RBI Approves Avenir's ₹8,850 Crore Acquisition of Sammaan Capital

Introduction

The Reserve Bank of India (RBI) has granted its approval for Avenir Investment RSC Ltd to acquire a controlling stake in Sammaan Capital Limited, formerly known as Indiabulls Housing Finance. The transaction, valued at approximately ₹8,850 crore, marks a significant foreign investment in India's non-banking financial company (NBFC) sector. Avenir Investment is a special purpose vehicle owned and controlled by Abu Dhabi's International Holding Company PJSC (IHC), and this deal is poised to reshape Sammaan Capital's ownership and strategic direction.

A Major Regulatory Milestone

Sammaan Capital announced on March 24, 2026, that it had received the much-awaited clearance from the country's central bank. This approval covers the direct acquisition of a controlling stake in Sammaan Capital and the subsequent indirect change of control in its wholly-owned subsidiary, Sammaan Finserve Limited. The regulatory green light from the RBI follows an earlier approval from the Competition Commission of India (CCI) on December 19, 2025. With these two key approvals secured, the transaction now awaits its final clearance from the Securities and Exchange Board of India (SEBI).

Structure of the Transaction

The deal is structured around a substantial capital infusion through a preferential issue. As per the share subscription agreement signed on October 2, 2025, Avenir Investment will inject approximately ₹8,849.99 crore into Sammaan Capital. Upon the completion of this preferential issue, Avenir Investment is projected to hold a 41.23% stake in the company. This ownership could increase to as much as 63.36% of the paid-up equity share capital, assuming a full subscription to the subsequent mandatory open offer.

RBI's Stipulated Conditions

While granting its approval, the RBI has laid down specific conditions that must be adhered to. First, Sammaan Capital is prohibited from raising deposits from the public. Second, the transfer of shares must be completed within a one-year period from the date of approval, failing which the clearance will be cancelled. Third, should Avenir Investment's ownership fall below 26% at any point after the transaction, it will require prior approval from the RBI to increase its stake back to 26% or higher. These conditions are designed to ensure regulatory compliance and financial stability within the NBFC framework.

Strategic Importance and Market Impact

The capital infusion of ₹8,850 crore is expected to significantly bolster Sammaan Capital's balance sheet, providing the necessary resources for growth and expansion in a competitive market. As an NBFC classified in the 'Upper Layer' by the RBI, Sammaan Capital is considered a systemically important financial institution. This investment from a major global conglomerate like IHC underscores the long-term potential seen in India's financial services and credit ecosystem. The new leadership is also expected to bring a fresh strategic direction to the company's operations, which span retail home loans, MSME financing, and commercial project loans.

Market Reaction

The news of the RBI's approval was received positively by the market. Shares of Sammaan Capital Ltd ended the trading day on March 24 higher by 6.55% at ₹138.51 on the NSE. Earlier, following the CCI approval, the stock had jumped as much as 9% to an intra-day high of ₹154.35. The company currently has a market capitalisation of approximately ₹11,978 crore, reflecting investor confidence in the deal's successful conclusion and future prospects.

Profile of Sammaan Capital

Founded in 2000, Sammaan Capital is one of India's larger non-bank mortgage lenders. It operates a wide network of 220 branches across more than 150 towns and cities, with a workforce of over 4,430 employees. The company's portfolio includes a diverse range of lending products, positioning it as a key player in financing for retail customers, small and medium-sized enterprises, and real estate projects.

The Path Forward

With the RBI's conditional approval in place, all eyes are now on SEBI for the final regulatory clearance. Sammaan Capital has stated that it is actively engaged with SEBI to secure the final approval swiftly. The completion of this transaction within the RBI's one-year timeline will mark one of the most significant investments by a Middle Eastern entity into India's financial services sector, potentially paving the way for further global capital inflows into the country's growing NBFC space.

Conclusion

The RBI's approval is a pivotal moment for Sammaan Capital and a strong vote of confidence in India's financial regulatory environment. The deal promises to inject substantial capital, enhance governance, and provide a new growth trajectory for the company. The final step remains SEBI's approval, which will formally conclude a transaction set to have a lasting impact on the Indian financial landscape.