Reserve Bank Approves Bain Capital’s Stake in Manappuram Finance

Gold loan financier Manappuram Finance has received final approval from the Reserve Bank of India (RBI) for the acquisition of a stake by affiliates of Bain Capital. The approval, communicated on February 13, 2026, allows Bain Capital to acquire up to 41.66 percent of the company’s paid-up equity capital and convertible instruments.

The acquisition pertains to definitive agreements executed on March 20, 2025. Under these agreements, Bain Capital is set to invest approximately Rs 4,385 crore to secure an 18 percent stake in Manappuram Finance through a preferential allotment of equity shares and warrants priced at Rs 236 per share.

In accordance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, this transaction will trigger a mandatory open offer. Bain Capital will have the option to purchase an additional 26 percent stake from public shareholders at the same price of Rs 236 per share.

Following the completion of this investment, Bain Capital will be classified as a promoter and will jointly control Manappuram Finance alongside the existing promoters. The company’s board will undergo reconstitution to include nominee directors from Bain Capital, aligning with the transaction agreements.

The anticipated post-investment scenario indicates that Bain Capital’s stake could range between 18 percent and 41.7 percent on a fully diluted basis, factoring in shares issued upon the exercise of warrants. The existing promoters are projected to retain 28.9 percent of the company post-investment.

V P Nandakumar, Managing Director and CEO of Manappuram Finance, expressed optimism about the partnership. He stated that teaming up with Bain Capital as a joint controlling shareholder would enable the firm to accelerate growth in its core segments, enhance technology and risk management capabilities, and expand its branch network throughout India.

This acquisition marks a significant milestone for Manappuram Finance, positioning it for future growth while ensuring stronger governance through Bain Capital’s involvement. The deal reflects the increasing interest from international investors in India’s financial services sector, particularly in companies with robust growth potential like Manappuram Finance.