Turkey's Banking Regulation and Supervision Agency, known by its Turkish acronym BDDK, has initiated a formal regulatory review of the proposed acquisition of Rabobank Turkey by Kazakhstan-based financial platform Kaspi.kz. The review follows a share purchase agreement between the two parties signed in March 2025, and represents a required step under Turkish Banking Law No. 5411, which mandates BDDK approval for any change of control in a licensed Turkish bank before a transaction can be completed.
Kaspi.kz, which is listed on the Nasdaq exchange under the ticker KSPI and operates a broad consumer financial services platform in Kazakhstan encompassing payments, e-commerce, and lending, confirmed that the regulatory review was under way. The company has indicated in its investor communications that closing is expected around mid-2026, a timeline that reflects the thoroughness of the approval process the Turkish regulator applies to inbound foreign ownership of domestic banking institutions.
REGULATORY FRAMEWORK GOVERNING THE REVIEW
Under Banking Law No. 5411, any party seeking to acquire a controlling or qualifying stake in a Turkish bank must satisfy the BDDK that it meets fitness and propriety standards, that the ultimate beneficial owner structure is transparent, and that the acquirer has the financial strength to support the target institution over time. The agency has authority to request extensive documentation from both buyer and seller, and the review timetable is determined by the regulator rather than by the commercial preferences of the transaction parties.
The BDDK process is a prerequisite to closing and operates independently of any competition filings that may be required in other jurisdictions. Rabobank Turkey operates as a relatively small institution within the Turkish banking landscape, primarily serving the agricultural and food-sector clients that are central to the Dutch parent group's global franchise. Kaspi.kz's interest in a Turkish bank reflects its stated intention to extend its technology-driven financial services model into new geographies beyond Kazakhstan, and Turkey's large consumer market and high smartphone penetration make it an attractive testing ground for a super-app approach.
KASPI'S EXPANSION STRATEGY
The acquisition of Rabobank Turkey, if approved by the BDDK, would represent a significant step in Kaspi.kz's geographic expansion. The company has demonstrated in Kazakhstan that combining payments infrastructure, a consumer marketplace, and lending products on a single platform can generate strong customer engagement and revenue growth. Bringing that model to Turkey, a market with a population of over 85 million and a banking sector undergoing rapid digital transformation, would provide Kaspi.kz with a substantially larger addressable market than any it currently serves.
The March 2025 share purchase agreement set the commercial terms of the deal, and Kaspi.kz management has characterised the BDDK review as a routine procedural step rather than an anticipated obstacle. Nonetheless, Turkish regulatory timelines for bank ownership changes have historically extended across several quarters, and the mid-2026 closing estimate communicated to investors reflects a conservative approach to scheduling that accounts for the possibility of information requests and additional documentation rounds during the approval process. Rabobank Group, which is divesting the Turkish subsidiary as part of its own portfolio management, has indicated its full cooperation with the review.