The Netherlands

Topic: Securities/Capital markets

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AFM recommendations to limit behavioural risks of benchmark transition

On 30 June 2021, the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten, the AFM) published recommendations on how to mitigate risks around the introduction of new fees and/or including fallback options in contracts by banks, insurers and pension funds in the context of the benchmark transition (the Recommendations). In its press release on … Continue Reading

ESMA proposes lowering the reporting threshold for net short positions to 0.1% on a permanent basis

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

ESMA updates its Q&As relating to the Prospectus Regulation

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

ESMA updates its Q&As relating to the Prospectus Regulation

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

ESMA guidelines on disclosure requirements under the Prospectus Regulation

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

IOSCO work programme 2021/22

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

ESMA – languages accepted for scrutiny of the Prospectus and translation requirements for summaries

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

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

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

ESMA renews its decision requiring net short position holders report positions of 0.1% and above

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

Commission Regulations amending the Prospectus RTS Regulation and Delegated Regulation

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

ESMA decision renewing temporary decision to lower reporting threshold for holders of net short positions

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

ESMA renews its decision requiring net short position holders to report positions of 0.1% and above

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

Dutch Minister of Finance answer questions on potential liquidity issues in the financial sector due to COVID-19

On 27 March 2020, the Dutch Minister of Finance (the Minister) sent a letter to the Dutch Parliament containing answers to questions raised by members of the Dutch Parliament on potential liquidity issues in the financial sector as a result of the COVID-19 crisis. The questions in the letter among other things relate to the … Continue Reading

ESMA confirms application date of equity transparency calculations

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

Short selling update

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

ESMA issues positive opinions on bans on net short positions by Belgian FSMA and Greek HCMC

On 19 March 2020, the European Securities and Markets Authority (ESMA) issued official opinions agreeing to emergency net short positions prohibitions by the Financial Securities and Markets Authority (FSMA) of Belgium and the Hellenic Capital Market Commission (HCMC) of Greece.… Continue Reading

ESMA decides on wide-ranging short selling disclosure requirement as COVID-19 continues to impact markets

The European Securities and Markets Authority (ESMA) has published its decision of 16 March 2020 (Decision), which requires natural or legal persons who have net short positions in relation to a share admitted to trading on a regulated market to notify to a competent authority details of any such position if the position reaches or … Continue Reading

FCA notifies temporary ban on short selling of certain European instruments

Following decisions by fellow European competent authorities, Borsa Italiana and Spain’s CNMV, the FCA has notified a temporary ban on the short selling of a list of instruments (set out below), effective immediately on 13 March 2020 and in force until the end of the trading day on 13 March 2020. The notification was made … Continue Reading

ESMA updates Q&As relating to the Prospectus Regulation

On 18 February 2020, the European Securities and Markets Authority (ESMA) updated its Q&As on the Prospectus Regulation. Two new Q&As have been added that provide clarification on: the number of additional pages that can be included in a summary where there is more than one guarantor; and the number of additional pages that can … Continue Reading

AFME updates model equity selling restrictions

On 9 February 2020, the Association for Financial Markets in Europe (AFME) published a revised version of its model equity selling restrictions to reflect the UK’s withdrawal from the EU until the end of the implementation period. The updated version of the equity selling restrictions are in substantially the same form as the version published … Continue Reading

ISDA legal guidelines for smart derivatives contracts

On 10 February 2020, the International Swaps and Derivatives Association (ISDA) published the fourth in a series of legal guidelines for smart derivatives contracts. The ISDA Legal Guidelines for Smart Derivatives Contracts – Equities (2020): provide an overview of equity derivatives transactions and different product types; explain how equity derivatives transactions are documented under both … Continue Reading

ESMA and Commission confirm non-EU AIFs not subject to SFTR reporting obligations

On 10 February 2020, the International Securities Lending Association (ISLA) submitted a letter to the European Commission and the European Securities and Markets Authority (ESMA) regarding the Regulation on reporting and transparency of securities financing transactions (SFTR). Specifically the letter concerned the SFTR scope of non-EU alternative investment funds (non-EU AIFs), and its conflict in … Continue Reading

ESMA letter technical advice on third country equivalence in relation to prospectuses

On 31 January 2020, the European Securities and Markets Authority (ESMA) published a letter to the European Commission in response of its request for technical advice on general equivalence criteria for prospectuses drawn up under the laws of third countries under Article 29(3) of the Prospectus Regulation. After careful analysis of its mandate, ESMA concludes … Continue Reading
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