Topic Information obligations for issuers Relief for SME issuers
Article from Issuer Guidelines published by the Federal Financial Supervisory Authority
Article 18(6) of the MAR provides relief for issuers on the “SME growth market” as defined in point (11) of Article 3(1) of the MAR.1 They are exempted from the obligation to maintain insider lists, but must still provide BaFin on request with an insider list in accordance with the template in Annex II of Commission Implementing Regulation (EU) 2016/3472 and in a format that ensures the completeness, integrity and confidentiality of the information, see Article 3 Commission Implementing Regulation (EU) 2016/347 (see also section V.4.2).
If BaFin requests an insider list from an SME issuer, relief is available regarding the insider’s personal address and personal telephone number. In cases where this data is not known to the issuer at the date of BaFin’s request, it does not have to be provided. In lists drawn up by SME issuers, the insider’s date of birth need only be provided if there is no national identification number.
As in the case of issuers outside of SME growth markets, SME issuers are obliged to inform persons who come into possession of inside information and draw attention to the consequences of an infringement. In contrast to non-SME issuers, however, there is no requirement to obtain the acknowledgement by the notified persons of receipt of the content of the information.
Footnotes:
- 1 When Regulation (EU) 2019/2115 of the European Parliament and of the Council of 27 November 2019 amending Directive 2014/65/EU and Regulations (EU) No 596/2014 and (EU) 2017/1129 as regards the promotion of the use of SME growth markets (“SME Growth Market Regulation”) takes effect as at 1 January 2021, Article 18(6) of the MAR will be amended, among other things, so that issuers on an SME growth market will only have to include “permanent insiders” in their insider list, unless the member states make arrangements to the contrary. In this case, other requirements apply with regard to the information to be included in the insider list.
- 2 Commission Implementing Regulation (EU) 2016/347 of 10 March 2016 laying down implementing technical standards with regard to the precise format of insider lists and for updating insider lists in accordance with Regulation (EU) No 596/2014 of the European Parliament and of the Council, OJ L 65, p. 49.
