European Union:
Regulations Come Into Force Amending Prospectus Threshold
25 October 2018
Shearman & Sterling LLP
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On 21 July 2018, the Financial Services and Markets Act 2000
(Prospectus and Markets in Financial Instruments) Regulations 2018
came into effect. The draft regulation was published in 30 June
2017 and was covered in the July 2017 issue of this newsletter.
The Regulations include amendments to the Financial Services and
Markets Act 2000, to implement Articles 1(3) and 3(2) of the
Prospectus Regulation ((EU) 2017/1129), which also applied from
that date.
Article 1(3) provides an exemption to the requirements of the
Prospectus Regulation where the offer of securities to the public
has a total consideration in the EU of less than €1 million,
calculated over 12 months.
Article 3(2) gives Member States the option of increasing this
exemption to €8 million (calculated over 12 months) but
prospectuses taking advantage of this increased exemption will not
have the benefit of the EU prospectus passporting regime.
We have covered the new EU Prospectus Regulation in greater
detail here, including the coming into effect of the increased
threshold for exempting additional issuances of less than 20% of
existing listed securities from publishing a prospectus, which came
into effect on 20 July 2017.
The regulation can be found here:
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