Chennai, Feb 16: Manappuram Finance Limited today announced that it has received final approval from the Reserve Bank of India (RBI) for the proposed acquisition of joint control and shareholding of up to 41.66% of the Company’s paid-up equity capital / convertible instruments by affiliates of Bain Capital, namely BC Asia Investments XXV Limited and BC Asia Investments XIV Limited.
The RBI approval, communicated on February 13, 2026, is in connection with the definitive agreements executed on March 20, 2025, under which Bain Capital committed to invest approximately ₹4,385 crore to acquire an 18.0% stake on a fully diluted basis through preferential allotment of equity shares and warrants at a price of ₹236 per share. The transaction also triggers a mandatory open offer for the purchase of an additional 26.0% stake from public shareholders at ₹236 per share, in accordance with the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
Based on the open offer subscription, Bain Capital’s stake post-investment will vary between 18.0% and 41.7% on a fully diluted basis (including shares to be issued pursuant to exercise of warrants). The existing promoters will hold 28.9% post-investment on a fully diluted basis.
With this approval, Bain Capital will be classified as a promoter of the Company and will jointly control Manappuram Finance along with the existing promoters. The Board will be reconstituted and will include nominee directors of Bain Capital, in line with the transaction agreements.
Mr. V.P. Nandakumar, MD & CEO, Manappuram Finance Limited, said: “We are pleased to receive the Reserve Bank of India’s approval for the proposed investment by Bain Capital. This is an important milestone in our partnership and reflects the strength of our governance framework and business model. With Bain Capital coming on board as a joint controlling shareholder, we are well-positioned to accelerate growth in our core segments, invest further in technology and risk management capabilities, and build a professionally managed, future-ready financial services company. It will also help us enhance and expand our branch network pan India. We remain committed to creating long-term value for our customers, employees, and shareholders.”