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European UnionRegulation

Regulation (EU) 2017/1129 (Prospectus Regulation) — prospectus to be published when securities are offered or admitted to trading

Current as of 49 provisions

Provisions

122 in the library

  1. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 36"]

    Data protection

    Data protection With regard to the processing of personal data within the framework of this Regulation, competent authorities shall carry out their tasks for…

  2. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 41"]

    Reporting of infringements

    Reporting of infringements 1. Competent authorities shall establish effective mechanisms to encourage and enable reporting of actual or potential infringements…

  3. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 32"]

    Powers of competent authorities

    Powers of competent authorities 1. In order to fulfil their duties under this Regulation, competent authorities shall have, in accordance with national law, at…

  4. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 35"]

    Professional secrecy

    Professional secrecy 1. All information exchanged between the competent authorities under this Regulation that concerns business or operational conditions and…

  5. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 23"]

    Supplements to the prospectus

    Supplements to the prospectus 1. Every significant new factor, material mistake or material inaccuracy relating to the information included in a prospectus…

  6. ["CHAPTER X", "FINAL PROVISIONS", "Article 47"]

    ESMA report on prospectuses

    ESMA report on prospectuses 1. Based on the documents made public through the mechanism referred to in Article 21(6), ESMA shall publish every year a report…

  7. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 24"]

    Union scope of approvals of prospectuses

    Union scope of approvals of prospectuses 1. Without prejudice to Article 37, where an offer of securities to the public or admission to trading on a regulated…

  8. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 16"]

    Risk factors

    Risk factors 1. The risk factors featured in a prospectus shall be limited to risks which are specific to the issuer and/or to the securities and which are…

  9. ["CHAPTER VI", "SPECIFIC RULES IN RELATION TO ISSUERS ESTABLISHED IN THIRD COUNTRIES", "Article 29"]

    Offer of securities to the public or admission to trading on a regulated market made under a prospectus drawn up in accordance with the laws of a third country

    Offer of securities to the public or admission to trading on a regulated market made under a prospectus drawn up in accordance with the laws of a third country…

  10. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 19"]

    Incorporation by reference

    Incorporation by reference 1. Information may be incorporated by reference in a prospectus where it has been previously or simultaneously published…

  11. ["CHAPTER I", "GENERAL PROVISIONS", "Article 4"]

    Voluntary prospectus

    Voluntary prospectus 1. Where an offer of securities to the public or an admission of securities to trading on a regulated market is outside the scope of this…

  12. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 21"]

    Publication of the prospectus

    Publication of the prospectus 1. Once approved, the prospectus shall be made available to the public by the issuer, the offeror or the person asking for…

  13. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 25"]

    Notification of prospectuses and supplements and communication of final terms

    Notification of prospectuses and supplements and communication of final terms 1. The competent authority of the home Member State shall, at the request of the…

  14. ["CHAPTER VI", "SPECIFIC RULES IN RELATION TO ISSUERS ESTABLISHED IN THIRD COUNTRIES", "Article 30"]

    Cooperation with third countries

    Cooperation with third countries 1. For the purpose of Article 29 and, where deemed necessary, for the purpose of Article 28, the competent authorities of…

  15. ["CHAPTER I", "GENERAL PROVISIONS", "Article 5"]

    Subsequent resale of securities

    Subsequent resale of securities 1. Any subsequent resale of securities which were previously the subject of one or more of the types of offer of securities to…

  16. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 31"]

    Competent authorities

    Competent authorities 1. Each Member State shall designate a single competent administrative authority responsible for carrying out the duties resulting from…

  17. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 13"]

    Minimum information and format

    Minimum information and format 1. The Commission shall adopt delegated acts in accordance with Article 44 to supplement this Regulation regarding the format of…

  18. ["CHAPTER X", "FINAL PROVISIONS", "Article 48"]

    Review

    Review 1. Before 21 July 2022 the Commission shall present a report to the European Parliament and the Council on the application of this Regulation…

  19. ["CHAPTER IX", "DELEGATED AND IMPLEMENTING ACTS", "Article 44"]

    Exercise of the delegation

    Exercise of the delegation 1. The power to adopt delegated acts is conferred on the Commission subject to the conditions laid down in this Article. 2. The…

  20. ["CHAPTER IX", "DELEGATED AND IMPLEMENTING ACTS", "Article 45"]

    Committee procedure

    Committee procedure 1. The Commission shall be assisted by the European Securities Committee established by Commission Decision 2001/528/EC (27). That…

