AMF launches public consultation on the transposal provisions in amending the Prospectus and Transparency Directives

28 November 2011

The delegated acts adopted by the European Commission will have an impact on the application of the General Regulation of the Autorité des Marchés Financiers (GRAMF).

Directive n° 2010/73/EU (the “Revised Directive”) amending several aspects of Directives n 2003/71/EC (the “Prospectus Directive”) and n° 2004/109/EC (the “Transparency Directive”) came into effect on 12 December 2010 and must be transposed by the Member States no later than 1st July 2012.

The main amendments made by the Revised Directive concern notably:

• the scope of application of the Prospectus Directive,
• exemptions to the obligation to draw up a prospectus,
• prospectus content,
• the summary note,
• prospectus validity,
• prospectus dissemination,
• the passport,
• and the abolition of the information document compiling the publications made over the previous 12 months by listed companies.

Among other things, the Revised Directive provides that the European Commission shall adopt delegated acts for the implementation of certain new provisions in the Directive, including:

• the content of the prospectus (including the prospectus format for SMEs and increases in capital with preferential subscription rights) and the summary note,
• the content of the final terms of the offer that are not included in the base prospectus.

A certain number of the other amendments made by the Revised Directive will require modifications to legislation or regulations. The AMF wishes to transpose those provisions that do not require prior modifications to legislation or regulations into its General Regulation (GRAMF) immediately.

Any remarks or suggestions must be sent to the Autorité des Marchés Financiers  by 28 December 2011 at the latest.

Press release

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