The Central Bank of Kenya (CBK) has approved the acquisition of up to 66 per cent of NCBA Group PLC by South Africa's Nedbank Group Limited, clearing a major regulatory hurdle for the cross-border banking transaction.

CBK approved the transaction on August 28, 2026, under Section 13(4) of the Banking Act and announced the approval on Monday, August 31.

The regulator said the acquisition will take effect once the transaction is completed in accordance with the agreement between Nedbank and NCBA. CBK said the deal is expected to support the stability and resilience of Kenya's banking sector while promoting competition.

How the deal will change NCBA's ownership

Nedbank first announced its intention to acquire approximately 66 per cent of NCBA in January 2026 through a partial pro-rata offer to NCBA shareholders.

The proposed transaction involves the acquisition of approximately 1.087 billion NCBA shares, equivalent to about two-thirds of the company's issued ordinary shares. Once completed, Nedbank will become the controlling shareholder and NCBA will become a subsidiary of the South African banking group.

The remaining 34 per cent of NCBA will continue to be publicly traded on the Nairobi Securities Exchange (NSE), meaning the transaction will not remove NCBA from the local stock market.

Deal valued at more than $850 million

Nedbank's original offer valued the transaction at approximately 13.9 billion South African rand, equivalent to about $855.5 million at the time of the announcement.

The consideration is structured as 20 per cent cash and 80 per cent in newly issued Nedbank shares. Under the offer terms, NCBA shareholders who participate receive a combination of cash and Nedbank shares rather than a purely cash payment.

The offer process opened in May and closed on July 10, 2026, with the transaction subject to the necessary regulatory approvals.

Why Nedbank wants NCBA

The acquisition forms part of Nedbank's strategy to expand beyond its traditional Southern African market and establish a stronger presence in East Africa.

NCBA gives Nedbank access to an established financial services business with operations in Kenya, Uganda, Tanzania and Rwanda, as well as digital banking activities in other African markets.

NCBA also brings a strong local customer base, established digital banking capabilities and corporate relationships that complement Nedbank's expertise in corporate and investment banking and cross-border financial services.

Nedbank has described East Africa as an important growth region and sees Kenya's position as a regional financial and commercial hub as particularly attractive.

What the acquisition means for NCBA

Despite the change in majority ownership, NCBA is expected to retain its brand, local leadership, independent governance structures and NSE listing following completion of the transaction.

The additional capital and expertise from Nedbank could provide NCBA with greater capacity to expand its operations, strengthen its digital offerings and pursue opportunities in Kenya and the wider East African market.

For customers, the immediate impact is not expected to be a change in the NCBA brand or day-to-day banking relationship. The more significant changes are likely to emerge over time through the group's strategy, investment priorities and regional expansion.

A major development for Kenya's banking sector

The acquisition marks one of the more significant foreign investments in Kenya's banking industry in recent years.

It also strengthens the links between East Africa's financial markets and South Africa, potentially creating opportunities for increased cross-border financing, trade and investment.

For investors on the NSE, the retention of a 34 per cent public stake means NCBA will remain part of Kenya's listed banking sector, even after Nedbank takes control.

The completion of the transaction will now depend on the remaining conditions being satisfied and the deal being formally closed.

Once completed, Nedbank will become the majority owner of NCBA, creating a larger pan-African banking group with a stronger presence across both Southern and East Africa.