  21. ["CHAPTER I", "GENERAL PROVISIONS", "Article 3"]

    Obligation to publish a prospectus and exemption

    Obligation to publish a prospectus and exemption 1. Without prejudice to Article 1(4), securities shall only be offered to the public in the Union after prior…

  22. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 15"]

    EU Growth prospectus

    under the proportionate disclosure regime set out in this Article in the case of an offer of securities to the public provided that they have no securities…

  23. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    Definitions For the purposes of this Regulation, the following definitions apply: (a) ‘securities’ means transferable securities as defined in point (44) of…

  24. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 17"]

    Final offer price and amount of securities

    Final offer price and amount of securities 1. Where the final offer price and/or amount of securities to be offered to the public, whether expressed in number…

  25. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 6"]

    The prospectus

    The prospectus 1. Without prejudice to Article 14(2) and Article 18(1), a prospectus shall contain the necessary information which is material to an investor…

  26. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 14"]

    Simplified disclosure regime for secondary issuances

    Simplified disclosure regime for secondary issuances 1. The following persons may choose to draw up a simplified prospectus under the simplified disclosure…

  27. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 8"]

    The base prospectus

    The base prospectus 1. For non-equity securities, including warrants in any form, the prospectus may, at the choice of the issuer, offeror or person asking for…

  28. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 26"]

    Notification of registration documents or universal registration documents

    Notification of registration documents or universal registration documents 1. This Article shall only apply to issues of non-equity securities referred to in…

  29. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 39"]

    Exercise of supervisory powers and powers to impose sanctions

    Exercise of supervisory powers and powers to impose sanctions 1. Competent authorities, when determining the type and level of administrative sanctions and…

  30. ["CHAPTER X", "FINAL PROVISIONS", "Article 46"]

    Repeal

    Repeal 1. Directive 2003/71/EC is repealed with effect from 21 July 2019, except for: (a) points (a) and (g) of Article 4(2) of Directive 2003/71/EC, which are…

  31. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 37"]

    Precautionary measures

    Precautionary measures 1. Where the competent authority of the host Member State has clear and demonstrable grounds for believing that irregularities have been…

  32. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 22"]

    Advertisements

    Advertisements 1. Any advertisement relating either to an offer of securities to the public or to an admission to trading on a regulated market shall comply…

  33. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 1. A prospectus shall not be published unless the relevant competent authority has approved it, or all of its…

  34. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 18"]

    Omission of information

    Omission of information 1. The competent authority of the home Member State may authorise the omission from the prospectus, or constituent parts thereof, of…

  35. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 27"]

    Use of language

    Use of language 1. Where an offer of securities to the public is made or admission to trading on a regulated market is sought only in the home Member State…

  36. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 1. The prospectus shall include a summary that provides the key information that investors need in order to understand the nature and…

  37. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions 1. This Regulation lays down requirements for the drawing up, approval and distribution of the prospectus to be published…

  38. ["CHAPTER X", "FINAL PROVISIONS", "Article 49"]

    Entry into force and application

    Entry into force and application 1. This Regulation shall enter into force on the twentieth day following that of its publication in the Official Journal of…

  39. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 38"]

    Administrative sanctions and other administrative measures

    Administrative sanctions and other administrative measures 1. Without prejudice to the supervisory and investigatory powers of competent authorities under…

  40. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 43"]

    Reporting sanctions to ESMA

    Reporting sanctions to ESMA 1. The competent authority shall, on an annual basis, provide ESMA with aggregate information regarding all administrative…

  41. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 42"]

    Publication of decisions

    Publication of decisions 1. A decision imposing an administrative sanction or other administrative measure for infringement of this Regulation shall be…

  42. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 11"]

    Responsibility attaching to the prospectus

    Responsibility attaching to the prospectus 1. Member States shall ensure that responsibility for the information given in a prospectus, and any supplement…

  43. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 33"]

    Cooperation between competent authorities

    Cooperation between competent authorities 1. Competent authorities shall cooperate with each other and with ESMA for the purposes of this Regulation. They…

  44. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document 1. Any issuer whose securities are admitted to trading on a regulated market or an MTF may draw up every financial year a…

  45. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 40"]

    Right of appeal

    Right of appeal Member States shall ensure that decisions taken under this Regulation are properly reasoned and subject to a right of appeal before a tribunal…

  46. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 34"]

