ESMA provides advice and recommendations to streamline prospectuses

These reports provide recommendations meant to facilitate capital market activity by reducing regulatory burden and also include the results of ESMA’s Call for Evidence on civil prospectus liability (CfE). 

Key proposals and findings

The technical advice on the Prospectus Regulation contains:

• advice relating to the content and format of prospectuses;
• proposed disclosure annexes for non-equity securities that are advertised with ESG features;
• advice relating to the scrutiny of information in prospectuses as well as advice relating to the procedures for the approval of a prospectus; and
• proposals to updates to the data reporting requirements in line with changes introduced by the Listing Act and in relation to the implementation of ESAP.

The technical advice on civil prospectus liability presents:

• feedback received on the CfE  where many stakeholders consider that the current regime is well-balanced and argue that reform is unnecessary at this stage;
• ESMA’s ensuing advice; and
• an update of the sections of the 2013 Report on prospectus liability related to civil prospectus liability. 

Next steps

ESMA has submitted the reports to the European Commission (EC). On the proposals to update the data reporting requirements in line with changes introduced by the Listing Act, the EC shall take a decision on whether to adopt the RTS updating Commission Delegated Regulation 2019/979 within three months. The Commission may extend that period by one month.

In relation to the technical advice on the civil prospectus liability, the EC must present a report to the European Parliament and to the Council by 31 December 2025. This should analyse the issue of liability for the information given in a prospectus, assessing whether further harmonisation of the prospectus liability in the Union could be warranted.