On 15 July 2020, the European Securities and Markets Authority (ESMA) issued a final report containing guidelines on disclosure requirements under the Prospectus Regulation. The guidelines provide guidance to financial market participants regarding the disclosure of financial and non-financial information in a prospectus. The purpose of the guidelines is to ensure that market participants have a uniform understanding of the relevant disclosure required in the various annexes included in Commission Delegated Regulation (EU) 2019/980.

The guidelines substantially update and replace the Committee of European Securities Regulators (CESR) recommendations which were originally adopted in 2005. ESMA considers it appropriate to replace the CESR recommendations with the guidelines as the Prospectus Regulation entered into application on 21 July 2019. In addition, the CESR recommendations were not adopted as guidelines under Article 16 of the Regulation establishing ESMA and therefore the comply-or-explain mechanism does not apply to them.

The guidelines will now be translated into the official EU languages and published on ESMA’s website. They will become effective two months after their publication on ESMA’s website in all the official languages.