PT Bank Tabungan Negara (Persero) Tbk (BTN) has taken a significant step to strengthen its foothold in the Islamic banking sector by initiating the acquisition of PT Bank Victoria Syariah (BVIS). The move follows a Conditional Sales Purchase Agreement (CSPA) signed in Jakarta on January 15, 2025, between BTN and BVIS shareholders.

The agreement allows BTN to acquire 100% of BVIS shares, with ownership divided among PT Victoria Investama Tbk (80.18%), PT Bank Victoria International Tbk (19.80%), and Balai Harta Peninggalan Jakarta (0.0016%). BTN plans to finalize the purchase using internal funding, with the total transaction value reaching Rp1.06 trillion.

BTN’s President Director, Nixon LP Napitupulu, stated that the acquisition aligns with BTN’s strategic goal to form a fully-fledged Islamic bank through inorganic growth. Once regulatory approvals are secured, BTN aims to spin off its Syariah Business Unit (BTN Syariah) and integrate it with BVIS to establish a new Bank Umum Syariah (BUS).

“The growing Islamic economy in Indonesia requires competitive players offering comprehensive banking and financial services, particularly in the housing sector. This acquisition supports BTN Syariah’s expansion to meet that demand,” Nixon explained.

The acquisition process, which involved thorough due diligence, was driven by regulatory mandates under Indonesia’s Syariah Banking Law and Financial Sector Development Law. These regulations require conventional banks with Islamic units to separate those units once certain asset thresholds are met.

As of Q3 2024, BTN Syariah’s assets had reached Rp58 trillion, a 19.2% year-on-year increase, surpassing the Rp50 trillion minimum threshold for separation. Post-acquisition projections suggest that BTN Syariah’s total assets will rise to Rp66–Rp67 trillion, solidifying its position as a major player in Indonesia’s Islamic banking sector.

Bank Victoria Syariah, with Q3 2024 assets of Rp3.32 trillion (an 8.02% year-on-year growth), was identified as a suitable candidate for acquisition due to its scale and growth trajectory. Nixon emphasized that the streamlined process of acquiring an existing Islamic bank aligns with BTN’s goal to comply with regulatory timelines, which require spin-offs to be completed by 2026.

The next steps include approvals from both BTN and BVIS shareholders and regulatory bodies such as the Financial Services Authority (OJK). Nixon expressed optimism about completing the acquisition and merger process by mid-2025, paving the way for BTN Syariah to transition into a full-fledged BUS.

During the ongoing acquisition and integration process, BTN Syariah operations will continue as usual until the transformation is legally and formally completed.

PHOTO: IDXCHANNEL