    Cooperation with ESMA

    Cooperation with ESMA 1. The competent authorities shall cooperate with ESMA for the purposes of this Regulation, in accordance with Regulation (EU) No…

  47. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 12"]

    Validity of a prospectus, registration document and universal registration document

    Validity of a prospectus, registration document and universal registration document 1. A prospectus, whether a single document or consisting of separate…

  48. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 10"]

    Prospectuses consisting of separate documents

    Prospectuses consisting of separate documents 1. An issuer that has already had a registration document approved by a competent authority shall be required to…

  49. ["CHAPTER VI", "SPECIFIC RULES IN RELATION TO ISSUERS ESTABLISHED IN THIRD COUNTRIES", "Article 28"]

    Offer of securities to the public or admission to trading on a regulated market made under a prospectus drawn up in accordance with this Regulation

    Offer of securities to the public or admission to trading on a regulated market made under a prospectus drawn up in accordance with this Regulation Where a…

  50. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 38"]

    Administrative sanctions and other administrative measures

    Administrative sanctions and other administrative measures 2. Member States shall, in accordance with national law, ensure that competent authorities have the…

  51. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 27"]

    Use of language

    Use of language 3. Where an offer of securities to the public is made or an admission to trading on a regulated market is sought in more than one Member State…

  52. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 22"]

    Advertisements

    Advertisements (1), in the event that a prospectus is required to be published. 6. The competent authority of the Member State where the advertisements are…

  53. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 23"]

    Supplements to the prospectus

    Supplements to the prospectus 2. Where the prospectus relates to an offer of securities to the public, investors who have already agreed to purchase or…

  54. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 32"]

    Powers of competent authorities

    Powers of competent authorities or OTFs to suspend trading on a regulated market, an MTF or an OTF for a maximum of 10 consecutive working days on any single…

  55. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 10"]

    Prospectuses consisting of separate documents

    Prospectuses consisting of separate documents (2), shall be required to draw up only the securities note and the summary when securities are offered to the…

  56. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 19"]

    Incorporation by reference

    Incorporation by reference (24); (k) memorandum and articles of association. Such information shall be the most recent available to the issuer. Where only…

  57. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 15"]

    EU Growth prospectus

    EU Growth prospectus 2. The Commission shall, by 21 January 2019, adopt delegated acts in accordance with Article 44 to supplement this Regulation by…

  58. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 4. The summary shall be made up of the following four sections: (a) an introduction, containing warnings; (b) key information on the…

  59. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 33"]

    Cooperation between competent authorities

    Cooperation between competent authorities 4. The competent authority may request assistance from the competent authority of another Member State with regard to…

  60. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 13"]

    Minimum information and format

    Minimum information and format 2. The Commission shall, by 21 January 2019, adopt delegated acts in accordance with Article 44 to supplement this Regulation by…

  61. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 4. Where the competent authority finds that the draft prospectus does not meet the standards of completeness…

  62. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 25"]

    Notification of prospectuses and supplements and communication of final terms

    Notification of prospectuses and supplements and communication of final terms (2) shall be stated in the certificate of approval, as well as its justification…

  63. ["CHAPTER IX", "DELEGATED AND IMPLEMENTING ACTS", "Article 44"]

    Exercise of the delegation

    Exercise of the delegation (3) shall enter into force only if no objection has been expressed either by the European Parliament or the Council within a period…

  64. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 8"]

    The base prospectus

    The base prospectus 5. Where the final terms are neither included in the base prospectus, nor in a supplement, the issuer shall make them available to the…

  65. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 21"]

    Publication of the prospectus

    Publication of the prospectus 3. The prospectus shall be published on a dedicated section of the website which is easily accessible when entering the website…

  66. ["CHAPTER VI", "SPECIFIC RULES IN RELATION TO ISSUERS ESTABLISHED IN THIRD COUNTRIES", "Article 30"]

    Cooperation with third countries

    Cooperation with third countries 3. The competent authorities shall conclude cooperation arrangements on exchange of information with the supervisory…

  67. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 11"]

    Responsibility attaching to the prospectus

    Responsibility attaching to the prospectus (1), including any translation thereof, unless: (a) it is misleading, inaccurate or inconsistent, when read together…

  68. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    Definitions (4) of Section I of Annex II to Directive 2014/65/EU, and persons or entities who are, on request, treated as professional clients in accordance…

  69. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 26"]

