July 2025 – The EU Listing Act introduces significant changes to the capital markets framework, including a revision of the ad-hoc disclosure rules under the Market Abuse Regulation (MAR). These changes are particularly relevant for protracted processes such as M&A transactions, restructurings and other multi-stage corporate events.
Under the new regime, issuers will generally be required to publish an ad-hoc disclosure only once the final event of a protracted process occurs. Intermediate steps no longer need to be disclosed individually, reducing the risk of premature market announcements and increasing overall legal certainty.
However, the regime does not introduce a safe harbour. Each intermediate step must still be assessed carefully to determine whether it qualifies as inside information under Article 7 MAR. If so, issuers must ensure confidentiality and implement effective leak monitoring. Immediate disclosure remains required if confidentiality can no longer be maintained.
The revised rules will apply from July 2026. Issuers are advised to start preparing now by updating internal procedures, disclosure protocols and compliance training.
Click on the image below or use the following link to download our checklist on managing ad-hoc disclosures in protracted processes.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
