15 Amendments of Margarida MARQUES related to 2022/0411(COD)
Amendment 117 #
Proposal for a regulation
Recital 16
Recital 16
(16) In certain cases, the prospectus or its related documents may reach massive sizes, harming the readability of the document and becoming unfit for investors to take an informed investment decision. To improve the readability of the prospectus and make it easier for investors to analyse it and navigate through it, it is necessary to set out a maximum page limit. However, such page limit should only be introduced for offers to the public or admissions to trading on a regulated market of shares. A page limit would not be appropriate for equity securities other than shares or non- equity securities, which include a broad range of different instruments, including complex ones. Furthermore, the summary, information incorporated by reference or information to be provided when the issuer has a complex financial history or has made a significant financial commitment should be excluded from the page limit.
Amendment 124 #
Proposal for a regulation
Recital 34
Recital 34
(34) Risk factors that are material and specific to the issuer and his or her securities should be mentioned in the prospectus. For that reason, risk factors are also to be presented in a limited number of risk categories depending on their nature. However, issuers should no longer be required to rank the most material risk factors, which is complicated and burdensome for issuers. To improve the comprehensibility of the prospectus and make it easier for investors to take informed investment decisions, it is necessary to specify that issuers should not overload the prospectus with risk factors that are generic, that only serve as disclaimers, or that could obscure the specific risk factors that investors should be aware of.
Amendment 137 #
Proposal for a regulation
Recital 62
Recital 62
Amendment 143 #
Proposal for a regulation
Recital 65
Recital 65
(65) In order to avoid an undue requirement for persons discharging managerial responsibilities to report and for companies to disclose transactions which would not be meaningful to investors, it is appropriate to raise the threshold for reporting and related disclosure from EUR 5 000 to EUR 210 000, while allowing competent authorities to increase that threshold further, where justified.
Amendment 152 #
Proposal for a regulation
Article 1 – paragraph 1 – point 1 – point b – point i
Article 1 – paragraph 1 – point 1 – point b – point i
Regulation (EU) 2017/1129
Article 1 – paragraph 4 – point da
Article 1 – paragraph 4 – point da
(da) an offer of securities to be admitted to trading on a regulated market or an SME growth market and that are fungible with securities already admitted to trading on the same market, provided that they represent, over a period of 12 months, less than 4025 % of the number of securities already admitted to trading on the same market;
Amendment 157 #
Proposal for a regulation
Article 1 – paragraph 1 – point 1 – point c – point i – point 1
Article 1 – paragraph 1 – point 1 – point c – point i – point 1
Regulation (EU) 2017/1129
Article 1 – paragraph 5 – subparagraph 1 – point a
Article 1 – paragraph 5 – subparagraph 1 – point a
(a) securities fungible with securities already admitted to trading on the same regulated market, provided that they represent, over a period of 12 months, less than 4025 % of the number of securities already admitted to trading on the same regulated market;
Amendment 160 #
Proposal for a regulation
Article 1 – paragraph 1 – point 1 – point c – point i – point 1
Article 1 – paragraph 1 – point 1 – point c – point i – point 1
Regulation (EU) 2017/1129
Article 1 – paragraph 5 – subparagraph 1– point (b)
Article 1 – paragraph 5 – subparagraph 1– point (b)
(b) shares resulting from the conversion or exchange of other securities or from the exercise of the rights conferred by other securities, where the resulting shares are of the same class as the shares already admitted to trading on the same regulated market, provided that the resulting shares represent, over a period of 12 months, less than 4025 % of the number of shares of the same class already admitted to trading on the same regulated market, subject to the third subparagraph;;
Amendment 164 #
Proposal for a regulation
Article 1 – paragraph 1 – point 1 – point c – point ii
Article 1 – paragraph 1 – point 1 – point c – point ii
Regulation (EU) 2017/1129
Article 1 – paragraph 5 – second subparagraph
Article 1 – paragraph 5 – second subparagraph
The requirement that the resulting shares represent, over a period of 12 months, less than 4025 % of the number of shares of the same class already admitted to trading on the same regulated market as referred to in the first subparagraph, point (b), shall not apply in any of the following cases:;
Amendment 166 #
Proposal for a regulation
Article 1 – paragraph 1 – point 1 – point d
Article 1 – paragraph 1 – point 1 – point d
Regulation (EU) 2017/1129
Article 1 – paragraph 6
Article 1 – paragraph 6
6. The exemptions from the obligation to publish a prospectus that are set out in paragraphs 4 and 5 may be combined together. However, the exemptions in paragraph 5, first subparagraph, points (a) and (b), shall not be combined together where such combination could lead to the immediate or deferred admission to trading on a regulated market over a period of 12 months of more than 4025 % of the number of shares of the same class already admitted to trading on the same regulated market, without a prospectus being published.;
Amendment 181 #
Proposal for a regulation
Article 1 – paragraph 1 – point 6 – point c
Article 1 – paragraph 1 – point 6 – point c
Regulation (EU) 2017/1129
Article 6 – paragraph 4
Article 6 – paragraph 4
4. A prospectus that relates to shares or other transferrable securities equivalent to shares in companies shall be of maximum length of 30250 sides of A4-sized paper when printed and shall be presented and laid out in a way that is easy to read, using characters of readable size.
Amendment 262 #
Proposal for a regulation
Article 2 – paragraph 1 – point 6 – point a
Article 2 – paragraph 1 – point 6 – point a
Regulation (EU) No 596/2014
Article 18 – paragraph 1
Article 18 – paragraph 1
Amendment 268 #
Proposal for a regulation
Article 2 – paragraph 1 – point 6 – point b
Article 2 – paragraph 1 – point 6 – point b
Regulation (EU) No 596/2014
Article 18 – paragraphs 1a and 1b
Article 18 – paragraphs 1a and 1b
Amendment 277 #
Proposal for a regulation
Article 2 – paragraph 1 – point 6 – point d
Article 2 – paragraph 1 – point 6 – point d
Regulation (EU) No 596/2014
Article 18 – paragraph 6
Article 18 – paragraph 6
Amendment 286 #
Proposal for a regulation
Article 2 – paragraph 1 – point 7 – point a
Article 2 – paragraph 1 – point 7 – point a
Regulation (EU) No 596/2014
Article 19 – paragraph 8
Article 19 – paragraph 8
8. Paragraph 1 shall apply to any subsequent transaction once a total amount of EUR 210 000 has been reached within a calendar year. The threshold of EUR 210 000 shall be calculated by adding without netting all transactions referred to in paragraph 1.
Amendment 291 #
Proposal for a regulation
Article 2 – paragraph 1 – point 7 – point a
Article 2 – paragraph 1 – point 7 – point a
9. A competent authority may decide to increase the threshold set out in paragraph 8 to EUR 520 000 and shall inform ESMA of its decision and the justification for its decision, with specific reference to market conditions, to adopt the higher threshold prior to its application. ESMA shall publish on its website the list of thresholds that apply in accordance with this Article and the justifications provided by competent authorities for such thresholds.;