    Notification of registration documents or universal registration documents

    Notification of registration documents or universal registration documents 2. A competent authority that has approved a registration document, or a universal…

  70. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document (21), approved by a competent authority for at least two consecutive financial years and have thereafter filed, in…

  71. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 42"]

    Publication of decisions

    Publication of decisions 2. Where the publication of the identity of the legal entities, or identity or personal data of natural persons, is considered by the…

  72. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 16"]

    Risk factors

    Risk factors 4. In order to encourage appropriate and focused disclosure of risk factors, ESMA shall develop guidelines to assist competent authorities in…

  73. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 14"]

    Simplified disclosure regime for secondary issuances

    Simplified disclosure regime for secondary issuances (1), the simplified prospectus shall contain the relevant reduced information which is necessary to enable…

  74. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 18"]

    Omission of information

    Omission of information 3. Where securities are guaranteed by a Member State, an issuer, an offeror or a person asking for admission to trading on a regulated…

  75. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions 3. Without prejudice to the second subparagraph of this paragraph and to Article 4, this Regulation shall not apply to an…

  76. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 21"]

    Publication of the prospectus

    Publication of the prospectus 25. The published list, including the hyperlinks, shall be kept up-to-date and each item shall remain on the website at least for…

  77. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 26"]

    Notification of registration documents or universal registration documents

    Notification of registration documents or universal registration documents (2) shall be stated in the certificate, as well as its justification. The competent…

  78. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 23"]

    Supplements to the prospectus

    Supplements to the prospectus 3. Where the securities are purchased or subscribed through a financial intermediary, that financial intermediary shall inform…

  79. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 33"]

    Cooperation between competent authorities

    Cooperation between competent authorities 1. Power is delegated to the Commission to adopt the regulatory technical standards referred to in the first…

  80. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (2), containing information describing the transaction and its impact on the issuer; (g) securities offered, allotted or…

  81. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 25"]

    Notification of prospectuses and supplements and communication of final terms

    Notification of prospectuses and supplements and communication of final terms (2), and the final terms of base prospectuses, for the purpose of the…

  82. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 38"]

    Administrative sanctions and other administrative measures

    Administrative sanctions and other administrative measures the national currency on 20 July 2017. 3. Member States may provide for additional sanctions or…

  83. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 27"]

    Use of language

    Use of language (4), the final terms are communicated to the competent authority of the host Member State or, if there is more than one host Member State, to…

  84. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 22"]

    Advertisements

    Advertisements 8. By way of derogation from paragraph 6, any two competent authorities may conclude an agreement whereby, for the purposes of exercising…

  85. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 8"]

    The base prospectus

    The base prospectus 7. The specific information on each of the different securities included in a base prospectus shall be clearly segregated. 8. A summary…

  86. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 6. By way of derogation from paragraphs 2 and 4, the time limits set out in the first subparagraph of paragraph 2 and…

  87. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 5. The section referred to in point (a) of paragraph 4 shall contain: (a) the name and international securities identification number…

  88. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document (3), the filing of the amendment with the competent authority shall not require approval. 8. The competent authority may at…

  89. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    Definitions (1) of Directive 2014/65/EU; (k) ‘advertisement’ means a communication with both of the following characteristics: (i) relating to a specific offer…

  90. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 32"]

    Powers of competent authorities

    Powers of competent authorities (26), until such prohibition or restriction has ceased; (k) to refuse approval of any prospectus drawn up by a certain issuer…

  91. ["CHAPTER VIII", "ADMINISTRATIVE SANCTIONS AND OTHER ADMINISTRATIVE MEASURES", "Article 42"]

    Publication of decisions

    Publication of decisions 3. Where the decision to impose a sanction or measure is subject to appeal before the relevant judicial or other authorities…

  92. ["CHAPTER III", "THE CONTENT AND FORMAT OF THE PROSPECTUS", "Article 14"]

    Simplified disclosure regime for secondary issuances

    Simplified disclosure regime for secondary issuances 1. The schedules shall include in particular: (a) the annual and half-yearly financial information…

  93. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 8. On request of the issuer, the offeror or the person asking for admission to trading on a regulated market, the…

  94. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (3) shall not apply to the admission to trading on a regulated market of any of the following: (a) securities fungible…

  95. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 27"]

    Use of language

    Use of language 5. Where a prospectus relates to the admission to trading on a regulated market of non-equity securities and admission to trading on a…

  96. ["CHAPTER VII", "ESMA AND COMPETENT AUTHORITIES", "Article 32"]

