The Central Bank of Kenya (CBK) has approved Nedbank Group Limited’s proposed acquisition of up to 66 percent of the issued share capital of NCBA Group PLC, bringing the South African lender closer to taking control of one of Kenya’s largest banking groups.
NCBA announced the approval on Monday, August 31, confirming that the transaction had cleared another major regulatory hurdle as Nedbank moves to acquire a controlling stake in the Kenyan financial services group.
The approval follows several other regulatory clearances obtained in Kenya and across the region, including from the Capital Markets Authority of Kenya, South Africa’s Prudential Authority and Financial Surveillance Department, the National Bank of Rwanda, the Bank of Tanzania, and competition authorities in East Africa and other regional blocs.
Nedbank’s tender offer for approximately 66 percent of NCBA’s issued ordinary shares closed on July 10, 2026, after attracting strong shareholder participation.
NCBA reported that valid acceptances received under the offer represented approximately 79.9 percent of the company’s issued ordinary share capital. The figure represented an oversubscription of 121 percent against the number of shares Nedbank sought to acquire.
The high level of acceptances means shareholders offered more shares than Nedbank was seeking under the tender offer, although the South African lender’s proposed acquisition remains capped at approximately 66 percent and is still subject to the remaining conditions required to complete the transaction.
NCBA Group Managing Director John Gachora welcomed the CBK approval, stating that the bank would focus on ensuring a smooth transition. “We are grateful to the Central Bank of Kenya for its thorough review and approval of the transaction. We value the Central Bank’s role in ensuring the stability, integrity and continued growth of our financial sector,” Gachora stated.
“As NCBA, we remain committed to ensuring that the transition is managed responsibly and in the best interest of our customers, employees, shareholders and the broader financial sector,” he added.
The transaction is expected to be completed towards the end of the third quarter of 2026, subject to the satisfaction of all remaining conditions precedent. NCBA stated that a further announcement will be made once the offer becomes unconditional in all respects.
What the Takeover Means for NCBA Customers
For existing NCBA customers, the CBK approval does not immediately change how they access their bank accounts or use existing products and services. The transaction is primarily a change in ownership, with Nedbank seeking to become the majority shareholder in NCBA Group. It does not, by itself, require customers to open new accounts, transfer their money or replace existing banking products.
NCBA customers can therefore continue using the bank’s existing services unless the bank announces specific changes after the transaction is completed.
The acquisition could, however, lead to changes in NCBA’s business strategy over time as Nedbank assumes control and seeks to integrate its interests with those of the Kenyan lender.
Nedbank’s interest in NCBA is partly linked to the Kenyan bank’s presence in East Africa and its digital banking capabilities. The acquisition could therefore create opportunities for expanded regional services, new financial products and greater access to Nedbank’s wider African network.
However, such changes have not been announced as part of the CBK approval and should not be presented as immediate consequences of the takeover.
There is also no announcement that NCBA will change its name or brand following completion of the transaction. Similarly, the approval does not automatically result in changes to customer charges, loan rates, savings rates or existing contractual arrangements.
Any major changes affecting customers would have to be communicated by NCBA and, where applicable, comply with banking and consumer-protection requirements.
For NCBA shareholders, the transaction represents a more direct change. Nedbank is seeking to acquire up to 66 percent of the group, potentially giving it control of the listed Kenyan banking group once the transaction becomes unconditional and is completed.
NCBA was formed in 2019 following the merger of NIC Group and Commercial Bank of Africa (CBA). The group has since expanded its operations across East Africa, with businesses in Kenya, Uganda, Tanzania and Rwanda. Nedbank’s proposed takeover will therefore give the South African financial group a controlling position in a major East African banking franchise.
The CBK approval marks a significant step towards completion of the deal, but it is not the final step. The remaining conditions must first be satisfied before the offer becomes unconditional. Once that happens, settlement of the consideration due to shareholders who accepted the offer will take place within 14 trading days.
The transaction is consequently moving into its final stages, with completion expected before the end of September 2026.
