Topic Information obligations for issuers Requirements of European law
Article from Issuer Guidelines published by the Federal Financial Supervisory Authority
The transparency requirements governing changes in major holdings of voting rights are based on the provisions of the Transparency Directive1 and the related secondary European legislative acts:
The Implementing Directive2 on the Transparency Directive expands on the requirements, among other things with regard to the disclosure of major holdings by investors, the minimum standards for the dissemination of regulated information across Europe and minimum requirements for recognising the equivalence of provisions of third countries (countries that are neither members of the EU nor members of the EEA.).
Delegated Regulation (EU) 2015/7613, which came into force in 2015 and was effective immediately in all Member States, contains regulatory technical standards governing, among other things, calculating the amount of voting rights in connection with the market making and trading book exemptions, as well as with regard to groups of companies. The European Securities and Markets Authority (ESMA) also issues Level 3 measures that expand on the requirements of the Transparency Directive4, such as “Questions and answers” (ESMA Q&A).
Footnotes:
- 1 Directive 88/627/EEC, OJ L 348, page 62 (Transparency Directive I); Directive 2004/109/EC, OJ L 390, page 38 (Transparency Directive II); Transparency Directive II amended by Directive 2013/50/EU, OJ L 294, page 13 (Transparency Directive III = Directive Amending the Transparency Directive [TDIII]).
- 2 Directive 2007/14/EC, OJ L 69, page 27 (Level 2 Directive).
- 3 Commission Delegated Regulation (EU) 2015/761, OJ L 120, page 2.
- 4 All ESMA documents on the Transparency Directive can be downloaded at: https://www.esma.europa.eu/regulation/corporate-disclosure/ transparency-directive.
