TOKYO, Oct 2 Citigroup said it would buy out minority shareholders in scandal-hit Japanes

TOKYO, Oct 2 (Reuters) Citigroup said it would buy out minority shareholders in scandal-hit Japanese brokerage Nikko Cordial Corp for $4.6 billion, as part of the financial giant's push into the world's second-largest economy.

Citigroup spent about $8 billion to buy a 68 percent stake in Japan's third-largest securities firm earlier this year, its biggest-ever Asian acquisition.

Since then, the U.S. bank has been increasing its retail presence in Japan and looking to repair its image after it fell foul of Japanese regulators.

Citigroup, the largest U.S. bank by market value, said it would offer its own shares to buy the remaining 32 percent it does not own in what may be the first use of a new law in Japan allowing share swaps in takeover deals.

Citigroup is one of several foreign banks and other financial firms, such as London-based HSBC Holdings, looking to target Japan's millions of wealthy individuals and the country's estimated $13 trillion in household financial assets.

Citigroup is also expanding its Japanese retail bank branch network and making efforts to repair its image, which was tarnished when regulators shut down its private banking operation three years ago.

Nikko has also had problems, thanks to an accounting scandal, but a Japanese fund manager welcomed Citigroup's purchase and said it could help invigorate Japan's financial sector.

''This is no small event. Foreign capital has ventured into the Japanese financial sector in other forms before but this is one of Japan's big three brokerages.'' Toru Kitani, senior investment manager at Sompo Japan Asset Management ''In the midst of all this talk of foreign houses losing interest in Japan, moving their headquarters to Singapore and the like, it is a major commitment to the market and will spur expectations of further realignment in the financial sector.'' Citigroup said it would list its shares in Tokyo ahead of the deal, which it said would be neutral to earnings per share in 2008.

Citigroup launched its buyout bid after Nikko was rocked by the scandal, which hurt business at core retail unit Nikko Cordial Securities and Nikko Citigroup Ltd., the companies' investment banking joint venture.

Citigroup said Nikko minority shareholders will receive Citigroup shares with an expected value of 1,700 yen, a 16 percent premium to Tuesday's closing price of 1,462 yen and the same price Citigroup paid in a tender offer earlier this year.

That would value the 32 percent stake at about 530 billion yen ($4.6 billion).

The share swap may be the first under Japanese rules adopted in May that allow a foreign company to use its own shares as currency when buying a Japanese company.

(Additional reporting by Edwina Gibbs and Nathan Layne) ($1=115.40 yen) REUTERS PBB VC1816