Germany – BaFin Inappropriate Advertising Prohibition

Germany – BaFin Inappropriate Advertising Prohibition

On 24 April 2026, GE BaFin ordered UniCredit to cease its takeover adverts.

  • GE BaFin had ordered UniCredit SpA to refrain from its inappropriate advertising in connection with the takeover process of Commerzbank AG, containing sensationalist and inaccurate statements about the current financial situation of Commerzbank AG.

Order Summary

  • With the order, GE BaFin exercised its powers under Section 28 of German Securities Acquisition and Takeover Act (WpUG), and addressed abuses in the ongoing takeover process and, clarifying limits of permissible advertising connected with takeover bids.
  • Regulation aims to ensure investors are not deceived by unclear/misleading adverts, as all market participants must have both equal and fair access to accurate information.
  • Measure taken by GE BaFin is immediately enforceable, but it is not yet legally binding.
  • Publication will be carried out in accordance with the rules of Section 44 of the WpUG.
  • The company will face a fine for any intentional or negligent violation of this order, and under the Order, UniCredit SpA is required to bear the costs of relevant proceedings.