ANNEX II REGISTRATION DOCUMENT
I. Purpose, persons responsible, third party information, experts’ reports and competent authority approval
The purpose of this section is to provide information on the persons who are responsible for the content of the registration document and to provide comfort to investors on the accuracy of the information disclosed in the prospectus. Moreover, this section provides information on the legal basis of the prospectus and its approval by the competent authority.
II. Strategy, performance and business environment
The purpose of this section is to disclose information on the identity of the issuer, its business, strategy and objectives. By reading this section, investors should have a clear understanding of the issuer’s activities and the main trends affecting its performance, its organisational structure and material investments. Where applicable the issuer shall disclose in this section estimates or forecasts of its future performance.
III. Management report, including sustainability reporting (equity securities only)
The purpose of this section is to either incorporate by reference or include the information set out in the management reports and consolidated management reports as referred to in Article 4 of Directive 2004/109/EC, where applicable, and in Chapters 5 and 6 of Directive 2013/34/EU, for the periods covered by the historical financial information including, where applicable, the sustainability reporting.
IV. Risk factors
The purpose of this section is to describe the main risks faced by the issuer and their impact on the issuer’s future performance.
V. Corporate governance
This section shall explain the issuer’s administration and the role of the persons involved in the management of the company. For equity securities, it will furthermore provide information on the background of senior management, their remuneration and its potential link to the issuer’s performance.
VI. Financial information
The purpose of this section is to specify which financial statements must be included in the document covering the two latest financial years (for equity securities) or the last financial year (for non-equity securities) or such shorter period during which the issuer has been in operation and other information of a financial nature. The accounting and auditing principles that will be accepted for use in preparation and audit of the financial statements will be determined in accordance with international accounting and auditing standards. A. Consolidated statements and other financial information. B. Significant changes
VII. Shareholder and security holder information
This section shall provide information on the issuer’s major shareholders, the existence of potential conflicts of interest between senior management and the issuer, the issuer’s share capital as well as information on related party transactions, legal and arbitration proceedings and material contracts.
VIII. Dividend policy (equity securities only)
A description of the issuer’s policy on dividend distributions and any current restrictions thereon, as well as on share repurchases.
IX. Documents available
The purpose of this section is to provide information on the documents that shall be available for inspection and the website where they can be inspected.