BTN Acquires Bank Victoria Syariah in Rp 1.5 Trillion Deal, Aims to Make BTN Syariah Indonesia’s Second-Largest Islamic Bank

 

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JAKARTA, investortrust.id — PT Bank Tabungan Negara (Persero) Tbk, or BTN (BBTN), has officially acquired PT Bank Victoria Syariah (BVIS) in a move to spin off its sharia unit and form what it hopes will become Indonesia’s second-largest Islamic bank. The acquisition, worth approximately Rp 1.5 trillion ($92 million), marks a pivotal step toward fulfilling regulatory requirements and accelerating BTN Syariah’s transformation into a full-fledged standalone Islamic bank.

 

The agreement was signed on Thursday, June 5, at Menara BTN 1 in Jakarta, between BTN and the shareholders of BVIS—PT Victoria Investama Tbk and PT Bank Victoria International Tbk.

 

“This acquisition is a key part of our strategic initiative to separate BTN Syariah into a fully independent Islamic commercial bank. We’re committed to turning this new entity into the second-largest sharia bank in the country, with an efficient, inclusive business model grounded in sharia values,” said BTN President Director Nixon LP Napitupulu.

 

 

Presidential Greenlight for Spin-Off

BTN received the green light from both the Financial Services Authority (OJK) and President Prabowo Subianto to proceed with the spin-off, which is expected to be completed between October and November 2025. The acquisition price was set at 1.4 to 1.5 times BVIS’s book value.

 

The newly merged entity—BTN Syariah and BVIS—is expected to adopt a new name, pending shareholder approval and legal processes, including amendments to both banks’ articles of association. The name will be proposed by BTN and the Ministry of State-Owned Enterprises (SOEs), with final approval from the President.

 

 

Capital Plan and Regulatory Thresholds

To meet OJK’s classification as a BUKU 2 (Tier 2) bank, the new entity will require around Rp 6 trillion ($368 million) in capital. This will be funded by BTN’s internal capital (Rp 3.5–4 trillion), the BVIS acquisition (Rp 1.5 trillion), and a planned rights issue worth Rp 1 trillion in the coming months.

 

As mandated by OJK Regulation No. 12/2023 and the Financial Sector Development and Strengthening Law (UU P2SK), Islamic units must be spun off from their parent banks once their assets reach 50% of the parent’s total or exceed Rp 50 trillion. BTN Syariah’s assets stood at Rp 54.28 trillion at the end of 2023, surpassing that threshold. Nixon expects the figure to grow to Rp 65–67 trillion by October 2025.

 

“Indonesia’s sharia banking market is too large to be dominated by a single player. With this merger, we’re building a stronger ecosystem,” Nixon said.

 

 

Digital-First Strategy

Looking ahead, BTN aims to develop the new sharia bank as a digital-first institution, especially in consumer and retail banking. The combined bank will integrate digital infrastructure, business models, and human resources from both BTN Syariah and BVIS.

 

“Our goal is to build a digital sharia bank that’s even more advanced than our parent. That means recruiting a lot of IT talent,” said Nixon.

 

BTN Director of Risk Management Setiyo Wibowo added that the new bank would focus on two core customer segments: value-driven, conformist Islamic consumers and more conservative groups with strong loyalty to sharia banking.

 

“To win these segments, we need to enhance our digital services and product offerings,” he said.

 

Strategic Outlook

Aldo Jusuf Tjahaja, President Director of Victoria Investama, expressed confidence that under BTN’s leadership, BVIS would evolve into a competitive Islamic finance institution.

 

“This strategic move opens new opportunities for all stakeholders in strengthening Indonesia’s sharia banking ecosystem,” Aldo said.