Our Legal Expert Group contributed to our response to the ESMA consultation – Draft Guidelines on the Market Abuse Regulation. We generally supported ESMA's proposed guidelines on market soundings and inside information.
As a general comment, we noted that our members continue to have a few overarching concerns on the implementation of MAR regarding the provisions relating to dealings by persons discharging managerial responsibilities as well as on the interaction between the application of MAR rules for SME Growth Markets and the entry into force of MiFID II. We encouraged ESMA to include as much clarity as possible in its Guidelines so to allow national competent authorities certainty in the supervisory and investigatory approach of the Market Abuse Regulation.
Regarding legitimate interests of the issuer for delaying disclosure of inside information, we noted that, despite going beyond the approach taken by the existing CESR Guidance, the proposed guidelines remain overly restrictive.
We commented that the inclusion of guidance relating to situations in which the delay of inside information is likely to mislead the public, is likely to help promote a properly functioning disclosure regime and serve to clarify and emphasise that there has not been a relaxation of the current regime. Nevertheless, we urged ESMA to include as much clarity as possible on this subject.