    Powers of competent authorities

    Powers of competent authorities ESMA shall be entitled to participate in on-site inspections referred to in point (n) of the first subparagraph where those…

  97. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 21"]

    Publication of the prospectus

    Publication of the prospectus 8. An approved prospectus shall contain a prominent warning stating when the validity of the prospectus will expire. The warning…

  98. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document (6). By way of derogation from the second subparagraph, where the competent authority notifies the issuer that its request…

  99. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    Definitions (1) of Directive 2004/109/EC; (m) ‘home Member State’ means: (i) for all issuers of securities established in the Union which are not mentioned in…

  100. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 23"]

    Supplements to the prospectus

    Supplements to the prospectus 6. When scrutinising a supplement before approval, the competent authority may request that the supplement contains a…

  101. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 26"]

    Notification of registration documents or universal registration documents

    Notification of registration documents or universal registration documents (3), the notification shall be accompanied by a translation of the appendix to the…

  102. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary the other parts of the prospectus, key information in order to aid investors when considering whether to invest in such securities; (f)…

  103. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 8"]

    The base prospectus

    The base prospectus 11. An offer of securities to the public may continue after the expiration of the base prospectus under which it was commenced provided…

  104. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 9. This Regulation shall not affect the competent authority’s liability, which shall continue to be governed solely by…

  105. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    in accordance with point (i)(iii) of Article 2 (1) of Directive 2004/109/EC; (n) ‘host Member State’ means the Member State where an offer of securities to the…

  106. ["CHAPTER V", "CROSS-BORDER OFFERS AND ADMISSIONS TO TRADING ON A REGULATED MARKET AND USE OF LANGUAGES", "Article 26"]

    Notification of registration documents or universal registration documents

    Notification of registration documents or universal registration documents (5), the supplement shall be notified to each competent authority which has approved…

  107. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 21"]

    Publication of the prospectus

    Publication of the prospectus 11. A copy of the prospectus on a durable medium shall be delivered to any potential investor, upon request and free of charge…

  108. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (2), containing information describing the transaction and its impact on the issuer; (f) securities offered, allotted or…

  109. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document (6), provided that: (a) upon the filing or submission for approval of each universal registration document, the issuer…

  110. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 10.

  111. ["CHAPTER I", "GENERAL PROVISIONS", "Article 2"]

    Definitions

    Definitions (1) of Directive 2014/65/EU; (v) ‘organised trading facility’ or ‘OTF’ means an organised trading facility as defined in point (23) of Article 4…

  112. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (2), containing information describing the transaction and its impact on the issuer; (g) shares offered, allotted or to be…

  113. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document 12. Where the universal registration document filed with or approved by the competent authority is made public at the…

  114. ["CHAPTER IV", "ARRANGEMENTS FOR APPROVAL AND PUBLICATION OF THE PROSPECTUS", "Article 20"]

    Scrutiny and approval of the prospectus

    Scrutiny and approval of the prospectus 12. ESMA shall use its powers under Regulation (EU) No 1095/2010 to promote supervisory convergence with regard to the…

  115. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary contained in the prospectus in accordance with Article 16 (3), while not exceeding the total number of risk factors set out in paragraph…

  116. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 9"]

    The universal registration document

    The universal registration document (2) of Directive 2004/109/EC. 13. Paragraph 12 shall only apply where the home Member State of the issuer for the purposes…

  117. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions than 18 months; (ii) that, for securities first admitted to trading on a regulated market after 1 July 2005, the admission…

  118. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary (3) of Regulation (EU) No 1286/2014. Where, in accordance with the third subparagraph of Article 8 (9), a single summary covers several…

  119. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (3) shall be extended by two additional sides of A4-sized paper, drawn up in a language accepted by the competent…

  120. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 8. The section referred to in point (d) of paragraph 4 shall contain the following information: (a) under a sub-section entitled ‘Under…

  121. ["CHAPTER I", "GENERAL PROVISIONS", "Article 1"]

    Subject matter, scope and exemptions

    Subject matter, scope and exemptions (1) of that Regulation; (d) where the shares qualify as eligible own funds or eligible basic own funds as defined in…

  122. ["CHAPTER II", "DRAWING UP OF THE PROSPECTUS", "Article 7"]

    The prospectus summary

    The prospectus summary 10. The total number of risk factors included in the sections of the summary referred to in point (c) of paragraph 6 and point (c)(iv)…

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