The Quoted Companies Alliance's Legal Committee examined the European Securities and Markets Authority's (ESMA) detailed proposals on how to implement recent changes to the Prospectus Directive. We mainly responded on its proposals on the summary, the proportionate dislcosure regime for rights issues and the proportionate disclosure regime for SMEs/Small Caps. We noted that:
- the proposals for the content of the summary are too detailed and would result in summaries containing too much information;
- the proportionate disclosure regime for rights issues could be reduced further by removing all requirements for information already disclosed to the market; and
- ESMA should undertake to provide appropriate and comprehensive technical advice to the Commission on the proportionate disclosure regime for Small Caps and SMEs, as required by the Commission in the mandate for ESMA’s Level II work, despite its stated objections.