Shareholders in Italy's UniCredit approved on Monday an increase in share capital that enables the Italian bank to mount a 35-billion-euro ($41-billion) hostile bid for its German rival Commerzbank
UniCredit shareholders approved a motion to issue additional shares to raise share capital by up 6.7 billion euros at an extraordinary meeting, the bank said in a statement.
UniCredit plans to formally launch on Tuesday its offer to Commerzbank shareholders of 0.485 UniCredit shares per Commerzbank share.
At the share prices of the banks on Monday, that offer represents a loss of around three euros per share for Commerzbank shareholders.
Italy's second-largest bank is already the leading shareholder in Commerzbank with a stake of 25 percent.
Under German market rules, if it increases its holding above 30 percent it has to make other shareholders an offer to acquire their shares.
UniCredit has wooed Commerzbank shareholders with promises of higher returns by refocusing its activity on the German market to spur faster growth.
However Commerzbank has said its strategy offers shareholders better perspectives, and is set to provide an updated growth trajectory through 2030 when it presents first quarter results on Friday.
"Our opinion remains unchanged" about the value of the UniCredit offer, a Commerzbank spokesman told AFP.
The German government has also repeatedly voiced its opposition to a takeover of Commerzbank.
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