Italian banking group UniCredit (CRDI.MI) is reportedly planning a swift overhaul of Commerzbank’s (CBKG.DE) supervisory board, with Chief Executive Andrea Orcel aiming for changes as early as January. The move comes as UniCredit, a prominent Italian lender, has secured nearly 50% of Commerzbank’s share capital. Commerzbank is Germany’s second-largest bank, and the Italian firm’s substantial stake is expected to grant it control over shareholder resolutions once remaining regulatory approvals are obtained. The Financial Times reported on Tuesday, citing informed sources, that an extraordinary general meeting (EGM) would be called following these approvals.
According to the report, a January board overhaul represents the best-case scenario for UniCredit. The base-case envisions securing control by the end of February, followed by the replacement of all 10 shareholder-appointed members on Commerzbank’s 20-person supervisory board. However, any changes could potentially be deferred until Commerzbank’s annual general meeting in May should the German lender seek a delay. Mr. Orcel had previously indicated in July his desire for Commerzbank to adopt UniCredit’s mapped-out strategy from January, threatening to use his firm’s 48% stake to install a new board if necessary. Reuters further reported this month that Mr. Orcel seeks to remove Commerzbank CEO Bettina Orlopp. Both UniCredit and Commerzbank offered no immediate comment on the developments.
After an initial period of resistance, Berlin and Commerzbank have reportedly softened their stance on the takeover following UniCredit’s de facto control, now seeking an accord on the terms. The German government maintains specific conditions, desiring Commerzbank to remain publicly listed, retain its Frankfurt headquarters, and continue its crucial role in financing German medium-sized companies both domestically and internationally. Germany, which holds a 13.3% stake in Commerzbank and appointed two supervisory board members since its 2009 bailout, wishes to retain these positions—a request UniCredit reportedly opposes.
