On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026. This...more
ESMA Publishes Final Report on the Preparation of Securities Prospectuses -On 12 June 2025, the European Securities and Markets Authority (ESMA) published its final report with regulatory technical standards (RTS) for the...more
The European Securities and Markets Authority (ESMA) has published two final reports providing technical advice to the European Commission (EC). The final report on prospectus regulation forms part of ESMA's technical advice...more
A) BACKGROUND On October 8, 2024, the EU Council adopted the Listing Act – a regulation amending, among other things, the Prospectus Regulation (EU) 2017/1129. Even though the Listing Act went into force on 4 December 2024,...more
The Canadian Securities Administrators (“CSA”) recently announced measures to support the competitiveness of Canadian capital markets in response to the current uncertainty in global markets. The measures are being...more
Canadian securities regulators recently implemented three blanket orders introducing exemptions intended to reduce friction for capital raising. Key among these improvements is an exemption that eliminates the requirement for...more
The European Union ("EU") Listing Act, approved by the EU Council on October 8, 2024, introduces key changes to the EU Prospectus Regulation, offering greater flexibility to access and issue securities on EU markets for small...more
The Financial Conduct Authority (the FCA) has published a consultation on debt offerings to retail investors which proposes to introduce a single disclosure standard for debt prospectuses, removing the current distinction...more
This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,...more
The end of 2024 and start of 2025 saw a flurry of activity and publications from the FCA, with the UK financial markets regulator continuing to consult on, and revise, its rulebooks, including to advance a more attractive and...more
The European Securities and Markets Authority (ESMA) has published a consultation paper containing draft guidelines on supplements which introduce new securities to a base prospectus. This is further to the new EU Listing Act...more
Das ursprünglich am 7. Dezember 2022 durch die EU-Kommission vorgelegte Maßnahmenpaket, das unter dem Titel „EU Listing Act“ bekannt ist, wurde nun endlich im November 2024 im Amtsblatt der Europäischen Union veröffentlicht....more
When the Edinburgh Reforms were announced on 9 December 2022, they were billed as an ambitious set of reforms. Two years on, we assess which of the measures have been completed, which remain outstanding, and whether they have...more
Last month, I was invited to speak to the Canadian Securities Administrators, focusing on how U.S. securities exemptions, prospectus forms, and continuous disclosure requirements differ from their Canadian counterparts. One...more
The updates include an information paper on implementing an uncertificated securities market, and a joint announcement on an enhanced timeframe for a new listing application process....more
The EU Listing Act, approved by the EU Council on October 8, 2024, and entering into force on December 4, 2024, introduces key changes to the EU Prospectus Regulation, offering greater flexibility for issuers of debt...more
On November 14, 2024, the EU Listing Act (the “Act”) was published in the Official Journal of the European Union. The Act entails a legislative package designed to improve capital markets access and reduce disclosure...more
The Ontario Capital Markets Tribunal (Tribunal) recently dismissed enforcement proceedings brought against several respondents by the Ontario Securities Commission (Commission) in Cormark Securities Inc (Re). The Commission...more
On October 8, 2024, the EU Council adopted the Listing Act – a regulation amending the Prospectus Regulation (EU) 2017/1129 – which was first proposed in December 2022 and then subjected to several rounds of negotiations....more
Jersey is a well-established jurisdiction of choice for issuing debt securities in international finance transactions. Recently, we have seen a steady increase in interest in Jersey debt securities issuers either for a...more
On 8 October, 2024, the Council of the EU adopted the EU Listing Act, aimed at making EU public capital markets more attractive and facilitate listings on European stock exchanges. Key amendments affect the EU Prospectus...more
Major UK Listing Reforms Cut Red Tape for Listed Companies - The FCA’s radical overhaul of the UK’s listing framework came into effect on 29 July 2024. All premium listed commercial companies have automatically been...more
On 26 July 2024, the FCA published consultation papers on a new public offers and admissions to trading regime to replace the existing UK Prospectus Regulation, and on proposals to establish public offer platforms (POPs) as a...more
Exempt Market Dealers (EMDs) in several Canadian provinces—British Columbia, Alberta, Saskatchewan, Ontario, Quebec and Nova Scotia—can now, under certain conditions, participate in prospectus offerings as part of a selling...more
As part of the ongoing Government reforms to the consenting process for Nationally Significant Infrastructure Projects (“NSIPs”), PINS has launched its 2024 Pre-Application Prospectus. The Prospectus sits alongside a suite of...more