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Directions · Reserve Bank of India

Reserve Bank of India (Local Area Banks – Acquisition and Holding of Shares or Voting Rights) Directions, 2025

UR

The four dates on this rule

At a glanceFive per cent of capital or voting rights makes a person a major shareholder. These rules apply to every local area bank. The rules take effect the day RBI puts them on its website.

Official RBI page

What it says

How firm is each point

Stated by RBI — RBI’s own paragraph says this. We have only made it plainer.

Our reading — BankPulse read RBI’s paragraph and shortened it. The paragraph is the authority, not this line.

Needs judgement — RBI leaves this to the bank to settle, so nobody can give you a fixed number here.

Chapter I. Preliminary

1. Starts on the website

RBI Para 2 · Our reading

The rules take effect the day RBI puts them on its website.

2. Who must follow this

RBI Para 3 · Stated by RBI

These rules apply to every local area bank.

3. Five per cent is line

RBI Para 4(5) · Stated by RBI

Five per cent of capital or voting rights makes a person a major shareholder.

BankPulse example. A man owns 3 per cent of a bank and his wife owns 2.5 per cent. Added together that is 5.5 per cent, and RBI counts a person along with his relatives. So he is a major shareholder on RBI's five per cent, even though neither name alone reaches it.

Chapter II. Prior Approval for Acquisition

Must know

1. A lighter test below ten

RBI Para 6(1) · Our reading

Between five and 10 per cent one set of questions is asked.

2. Character and tax record

RBI Para 6(1) · Stated by RBI

Integrity, reputation, track record and tax compliance are all weighed.

3. Where the money came from

RBI Para 6(1) · Our reading

The credibility of the source of the purchase money is examined.

4. A heavier test above ten

RBI Para 6(2) · Our reading

At 10 per cent and above more questions are added on top.

5. And whether it will last

RBI Para 6(1) · Our reading

RBI also asks whether that money can keep supporting the bank.

6. Has he done this before

RBI Para 6(1) · Stated by RBI

The buyer's business record and any past acquisitions are examined.

7. Side agreements are read

RBI Para 6(1) · Stated by RBI

Shareholder agreements and what they do to control are looked at.

8. Ask RBI before crossing

RBI Para 7 · Our reading

Anyone heading for major shareholding must get RBI's approval first.

9. RBI may ask the bank

RBI Para 8 · Our reading

RBI may ask the bank itself what it thinks of the proposed buyer.

10. RBI may allow less

RBI Para 12 · Our reading

RBI may permit a smaller holding than asked for, and that decision binds.

11. And attach conditions

RBI Para 13 · Needs judgement

RBI may put conditions on the buyer and on the bank while permitting it.

12. Falling below spends it

RBI Para 14 · Stated by RBI

If the holding falls below five per cent, going back up needs fresh approval.

13. Some countries are barred

RBI Para 15 · Stated by RBI

A person from an FATF non-compliant country cannot become a major shareholder.

14. The route counts as well

RBI Para 15(2) · Our reading

The bar follows the money through any country it is routed through.

Do it

15. The bank writes the test

RBI Para 6 · Stated by RBI

The board must approve its own fit and proper test for major shareholders.

16. The board must apply itself

RBI Para 9 · Our reading

The board must discuss the proposal and judge the person itself.

17. Thirty days to comment

RBI Para 10 · Stated by RBI

The bank answers RBI within 30 days of its reference.

Background

18. RBI checks too

RBI Para 11 · Our reading

RBI runs its own check on whether the buyer is fit and proper.

19. Existing ones may stay

RBI Para 16 · Our reading

Those already holding may keep it, but may not buy more without approval.

Chapter III. Continuous Monitoring Arrangements

Must know

1. No approval, no vote

RBI Para 23 · Our reading

Without RBI approval that shareholder cannot vote at all.

Do it

2. Watch them for ever after

RBI Para 17 · Our reading

The bank must keep checking that its major shareholders stay fit and proper.

3. Report a doubt at once

RBI Para 18 · Our reading · Being re-read. RBI's new text no longer matches this line exactly.

Anything that could make a shareholder unfit is reported to RBI immediately.

4. One month after the year

RBI Para 18 · Stated by RBI

A yearly report from each major shareholder within one month of year end.

5. The board's view by September

RBI Para 18 · Our reading

The board's opinion on those shareholders reaches RBI by September 30.

6. Watch who owns the owner

RBI Para 19 · Our reading

The bank must learn of anyone taking 10 per cent of a major shareholder.

7. Thirty days for a change

RBI Para 21 · Our reading

A change in a major shareholder is reported within 30 days of hearing it.

8. Catch an unapproved holder

RBI Para 22 · Stated by RBI

The bank must have a way to spot a major shareholder who never got approval.

9. Report a dodge to RBI

RBI Para 24 · Our reading

A scheme meant to get round the law goes to RBI, whatever its size.

10. The board sees the watching

RBI Para 25 · Stated by RBI

The board gets regular reports on how this monitoring is working.

11. Fourteen days after allotment

RBI Para 26 · Stated by RBI

New shares are reported within 14 days of the allotment being completed.

12. Do not breach the limit

RBI Para 26 · Our reading

The bank must see that an approved holder's limit is never crossed.

13. One day for a pledge

RBI Para 27 · Our reading

A pledge of promoter shares goes to RBI within one working day.

14. Thirty days to RBI too

RBI Para 28 · Our reading

A report on that pledge also goes to RBI within 30 days of it.

Chapter IV. Repeal and Other Provisions

1. Old rules stand repealed

RBI Para 29 · Our reading

The earlier shareholding rules for these banks are repealed.

2. Old actions still stand

RBI Para 30 · Our reading

Anything done under the old rules stays governed by those old rules.

3. Old approvals still count

RBI Para 30 · Our reading

Approvals given under the repealed rules now come under these rules.

4. Other laws still apply

RBI Para 31 · Our reading

These rules add to other laws. They do not cut them down.

5. RBI's reading is final

RBI Para 32 · Our reading

If a rule is unclear, RBI's reading of it binds everyone.

How this rule has changed

The points above are the rule as it stands today, after every change listed here.

  1. Issued on Nov 28, 2025. This is the date RBI put the rule out.

  2. Changed on Oct 01, 2026.

The same subject for other kinds of institution

The same subject for other kinds of institution.

Other RBI rules for local area banks

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