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Date Ref. Title Section Type Download Info Summary Related Documents Translated versions
18/01/2016 2016/34 ESMA CL to EFRAG on IFRS IC DI Uncertain tax positions Letter PDF
30.35 KB
08/10/2015 2015/1517 ESMA CL to EFRAG re IASB ED Amedments to IAS 19 and IFRIC 14 Letter PDF
251.7 KB
08/10/2015 2015/1519 ESMA CL to EFRAG re IASB ED Clarifications to IFRS 15 Letter PDF
269.51 KB
08/10/2015 2015/1521 ESMA CL to EFRAG re IASB ED Effective date of amedments to IFR... Letter PDF
149.02 KB
18/01/2016 2016/36 ESMA CL to the Draft Interpretation Foreign Currency Letter PDF
29.3 KB
02/12/2015 2015/1740 ESMA CL to the IASB Agenda consultation Letter PDF
798.64 KB
08/10/2015 2015/1516 ESMA CL to the IASB ED Amedments to IAS 19 and IFRIC 14 Letter PDF
250.89 KB
08/10/2015 2015/1518 ESMA CL to the IASB ED Clarifications to IFRS 15 Letter PDF
270.22 KB
08/10/2015 2015/1520 ESMA CL to the IASB ED Effective date of amedments to IFRS 10 and IAS 28 Letter PDF
148.01 KB
18/01/2016 2016/35 ESMA CL to the IFRS IC DI Uncertain tax positions Letter PDF
30.28 KB
18/11/2015 2015/1733 ESMA CL- ED Conceptual Framework and Update of References , Letter PDF
402.66 KB
12/11/2013 2013/1645 ESMA clarifies shareholder cooperation in takeover situations , , Press Release PDF
86.55 KB
ESMA clarifies shareholder cooperation in takeover situations The European Securities and Markets Authority (ESMA) has published a statement on practices governed by the Takeover Bid Directive (TBD), focused on shareholder cooperation issues relating to acting in concert and the appointment of board members. The statement contains a White List of activities that shareholders can cooperate on without the presumption of acting in concert. It also contains information on how shareholders may cooperate in order to secure board member appointments by setting out factors that national authorities may take into account when considering whether shareholders are acting in concert. The statement is in response to a request by the European Commission for clarity on these issues, following its 2012 report on the application of the TBD. It is based on information collected about the TBD’s application and common practices across the European Economic Area (EEA). The statement was prepared by the Takeover Bids Network, a permanent working group, under ESMA’s auspices, that promotes the exchange of information on practices and application of the TBD across EEA. Steven Maijoor, ESMA Chair, said: “Today’s statement means that shareholders can now be confident that they can expect authorities to take a consistent approach across the EEA to their cooperative activities. This consistency should in turn provide the reassurance needed by shareholders for the effective, sustainable engagement that is one of the cornerstones of listed companies’ corporate governance model allowing them to hold their boards to account. “ESMA believes that ensuring a consistent and convergent supervisory approach to this issue will be instrumental in affording equality of treatment to shareholders and investors across the EEA.” National competent authorities will have regard to the White List when determining whether shareholders are persons acting in concert under national takeover rules, but will also take into account all other relevant factors in making their decisions. Shareholder cooperation and acting in concert - The White List When shareholders cooperate to engage in any of the activities listed below, that cooperation will not, in and of itself, lead to a conclusion that the shareholders are acting in concert: 1. entering into discussions with each other about possible matters to be raised with the company’s board; 2. making representations to the company’s board about company policies, practices or particular actions that the company might consider taking; 3. other than in relation to the appointment of board members, exercising shareholders’ statutory rights; 4. other than in relation to a resolution for the appointment of board members and insofar as such a resolution is provided for under national company law, agreeing to vote the same way on a particular resolution put to a general meeting. If shareholders cooperate in an activity not included on the White List, this will also not result in an automatic assumption that they are acting in concert. Each case will be determined on its own particular facts. Cooperation in relation to the appointment of members of the board of a company The White List does not include any activity relating to cooperation on board appointments, due to differences in Member State approaches towards determining whether shareholders who cooperate in relation to board appointments are acting in concert. However, shareholders may wish to cooperate in order to secure board members’ appointment in a company in which they have invested. This cooperation might take the form of: 1. entering into an agreement or arrangement (informal or formal) to exercise their votes in the same way in order to support the appointment of one or more board members; 2. tabling a resolution to remove one or more board members and replace them with one or more new board members; or 3. tabling a resolution to appoint one or more additional board members. The statement therefore indicates which factors may be considered when assessing whether such cooperation is indeed an act of acting in concert. ESMA will keep the public statement under review in order to ensure that it continues to reflect accurately the practices and application of the TBD in the Member States. 2013/1642 Public Statement - Information on shareholder cooperation and acting in concert under the Takeover Bids Directive. 2013/1643 Cover Note to the Public Statement
22/11/2011 2011/219 ESMA comment letter on the EU Commission Green Paper- The EU Corporate Governance Framework , Letter PDF
496.17 KB
05/11/2013 2013/1554 ESMA Comment Letter to IFRS Interpretations Committee on application of IAS 34 Letter PDF
112 KB
05/11/2013 2013/1552 ESMA Comment Letter to the IASB on the Exposure Draft Insurance Contracts Letter PDF
167.33 KB

