Our Legal and Primary Markets Expert Groups contributed to our response to ESMA's consultation on its draft technical advice on scrutiny and approval of the prospectus.
We did not agree that the criteria in Article A(1) determining whether a prospectus is complete was sufficient. We noted that Article A(1) made no reference to the Schedules of Building Books outlined in the delegated act, or the Prospectus Regulation itself, which contains specific information requirements in Articles 6 to 19.
We agreed that Article A(2) contains appropriate criteria for determining the comprehensibility of a prospectus. However, we encouraged the inclusion of a requirement for technical businesses to issue a warning to potential investors on the cover of their prospectus to seek professional advice before making an investment decision. We commented that this would would have the benefit of allowing retail investment into such businesses whilst ensuring that appropriate levels of investor protection are maintained.
We stated that we did not expect any material extra costs for issuers relating to the procedures for approval and filing.
Click here to download our response (pdf)