On 3 February 2023, the European Securities and Markets Authority (ESMA) updated its Questions and Answers (Q&As) on the Prospectus Regulation. The Q&As have been updated to include the following Q&A: Question: Article 1(4)(d) of the prospectus regulation states: “The obligation to publish a prospectus set out in Article 3(1) shall not apply to any … Continue Reading
On 7 December 2022, the European Commission published the following proposals which follow up on its commitment to simplify EU listing rules, as detailed in Action 2 of the 2020 Capital Markets Union Action Plan: Proposal for a Directive on multiple-vote share structures in companies that seek the admission to trading of their shares on … Continue Reading
On 13 October 2022, the European Securities and Markets Authority published updated questions and answers (Q&As) on the Prospectus Regulation. The Q&As now include Question 15.9: Prospectus exemption in connection with a takeover by means of an exchange offer.… Continue Reading
On 7 July 2022, the European Securities and Markets Authority (ESMA) issued a public statement on prospectus supervision in the context of EU sanctions connected to Russia’s invasion of Ukraine. The statement alerts stakeholders to the European Commission’s FAQs, which cover the scope and implementation of EU sanctions and concerns whether there is sufficient legal … Continue Reading
Germany further broadens the scope of its new legislative regime for electronic securities: On 18 June 2022, the German Regulation on Crypto Fund Units (Verordnung über Kryptofondsanteile – KryptoFAV; link) entered into force. The KryptoFAV introduces the possibility to issue units in common funds (Sondervermögen) via decentralised crypto securities registers which are typically based on distributed ledger … Continue Reading
On 28 April 2022, the International Organization of Securities Commissions (IOSCO) published a report setting out some issues and considerations for regulators when reviewing the regulation of market data. The report provides feedback on IOSCO’s earlier consultation report ‘Market Data in the Secondary Equity Market’ and offers the following considerations that regulators may find helpful … Continue Reading
On 4 April 2022, the European Securities and Markets Authority (ESMA) published its final report on the review of certain aspects of the Short Selling Regulation (SSR). The final report: Contains empirical analysis of the impacts of the short selling bans imposed during the COVID-19 pandemic and proposes legislative amendments to provisions that govern emergency … Continue Reading
On 26 January 2022, the European Securities and Markets Authority (ESMA) published a statement clarifying how to report net short positions (NSPs) between 28 to 31 January 2022 when the reporting threshold changes from 0.2% to 0.1%. The European Commission adopted the decision to permanently lower the threshold from 0.2% to 0.1% on 27 September … Continue Reading
On 11 January 2022, Commission Delegated Regulation (EU) 2022/27 amending the Short Selling Regulation (SSR) as regards the adjustment of the relevant threshold for the notification of significant net short positions in shares under Article 5(2) of the SSR was published in the Official Journal of the European Union. The Delegated Regulation adjusts the relevant … Continue Reading
On 7 January 2022, the European Commission adopted a Delegated Regulation that amends the list of high-risk third countries with strategic anti-money laundering (AML) and counter-terrorist financing (CTF) deficiencies set out in Delegated Regulation (EU) 2016/1675. Delegated Regulation 2016/1675 is provided for under Article 9(2) of the Fourth Money Laundering Directive (4MLD) and identifies in … Continue Reading
On 27 July 2021, the European Securities and Markets Authority updated its Q&As on the Prospectus Regulation. Page 9 of the Q&As contains a summary table which shows which Q&As have been recently updated.… Continue Reading
On 20 May 2021, the European Securities and Markets Authority (ESMA) made a recommendation to the European Commission to permanently lower the threshold to notify net short positions on shares to Member State national competent authorities from 0.2% to 0.1%. The Commission may adopt a delegated act modifying the notification threshold in Article 5(2) of … Continue Reading
On 5 May 2021, the European Securities and Markets Authority (ESMA) updated its Q&As on the Prospectus Regulation. ESMA has added three new Q&As that provide clarification on: The application of Article 4(1) of the CRA Regulation to credit rating disclosure in prospectuses. How to determine the home Member State in the context of global … Continue Reading
On 31 March 2021, the European Securities and Markets Authority (ESMA) updated its Q&As on the Prospectus Regulation. ESMA has added four new Q&As that seek to clarify: The application of the exemption in Article 1(5)(b) of the Prospectus Regulation in a situation concerning non-transferable securities. The application of the Prospectus Regulation where shares can … Continue Reading
On 4 March 2021, the European Securities and Markets Authority (ESMA) published guidelines that are based on Article 20(12) of the Prospectus Regulation and Article 16(1) of the ESMA Regulation. The guidelines apply to Member State competent authorities and market participants and are intended to establish consistent, efficient and effective supervisory practices among Member State … Continue Reading
On 26 February 2021, the International Organisation of Securities Commissions (IOSCO) published its work programme for 2021/2022. Ashley Alder, Chair of the IOSCO Board, said: “In 2020, our agenda was dominated by the response to COVID-19 induced market stresses. IOSCO has actively taken steps to address potential financial stability risks including a particular focus on … Continue Reading
On 29 January 2021, the European Securities and Markets Authority (ESMA) published a table designed to facilitate the passporting of prospectuses and provide transparency for market participants regarding the use of languages by different competent authorities: Languages accepted for scrutiny of the prospectus. This shows the languages that each national competent authority accepts when acting … Continue Reading
On 16 December 2020, the European Commission adopted a Delegated Regulation supplementing the Prospectus Regulation as regards the minimum information content of the document to be published for a prospectus exemption in connection with a takeover by means of an exchange offer, a merger or a division together with annexes. The Delegated Regulation is based … Continue Reading
On 17 September 2020, the European Securities and Markets Authority (ESMA) announced that it was renewing its decision to temporarily require the holders of net short positions in shares traded on an EU regulated market to notify the relevant national competent authority if the position reaches or exceeds 0.1% of the issued share capital. The … Continue Reading
On 14 September 2020, there was published in the Official Journal of the EU: Commission Delegated Regulation (EU) 2020/1272 of 4 June 2020 amending and correcting Delegated Regulation (EU) 2019/979 supplementing Regulation (EU) 2017/1129 of the European Parliament and of the Council with regard to regulatory technical standards on key financial information in the summary … Continue Reading
On 30 July 2020, there was published in the Official Journal of the EU, the decision from the European Securities and Markets Authority renewing the temporary requirement to natural or legal persons who have net short positions to temporarily lower the notification thresholds of net short positions in relation to the issued share capital of … Continue Reading
On 11 June 2020, the European Securities and Markets Authority (ESMA) issued a public statement confirming that it had renewed its decision to temporarily require the holders of net short positions in shares traded on an EU regulated market to notify the relevant Member State national competent authority (NCA) if the position exceeds 0.1% of … Continue Reading
On 27 March 2020, the European Securities and Markets Authority (ESMA) announced that it had decided to keep the date of application of the transparency calculations for equity instruments of 1 April 2020 unchanged. ESMA has recently been asked by some stakeholders to postpone the date of application – required by MiFID II / MiFIR … Continue Reading
As market volatility has increased in the wake of the Covid-19 outbreak, several competent authorities have imposed bans on short sales in certain shares. Approach taken by the FCA To date, the FCA has introduced only temporary prohibitions on short selling in certain listed instruments, on the 13 and 17 March 2020, as set out … Continue Reading
