The German Federal Financial Supervisory Authority (Bafin) today announced it has imposed an administrative fine amounting to €320,000 on Nomura Holdings Inc.

The reason for this fine is a breach of supervisory duties in connection with contraventions of the German Securities Trading Act (WpHG). During the period of UniCredit S.p.A.’s takeover bid for Commerzbank AG – specifically in May and June 2026 – Nomura Holdings Inc. failed to submit voting rights notifications relating to Commerzbank AG within the prescribed period.

Under the German Act on Breaches of Administrative Regulations (OWiG), companies must implement supervisory measures to prevent breaches of their legal obligations. This includes submitting voting rights notifications.

Shareholders must notify the issuer and Bafin within four trading days if their voting rights reach certain thresholds.

The obligation to submit voting rights notifications helps to ensure transparency in the capital market. The aim is to make the EU as a financial centre more attractive in the face of international competition and to enhance investor confidence in the stable functioning of the EU stock market.

If parties subject to the notification requirements fail to notify the issuer and Bafin within the prescribed period that their shares have reached, exceeded or fallen below certain thresholds, they contravene section 33 et seq. of the WpHG. This also applies if a notification is made within the prescribed period but does not comply with the statutory requirements and needs to be corrected.

Bafin may impose an administrative fine for failure to comply with this requirement. When imposed on a legal entity, the highest possible fine is a maximum of €10 million or up to 5% of total revenue.