On 21 March 2014, the European Securities and Markets Authority ("ESMA") published for consultation various draft regulatory technical standards ("RTS") on the financial instruments subject to the notification of major shareholdings regime.
These cover the various areas that the amended Transparency Directive (as reported in our January 2014 update) requires ESMA to develop RTS on, and include for example:
- the method of calculating voting rights for financial instruments with similar economic effect to holding shares and entitlements to acquire shares and which are referenced to a basket of shares or an index; and
- the methods of determining delta for the purposes of calculating of voting rights relating to financial instruments which provide exclusively for a cash settlement.
The Transparency Directive also requires ESMA to establish an indicative list of financial instruments that are subject to the notification requirements. ESMA has set out in its consultation paper the proposed content of this list and the processes for updating it.
Responses to the consultation are requested by 30 May 2014. ESMA intends to submit the draft RTS to the Commission by 27 November 2014 for endorsement.
The consultation paper is available at: http://www.esma.europa.eu/system/files/esma-2014-300_consultation_paper_on_draft_rts_on_major_shareholdings.pdf
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