Prospectus Regulation
Adopted in June 2017 as part of the Capital Markets Union Action Plan, the Prospectus Regulation aims to it make easier and cheaper for companies to access capital and improve the user-friendliness for investors of SME prospectuses. ESMA published 3 consultation papers on the format and content of the prospectus, on the EU growth prospectus and on scrutiny and approval. In the same spirit as the Regulation, ESMA seeks to lighten the burden and costs of the Prospectus for SMEs.
Regarding the format and the content of the prospectus, ESMA proposes measures to lighten the burden and costs for issuers and has developed requirements for a new Universal Registration Document (URD).
On the EU Growth Prospectus (article 15), ESMA has issued draft technical advice dealing with the format and content of the SME prospectus (minimum disclosure requirements, order of presentation and the format and content of the specific summary). To ensure a proportionate regime for SMEs, ESMA has adapted individual disclosure items depending of the size of the company and of the complexity of their operation.
ESMA has also proposed technical advice for scrutiny and procedures of the approval and filing of the prospectus. ESMA has identified criteria for the scrutiny by National Competence Authorities (comprehensibility, consistency…) whilst granting them some flexibility.
ESMA should deliver its technical advice by March 2018.
Read more on the Prospectus Regulation Consultation papers here
Moody’s
Besides these consultations, ESMA fined Moody’s € 1.24 million for credit rating breaches. ESMA found that Moody’s Germany and Moody’s UK committed 2 infringements of the CRAR regarding their public announcement of certain ratings and their public disclosure of methodologies used to determine them.
Read more on Moody’s fine by ESMA here
Implementation of MiFID II
In the context of transparency requirements for bonds, structured finance products, emission allowances and derivatives, ESMA issued an interim transparency calculation for non-equity instruments.
Read more on MiFID II implementation interim transparency calculations here