14 Amendments of Markus FERBER related to 2015/0268(COD)
Amendment 183 #
Proposal for a regulation
Recital 33
Recital 33
(33) An issuer which has filed and received approval for a universal registration document for three consecutive years can be considered well-known to the competent authority. All subsequent universal registration documents or changes to registration documents should therefore be allowed to be filed without prior approval and reviewed on an ex-post basis by the competent authority where that competent authority deems it necessary. Each competent authority should decide the frequency of such review taking into account for example its assessment of the risks of the issuer, the quality of its past disclosures, or the length of time elapsed since a filed universal registration document has been last reviewed.
Amendment 211 #
Proposal for a regulation
Recital 48
Recital 48
(48) The primary purpose of including risk factors in a prospectus is to ensure that investors make an informed assessment of such risks and thus take investment decisions in full knowledge of the facts. Risk factors should therefore be limited to those risks which are material and specific to the issuer and its securities and which are corroborated by the content of the prospectus. A prospectus should not contain risk factors which are generic and only serve as disclaimers, as these could obscure more specific risk factors that investors should be aware of, thereby preventing the prospectus from presenting information in an easily analysable, succinct and comprehensible form. To help investors identify the most material risks, the issuer should be required to group specific risk factors together and allocate them across categories based on levels of materiality. A limited number of risk factors selected by the issuer from the category of highest materiality should be included in the summary.
Amendment 228 #
Proposal for a regulation
Recital 60
Recital 60
(60) The competent authority of the host Member State should be entitled to receive a certificate from the competent authority of the home Member State which states that the prospectus or the universal registration document has been drawn up in accordance with this Regulation. The competent authority of the home Member State should also notify the issuer or the person responsible for drawing up the prospectus or the universal registration document of the certificate of approval of the prospectus that is addressed to the authority of the host Member State in order to provide the issuer or the person responsible for drawing up the prospectus or the universal registration document with certainty as to whether and when a notification has actually been made.
Amendment 306 #
Proposal for a regulation
Article 2 – paragraph 1 – point f a (new)
Article 2 – paragraph 1 – point f a (new)
(fa) 'Mid-Caps' for the purposes of this Regulation means a company that had an average market capitalisation of less than EUR 500 000 000 on the basis of end-year quotes for the previous three calendar years;
Amendment 406 #
Proposal for a regulation
Article 7 – paragraph 6 – point c
Article 7 – paragraph 6 – point c
(c) under a sub-section titled 'What are the key risks that are specific to the issuer?' a brief description of no more than five of the most material risk factors specific to the issuer contained in the category of highest materiality according to Article 16.
Amendment 447 #
Proposal for a regulation
Article 9 – paragraph 2 – subparagraph 2
Article 9 – paragraph 2 – subparagraph 2
After the issuer has had a universal registration document approved by the competent authority every financial year for three consecutive years, subsequent universal registration documents or changes to registration documents may be filed with the competent authority without prior approval.
Amendment 450 #
Proposal for a regulation
Article 10 – paragraph 2 – subparagraph 1
Article 10 – paragraph 2 – subparagraph 1
An issuer which already has a universal registration document approved by the competent authority or which opts for the procedure laid down in Article 9(2) shall be required to draw up only the securities note and the summary when securities are offered to the public or admitted to trading on a regulated market. In that case, the securities note, the summary and all amendments to the universal registration document filed since the approval of the universal registration document shall be subject to a separate approval.
Amendment 472 #
Proposal for a regulation
Article 15 – title
Article 15 – title
Minimum disclosure regime for SMEs and mid-caps
Amendment 480 #
Proposal for a regulation
Article 15 – paragraph 1 – subparagraph 1
Article 15 – paragraph 1 – subparagraph 1
SMEs and mid-caps may choose to draw up a prospectus under the minimum disclosure regime for SMEs in the case of an offer of securities to the public provided that they have no securities admitted to trading on a regulated market.
Amendment 499 #
Proposal for a regulation
Article 16 – paragraph 1
Article 16 – paragraph 1
1. The risk factors featured in a prospectus shall be limited to risks which are specific to the issuer and/or the securities and are material for taking an informed investment decision, as corroborated by the content of the registration document and the securities note. They shall be allocated across a maximum of three distinct categories which shall differentiate them by their relative materiality based on the issuer's assessment of the probability of their occurrence and the expected magnitude of their negative impact.
Amendment 503 #
Proposal for a regulation
Article 16 – paragraph 2
Article 16 – paragraph 2
Amendment 552 #
Proposal for a regulation
Article 23 – title
Article 23 – title
Union scope of approvals of prospectuses and of approved universal registration documents
Amendment 553 #
Proposal for a regulation
Article 23 – paragraph 1 a (new)
Article 23 – paragraph 1 a (new)
1a. The provisions of paragraph 1 shall apply mutatis mutandis to universal registration documents already approved.
Amendment 646 #
Proposal for a regulation
Article 47 – paragraph 2
Article 47 – paragraph 2
2. It shall apply from [enter date 124 months after entry into force].