UK implementation of Amending Directive 2010/73/EU – Simplifying the EU Prospectus and Transparency Directives

25 May 2012

This policy statement summarises the responses the FSA and HM Treasury received to CP11/28 and the policy decisions made in light of them. These policy decisions are reflected in the FSA's near-final rules.

HM Treasury and the FSA set out the way in which they intend to take forward the implementation of the Amending Directive in the UK. Responsibility for this is shared between HM Treasury, which has the power to make changes to the Financial Services and Markets Act 2000 (FSMA), and the FSA, under its Prospectus Rules, Listing Rules and Disclosure and Transparency Rules.

FSMA implementation:summary of responses

The key changes are:

• certain changes to the order of the provisions;
• clarification that the consent of either the issuer, or other person responsible for drawing up a prospectus (but not both), is required on a subsequent placement through an intermediary;
• an adjustment to the definition of ‘Qualified Investor’ – the Directive requires that this concept ties in fully with MiFID, including taking account of any opt-downs; and
• clarifications of the content of the prospectus summary, and the definition of ‘key information’.

Full paper

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