UniCredit confirmed on Thursday that Chief Executive Andrea Orcel met Boris Rhein, minister-president of the German state of Hesse, for talks on the Italian bank's pursuit of Commerzbank, in which Rhein set out a series of conditions covering the German lender's headquarters, legal form, corporate client business and jobs. Rhein demanded that Commerzbank's registered office and its management board remain in Frankfurt, that the bank continue to operate as a joint-stock company under German law, and that banking functions relevant to its operations stay in the city. He also asked that Commerzbank's corporate client business not be transferred to HypoVereinsbank, UniCredit's German subsidiary. A UniCredit spokesperson confirmed the exchange and described it as "constructive discussions", adding that the bank had made clear in recent weeks that it was seeking direct dialogue with the government and valued the direct exchange with Rhein.
The meeting followed UniCredit's accumulation of access to close to 50% of Commerzbank's shares, a position built since 2024 and extended through a takeover offer launched in March, and one that Reuters has described as enough to determine shareholder resolutions. Commerzbank employs more than 40,000 people, serves more than 25,000 business customers and plays a key role in financing Germany's foreign trade.
FRANKFURT'S CONDITIONS TAKE SHAPE
According to the German news agency dpa, Rhein also stressed the importance of Commerzbank and its jobs for Frankfurt as a financial centre. There are concerns in Frankfurt that Commerzbank could eventually be merged with HypoVereinsbank, which could put Munich in contention as headquarters, dpa reported.
Orcel sees potential for billions of euros in savings from a takeover, including the loss of thousands of jobs, and wants to cut back Commerzbank's international network, dpa reported. A combined institution would hold more than €1.3 trillion ($1.5 trillion) in assets across two of the euro zone's largest economies, and would align with the ECB's long-standing push for cross-border consolidation in European banking.
BERLIN TALKS REMAIN THE PIVOT
The Hesse meeting precedes a more consequential encounter. Finance Minister Lars Klingbeil has invited Orcel to Berlin on 14 September for the first direct talks between the federal government and UniCredit over Commerzbank, an invitation first reported by Reuters. The federal government retains just over 12% of Commerzbank, a residual holding from its financial crisis-era rescue, making it the second-largest shareholder after UniCredit. Klingbeil is expected to set out Berlin's position and underline Commerzbank's role in financing the German economy and in sustaining Frankfurt as a financial centre.
Commerzbank has meanwhile launched a €1.2 billion share buyback, with repurchased shares due to be cancelled, an outcome that would mechanically raise UniCredit's proportional holding. The bank reported net profit of €898 million in the second quarter of 2026, against €462 million a year earlier. Commerzbank's campaign against a deal has faded since Chairman Jens Weidmann proposed talks with UniCredit in July, and Chief Executive Bettina Orlopp has confirmed direct discussions with the Italian bank while saying that a hostile approach would not work. Whether Hesse's conditions and Berlin's expectations can be reconciled with Orcel's cost-savings case will determine the shape of any negotiated settlement.
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