A new Market Abuse Regime, the Market Abuse Regulation (EU 596/2014) ("MAR") and the Market Abuse Directive on criminal sanctions for market abuse (Directive 2014/57/EU) ("CSMAD"), together with MAR, ("MAD II') became applicable in Ireland and across the European Union on 3 July 2016. The new regime replaces the previous Market Abuse Directive (2003/6/EC).
MAR aims to enhance market integrity and investor protection by updating and strengthening the existing market abuse framework by (a) extending its scope to new markets and trading strategies; and (b) introducing new requirements and standards.
MAR does not limit its scope to financial instruments traded on regulated markets ("Regulated Markets") in the EU, but extends its requirements to financial instruments listed or traded on Multilateral Trading Facilities ("MTFs") and Organised Trading Facilities ("OTFs") and emission allowances, and to issuers who have made application for securities to be listed or traded on such markets.
Issuers with securities listed on Regulated Markets, MTFs and OTFs in the EU, including the Main Securities Market ("MSM"), Global Exchange Market ("GEM") and Enterprise Securities Market ("ESM") of the Irish Stock Exchange, should carefully review their obligations under MAR and to adopt policies and procedures to ensure compliance with the new regulations.
For the purpose of this memorandum MAR, CS MAD, the ESMA Technical Advice dated 3rd February 2015 (the "TA"), the ESMA Technical Standards dated 28th September 2015 (the "TS") and the Market Abuse Rules issued by the Central Bank of Ireland (the "Central Bank") (as appropriate) are collectively referred to as ("the Regulations").
Each Member State has designated a single competent authority for the purpose of MAR. In Ireland, the Central Bank is the competent authority. The relevant competent authority shall ensure that MAR is applied on its territory, regarding all actions carried out on its territory, and actions carried out abroad relating to instruments admitted to trading (or for which admission has been made) on a regulated market, MTF or OTF operating within its territory.
Issuers of debt instruments may have different competent authorities in relation to certain reporting obligations, such as the reporting of inside information or managers transactions. Issuers should consider which competent authorities are relevant to each set of obligations.
Download - Market Abuse A New Regime for Debt Issuers
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