 46 financial highlights section. This ensures transparency and provides comprehensive access to management commentary on the bank's Q4FY26 performance.

Corporate Information and Contact Details

RBL Bank operates from its controlling office at One World Center, Tower 2B, Lower Parel, Mumbai, with its registered office located in Kolhapur. The bank maintains its commitment to regulatory compliance and investor communication through structured disclosure processes and accessible documentation for all stakeholders.

Corporate Details: Information BSE Scrip Code: 540065 NSE Symbol: RBLBANK CIN: L65191PN1943PLC007308 Website: www.rbl.bank.in Customer Care: customercare@rbl.bank.in

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