Commerzbank's Autumn Verdict: ECB Signals Approval While BaFin Digs In
Published on 08/16/2026 at 03:05 | Redaktion boerse-global.de
The takeover saga enveloping Commerzbank is entering its decisive phase, with Europe's top banking regulator reportedly inclined to wave through UniCredit's bid even as Frankfurt's own watchdog strikes a far more sceptical tone. According to a confidential internal document cited by Reuters, the European Central Bank's preliminary assessment finds "no grounds for objection" to the proposed combination — though supervisors are simultaneously demanding extra safeguards to cushion what they describe as a "demanding and protracted" integration.
That final ECB determination is expected to land in September or October, setting up an autumn that will determine whether Italy's largest lender secures control of its German rival. The regulatory clock is already ticking: the central bank is working within a statutory window of 60 working days, extendable by a further 20, which could see a formal control takeover completed as early as October.
A Regulator Divided
The ECB's tentative thumbs-up sits awkwardly alongside the stance of Germany's BaFin, which has accused UniCredit of aggressive tactics and is pressing the Milan-based bank to present a strategy that builds trust. That puts the German supervisor in a weaker position, with the European authority holding the decisive cards in the approval process.
The tension between the two regulators reflects a broader ambivalence within the ECB itself — a willingness to bless the deal on principle, tempered by explicit warnings about the risks lurking in the integration phase. The demand for additional mitigation measures suggests UniCredit will not receive a clean pass, and the precise conditions attached could yet reshape the economics of the transaction from the Italian bank's perspective.
Formal Talks Finally Begin
Against that backdrop, the two institutions held their first formal discussions on Tuesday. UniCredit chief Andrea Orcel and Commerzbank chief executive Bettina Orlopp covered balance-sheet, legal and risk-related questions tied to the upcoming regulatory consolidation, according to Bloomberg. The exchange marks a notable thaw in a months-long standoff: Commerzbank's board had previously dismissed the initial offer as too cheap, but now appears more receptive to direct engagement.
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The regulatory machinery has been grinding forward in parallel. BaFin confirmed back in late July that UniCredit's application to cross the 30 percent threshold was complete, forwarding the file to the ECB. UniCredit's position has since strengthened considerably: following its July tender offer, the bank now holds 47.59 percent of the capital and 49.65 percent of the voting rights, with a further 11.48 percent exposure through non-voting derivatives. The German government retains a 12.7 percent stake, keeping the political dimension of the deal very much alive.
Shares Hover Near Record Territory
Investors have taken the mixed signals in stride. The stock closed Friday at €39.85, a mere 0.6 percent below the 52-week high of €40.11 set on August 13. Since UniCredit first signalled its takeover interest, the shares have advanced 9.7 percent, with a 3.4 percent gain coming in the fortnight since Commerzbank's record half-year results. The year-to-date return stands at 10 percent, and the 30-day move is a solid 4.4 percent.
The technical picture reinforces the bullish narrative. Trading 13 percent above the 200-day moving average of €35.24 points to sustained upward momentum, while a relative strength index of 62.4 suggests the rally is not yet overheated — though it leaves little headroom for further sharp gains should the ECB verdict disappoint.
The July suspension of the share buyback, first reported by the FAZ, looks increasingly like a tactical decision to keep the takeover situation uncluttered. Management has nonetheless reaffirmed its planned capital distribution of roughly €3.2 billion for the current financial year, signalling that operational strength and the takeover poker game are proceeding on parallel tracks.
Governance Shifts Behind the Scenes
Away from the merger headlines, Commerzbank is also making organisational adjustments. Jennifer Sander, formerly chief compliance officer at Oddo BHF, took up her new role as the bank's Chief Compliance Officer on August 1, joining the management board. The appointment carries particular weight given the heightened scrutiny of governance and control functions during the ECB's review.
For shareholders, the regulatory calendar now trumps operational news. The key question in the coming weeks is whether the BaFin's reservations gain any traction or whether the ECB's faster path prevails — and, crucially, what concessions UniCredit must ultimately make. The next scheduled opportunity for fresh signals arrives with the third-quarter results on November 5, though the autumn ECB ruling will likely have already reshaped the landscape by then.
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