Kotak Mahindra Bank500247Scheme of arrangement

Board-approved amalgamation of two wholly-owned subsidiaries, KMIL into KAAML

Boards of two wholly-owned subsidiaries approved a Scheme of Amalgamation — Kotak Mahindra Investments (KMIL) merging into Kotak Alternate Asset Managers (KAAML).

By ScoutQuest · Fri 25 Sep 2026, 8:17 PM IST · 2 min read

KMIL Net Worth (FY ended March 31, 2026): Rs 4,156 crore
KMIL Revenue from Operations: Rs. 1,383 crore
KAAML Net Worth (FY ended March 31, 2026): Rs. 1,481 crore
KAAML Revenue from Operations: Rs. 837 crore
Share Exchange Ratio: 7 KAAML shares of Rs. 10 each for every 6 KMIL shares of Rs. 10 each

What was announced

The Boards of Kotak Mahindra Investments Limited (KMIL) and Kotak Alternate Asset Managers Limited (KAAML), both wholly-owned subsidiaries (directly and/or indirectly) of the Bank, approved a Scheme of Amalgamation of KMIL with KAAML on a going concern basis under Section 233 of the Companies Act, 2013.

Size of the two entities

KMIL net worth: Rs 4,156 crore; revenue from operations: Rs. 1,383 crore
KAAML net worth: Rs. 1,481 crore; revenue from operations: Rs. 837 crore

(As on / for the year ended March 31, 2026)

Share exchange ratio

KAAML will issue 7 equity shares of face value Rs. 10 each for every 6 equity shares of face value Rs. 10 each held in KMIL.

What the two companies do

Effective April 1, 2026, under the RBI (Commercial Banks - Undertaking of Financial Services) Directions, 2025, KMIL's business activities are being conducted departmentally within the Bank. KMIL ceased sanctioning new loans from April 1, 2026 and, from July 1, 2026, assigned and transferred its entire bankable loan portfolio to the Bank. It is currently engaged only in acquisition/disposal of securities as part of its treasury investments. KAAML is primarily in alternate asset management and investment advisory services.

Rationale stated

Completes the post-regulatory business alignment under the RBI forms-of-business framework
Group simplification and removal of duplicate corporate infrastructure
Capital alignment at group level and strengthening KAAML's sponsor capital capacity

Related party aspect

Both are wholly-owned subsidiaries of the Bank and related parties to each other. The transaction is stated to be at arm's length based on a valuation report from an independent registered valuer, and is exempt from Regulations 23(2), (3) and (4) of the SEBI Listing Regulations as it is between two wholly-owned subsidiaries.

Approvals pending

The Scheme requires sanction of the jurisdictional Regional Director, Central Government, approvals of the respective shareholders and creditors, and approvals of BSE Limited (designated stock exchange of KMIL) and the Reserve Bank of India.

Effect on shareholders of the Bank

The Bank is not a party to the Scheme. There would be no change in the shareholding pattern of the Bank as a consequence of this amalgamation. This is an internal group restructuring exercise between subsidiaries.

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