18 February 2015

European Commission: Consultation on the review of the Prospectus Directive

A key focus will be to reduce the administrative hoops through which companies have to jump. The consultation will, among other things, consider ways to simplify the information included in prospectuses, examine when a prospectus is necessary and when it is not and how to streamline the approval process.

The Commission is launching the consultation alongside the Green Paper on Capital Markets Union. The purpose of the consultation is to gather views on the functioning of the Prospectus Directive and the implementing legislation. The consultation covers a very broad range of issues, for example, the scope of the prospectus requirement and the exemptions thereto, the appropriate level of investor protection, possible ways to reduce administrative burden and costs that seem unnecessary, cross-border issues and the possibility to make the regime more appropriate for small and medium-sized enterprises and companies with reduced market capitalisation.

The Commission would be particularly interested in specific evidence or data substantiating views. The responses will be taken into account in the preparation of a review of the Prospectus Directive and, if and where appropriate, of proposals to amend it. All citizens and organisations are welcome to contribute to this consultation. Contributions are particularly sought from companies having prepared a prospectus in the past or considered doing so, law firms or consultancies working in this area, relevant national authorities and business organisations, investor and consumer organisations, and investors who have already used prospectuses for their investment decisions.

Prospectuses are legal documents used by companies to attract investment. They contain facts to help investors make informed investment decisions. But they are also costly and administratively burdensome for companies to produce, often requiring hundreds of pages of detailed information. And for investors, it can be complex to wade through excessively detailed information.

The Commission is seeking feedback from the European Parliament and the Council, other EU institutions, national parliaments, businesses, the financial sector and all those interested. All stakeholders and interested parties are invited to submit their contributions by 13 May 2015.

Consultation document

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