Commerzbank is set to appoint CFO Bettina Orlopp to lead negotiations with UniCredit when the German bank's supervisory board convenes next week, according to two sources familiar with the matter. This move comes as the Italian rival eyes a potential takeover. UniCredit recently acquired a 9% stake in Commerzbank, signaling its interest in a merger. The upcoming meeting is expected to initiate discussions between the two banks.

Commerzbank is engaging in these talks as it is obligated to consider the interests of its shareholders, despite the management's resistance to a takeover by UniCredit, one of the sources noted. The decision to task Orlopp with leading the talks could be made as early as Tuesday, when Commerzbank's supervisory board and management hold two days of meetings near Frankfurt to strategize and respond to UniCredit's advances.

Commerzbank declined to comment on the matter. The bank's CEO, Manfred Knof, announced his intention to step down by the end of 2025, just hours before UniCredit disclosed its stake, raising questions about his suitability to lead any merger talks. Commerzbank, with over 25,000 business customers, nearly a third of Germany's foreign trade payments, and more than 42,000 employees, plays a crucial role in the German economy.

The prospect of a takeover has already sparked opposition from trade unions. Earlier this week, Knof rejected overtures for a takeover. UniCredit first expressed interest in acquiring Commerzbank in 2017 and considered a competing bid in 2019 when Commerzbank was in talks with Deutsche Bank. In 2019, a source told Reuters that UniCredit envisioned merging the banks while maintaining its headquarters and listing in Milan.

When UniCredit CEO Andrea Orcel recently acquired the stake, it caught German government officials off guard. Commerzbank quickly moved to persuade the government not to sell more of its remaining 12% stake to prevent a complete takeover by UniCredit. Such a takeover could disrupt the flow of credit to German companies and expose Germany to debt risks in Italy, one of the sources said. Government officials were displeased by the surprise stake acquisition and have halted further sales of the state's remaining holding.

The discussions about a takeover are occurring at a sensitive time for Germany. The coalition government, one of the least popular in recent history, is preparing for national elections next year. Recent gains by the right-wing Alternative for Germany (AfD) and the left-wing BSW are putting pressure on the three-party government, particularly the smallest member, the liberal FDP party, which oversees the finance ministry and the stake sale.