Yes Bank Gets RBI Nod for SMBC Stake Buy, CCI Clearance Pending

The Reserve Bank of India (RBI) has cleared Sumitomo Mitsui Banking Corporation (SMBC) to acquire up to 24.99 per cent in Yes Bank, marking a significant step in the Japanese lender's proposed entry into the Indian private bank.

Yes Bank disclosed the development to stock exchanges on August 22, confirming that RBI's approval, granted via letter dated August 22, is valid for one year. Importantly, the central bank clarified that even after acquiring the stake, SMBC will not be classified as a "promoter" of Yes Bank.

"In this regard, we are pleased to inform you that Sumitomo Mitsui Banking Corporation (SMBC) has received approval from the Reserve Bank of India (RBI) to acquire up to 24.99% of the paid-up share capital and voting rights of the Bank, vide letter dated August 22, 2025. This approval is valid for one year from the date of the letter. RBI has further clarified that, pursuant to the said acquisition, SMBC will not be treated as a promoter of the Bank," the bank announced in an exchange filing.

The transaction traces back to May 9, 2025, when Yes Bank announced that SMBC would purchase 20 per cent of its equity through a secondary share sale. The deal involves a 13.19 per cent stake from State Bank of India and a combined 6.81 per cent from seven other institutional shareholders, including Axis Bank, Bandhan Bank, Federal Bank, HDFC Bank, ICICI Bank, IDFC First Bank, and Kotak Mahindra Bank.

While RBI's nod is a major hurdle crossed, the deal is not yet complete. The acquisition still requires clearance from the Competition Commission of India (CCI) along with other customary approvals laid out in the agreements disclosed earlier.

RBI's approval also comes with conditions. Yes Bank said compliance with the Banking Regulation Act, 1949, RBI's Master Directions on shareholding in banks (amended in January 2023), the Foreign Exchange Management Act, and other applicable laws will be mandatory. Provisions such as lock-in requirements and any future stake-related transactions will also remain subject to RBI's oversight.

After the proposed investment is finalised, one of Japan's largest financial institutions will become a long-term shareholder of Yes Bank. As a result of the sale, SBI and other lenders that supported Yes Bank during its rescue in 2020 will partially exit the company.