Amendment Of Transparency Directive

On 6 November 2013, Directive 2013/50/EC of the European Parliament and of the Council of 22 October 2013 amending the so-called Transparency Directive (2004/109/EC*) was published in the Official Journal of the European Union (the "New Directive").

The Transparency Directive requires issuers of securities traded on regulated markets to inter alia publish periodic financial information about the issuer's performance over the financial year as well as on-going information on major holdings of voting rights. In this regard, the agreed improvements of the New Directive are aimed at:

simplifying certain obligations so as to make regulated markets more attractive for raising capital for small and medium-sized issuers. The New Directive intends to make obligations applicable to listed small and medium-sized issuers more proportionate, whilst guaranteeing the same level of investor protection, and to facilitate cross-border access to information; improving legal clarity and effectiveness, notably with respect to the disclosure of corporate ownership. The New Directive clarifies for instance provisions in relation to third country issuers, and eliminates administrative burdens that are now considered unnecessary. It reviews the definition of which types of financial instruments are covered, as well as the calculation of thresholds for the notification of major holdings. Moreover, the requirement to publish quarterly financial information is abolished in order to reduce the administrative burden and to encourage long term investment. Indeed, Member States may only under specific conditions require issuers to publish additional periodic financial information on a more frequent basis than the annual or half-yearly reports, namely if, after an assessment of the impacts, it is shown that such additional requirement does not lead to an excessive focus on short-term results and performance of the issuers and to a negative impact on the access of small and medium...