The European Securities and Markets Authority (ESMA) comments on the IASB’s due process with regards to the Exposure Draft (ED) Insurance Contracts with the aim of improving the transparency and decision-usefulness of financial statements and the enforceability of IFRS.

05/11/2013 2013/1555 ESMA Comment Letter to the IFRS Interpretations Committee on application of IAS 1 Letter PDF
224.94 KB
29/09/2016 2016/1407 ESMA consults on future rules for financial benchmarks , Press Release PDF
147.04 KB
15/02/2016 2016/291 ESMA consults on implementation of the Benchmarks Regulation , , Press Release PDF
118.88 KB

The European Securities and Markets Authority (ESMA) has today published a Discussion Paper (DP) regarding the technical implementation of the incoming Benchmarks Regulation (BR). ESMA is seeking stakeholder’s input to inform its future proposals on draft Regulatory Technical Standards (RTS) and Technical Advice (TA) to the European Commission.

Benchmarks are used in financial markets as a reference to price financial instruments and to measure performance of investment funds, as well as being an important element of many financial contracts and their integrity is critical to financial markets and to investors in particular. The BR’s objective is to improve the governance and control over the benchmark process, thereby ensuring their reliability and protecting users. The changes aim to:

  • improve the quality of the input data and methodologies used by benchmark administrators;
  • ensure that benchmark contributors provide adequate data and are subject to proper controls; and
  • ensure the supervision and viability of critical benchmarks.

Steven Maijoor, ESMA Chair, said:

“The Benchmark Regulation, once implemented, will ensure the accuracy, robustness and integrity of benchmarks and the benchmark setting process by clarifying the behaviours and standards expected of administrators and contributors. These requirements will ensure that benchmarks are produced in a transparent and reliable manner and so contribute to well-functioning and stable markets, and investor protection.

“ESMA, in preparing for its work on regulatory technical standards and technical advice, is keen to ensure that all affected stakeholders have their views heard on this important topic and we hope that all interested parties will take this opportunity to contribute.”

The DP is seeking stakeholder’s feedback in the following areas:

  • definition of benchmarks;
  • requirements for the benchmark oversight function;
  • requirements for the benchmark input data;
  • governance and control requirements for supervised benchmark contributors;
  • authorisation and registration of an administrator; and
  • transparency requirements regarding the benchmark methodology.

The exact date when the Benchmarks Regulation will enter into force is still unknown as it has not yet been published in the Official Journal of the EU.

Next steps

ESMA will hold an open hearing on the DP on 29 February 2016 in Paris. It will use the responses to its DP to develop detailed implementing measures on which it will publish a follow-up consultation in Q3 2016.

10/11/2016 2016-1567 ESMA finalises advice on future rules for financial benchmarks Press Release PDF
234.22 KB
15/02/2019 ESMA71-99-1115 ESMA IOSCO Statement on EDPB Opinion , Press Release PDF
83.19 KB