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ESMA_QA_2609
Topic
Costs and fees
15/07/2025
Subject Matter
Performance fees for feeder funds
Question
Can the manager of a feeder fund within the meaning of Article 58 of the UCITS Directive charge a performance fee?
Level 1 Regulation
Undertakings for Collective Investment in Transferable Securities Directive (UCITS) Directive 2009/65/EC
ESMA_QA_2579
Topic
Crypto assets
20/06/2025
Subject Matter
Shared order book model
Question
Under the Markets in Crypto-Assets Regulation (MiCA), is it permissible for an EU trading platform for crypto-assets that is operated by a crypto-asset service provider (CASP) authorised under MiCA to pool its order book with that of one or more non-EU trading platforms operated by an entity or entities that are not authorised as CASPs under MiCA?
Level 1 Regulation
MiCA
ESMA_QA_2576
Topic
Publication of prospectus
19/06/2025
Subject Matter
The calculation of offers of warrants and/or units consisting of warrants and shares in relation to exemptions from the prospectus obligation in the Prospectus Regulation.
Question
1. Member State incorporated exemptions in accordance with Article 3(2) item (b) of the Prospectus Regulation. Should a rule, incorporated by a Member State in accordance with Article 3(2) item (b) of the Prospectus Regulation, granting an exemption from the prospectus obligation be interpreted so that the “total consideration” of an offer of warrants only includes the consideration paid in conjunction with the initial offer, and not the strike price of the underlying securities?;

2. Offers of warrants as a part of units. How should the phrase “total consideration” be interpreted in relation to offers of units consisting of shares (offered against consideration) and warrants (offered free of charge)? Should the “total consideration” only include the consideration for the shares and thus exclude the strike price of the underlying securities?; and

3. The warrants’ exercise period. Does the date of the occurrence of the warrants’ exercise period, in relation to the date of the initial offer, affect this interpretation and how the calculation of the “total consideration” is to be conducted? Specifically, does it have an impact on how the calculation is to be conducted if the exercise period occurs within the 12-month period? Is there any difference in how you should perform the calculation if the exercise period occurs within either 3, 6, 9 or 12 months from the date of the initial offer? Does it make any difference whether the warrants are offered in the form of a unit?
Level 1 Regulation
Prospectus Regulation 2017/1129
ESMA_QA_2575
Topic
Disclosures
18/06/2025
Subject Matter
Updates of notification letters for the cross-border marketing of UCITS
Question
When, pursuant to Article 93(8) of Directive 2009/65/EC, a UCITS gives written notice to the competent authorities of both the UCITS home Member State and the UCITS host Member States, of a change to the information in the notification letter submitted in accordance with Article 93(1) of Directive 2009/65/EC, or a change regarding share classes to be marketed, should the documents referred to in Article 93(2) of Directive 2009/65/EC be included?
Level 1 Regulation
Undertakings for Collective Investment in Transferable Securities Directive (UCITS) Directive 2009/65/EC
ESMA_QA_2570
Topic
Leverage
16/06/2025
Subject Matter
Article 9 financial products
Question
Further to joint SFDR Q&A V.1, can the European Commission specify for financial products disclosing under Article 9 SFDR what investments count as “investments for certain specific purposes such as hedging and liquidity”, including whether investments in Money Market Funds (MMFs) count as such investments?
Level 1 Regulation
Regulation (EU) 2019/2088 - Sustainable Finance Disclosure Regulation (SFDR)