The Pre-Emption Group reports on the use of its Statement of Principles
The Pre-Emption Group, which represents listed companies, investors and intermediaries, has published a monitoring report looking at the use of its revised Statement of Principles for the disapplication of pre-emption rights and the template resolutions in meetings held between 13 March 2016 and 1 February 2017. MORE>
Shareholder Rights Directive – latest development
On 20 May 2017, the European directive (EU) 2017/828 (Amending Directive) which proposes to amend the Shareholder Rights Directive (2007/36/EC) was published in the Official Journal and will come into force on 9 June 2017. Member States will have two years to implement the provisions – however, it is uncertain whether the UK Government will choose to do so, particularly as the UK is seeking to exit the European Union prior to the implementation deadline in June 2019 and most of the amended provisions will have limited impact on UK listed companies which are already subject to similar provisions in the UK.
The final text of the Amending Directive is in substantially the same form as the version adopted by the Council in April 2017. Click here to access the Amending Directive. Click here to read our article for further background on
the Amending Directive.
Prospectus Regulation – latest development
On 16 May 2017, the Council of the EU announced that it had adopted the proposed regulation to repeal and replace the Prospectus Directive and other corresponding measures (the Prospectus Regulation). The text remains in substantially the same form as the text adopted by the European Parliament on 5 April 2017.
The new Prospectus Regulation will come into force twenty days following its publication in the Official Journal. Whilst the majority of the provisions will apply two years after their coming into force, two exemptions will apply immediately. Click here to read our article for a summary of the two new exemptions and for further background on the new Prospectus Regulation.
Click here to read the Council's press release and here to read the Council's adopted version of the Prospectus Regulation.
General Data Protection Regulation – are you ready?
There is now just under a year until the GDPR becomes enforceable (25 May 2018) and brings significant changes to the data protections framework in the EU. The Information Commissioner’s Office (ICO) issued a Press Release to mark the one year date. The Press Release also marked the relaunch of the ICO’s publication, The 12 steps to take to prepare for GDPR.
For more information on what the GDPR is all about and how organisations should be preparing for compliance please see our detailed article here which was first published in PLC Magazine.
ESMA updates its MAR Q&A
ESMA has updated its Q&A on the Market Abuse Regulation. Two new Q&A have been added:
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Q&A 4.1 deals with the treatment of blanket cancellation policies when it is established that an issuer has inside information – ESMA clarifies that such a policy does not constitute insider dealing per se – rather, each situation must be assessed on a case-by-case basis to determine if the cancellation was made without using the inside information.
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Q&A 5.1 considers whether the requirements relating to disclosure of inside information require systematic publication of Pillar II capital adequacy assessment results - ESMA concludes that no "general rule" can be established - whether such information constitutes inside information and, if so, whether disclosure can be delayed must, in each case, be assessed on its own facts.
To see the updated Q&A in full, click here.
