Activities of Klaus-Heiner LEHNE related to 2011/0307(COD)
Shadow reports (1)
REPORT on the proposal for a directive of the European Parliament and of the Council amending Directive 2004/109/EC on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and Commission Directive 2007/14/EC PDF (437 KB) DOC (599 KB)
Legal basis opinions (0)
Amendments (17)
Amendment 22 #
Proposal for a directive
Recital 6
Recital 6
Amendment 28 #
Proposal for a directive
Recital 10
Recital 10
(10) A harmonised regime for notification of major holdings of voting rights, especially regarding aggregation of holdings of shares with holdings of financial instruments, should improve legal certainty, enhance transparency and reduce administrative burden for cross-border investors. Member States should therefore not be allowed to adopt stricter or divergent rules in that area than those provided in Directive 2004/109/EC. However, taking into account the existing differences in ownership concentration in the Union, Member States should continue to be allowed to set lower thresholds for notification of holdings of voting rights. Member States should also be able to continue to apply laws, regulations or administrative provisions adopted in relation to take-over bids, merger transactions and other transactions affecting the ownership or control of companies regulated by the supervisory authorities appointed by Member States pursuant to Article 4 of Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids1 that impose disclosure requirements more stringent than those in Directive 2004/109/EC. _______________ 1 OJ L 142, 30.4.2004, p. 12.
Amendment 30 #
Proposal for a directive
Recital 12
Recital 12
(12) In order to take account of technical developments, the power to adopt acts in accordance with Article 290 of the Treaty on the Functioning of the European Union should be delegated to the Commission to modify the method to calculate the number of voting rights relating to financial instruments, to specify the types of financial instruments subject to notification requirements and to specify the contents of notification of major holdings of financial instruments. It is of particular importance that the Commission carry out appropriate consultations during its preparatory work, including at expert level. The Commission, when preparing and drafting up of delegated acts, should ensure a simultaneous, timely and appropriate transmission of relevant documents to the European Parliament and the Council.
Amendment 31 #
Proposal for a directive
Recital 14
Recital 14
(14) In order to improve compliance with the requirements of Directive 2004/109/EC and following the Communication from the Commission of 9 December 2010 entitled ‘Reinforcing sanctioning regimes in the financial sector’, the sanctioning powers of competent authorities should be enhanced and should satisfy certain essential requirements. In particular, competent authorities should be able to suspend in case of most serious and non-negligent breaches the exercise of voting rights for holders of shares and financial instruments who do not comply with the notification requirements insofar as those voting rights exceed the notification thresholds and to impose pecuniary sanctions which are sufficiently high to be dissuasive. To ensure sanctions have a dissuasive effect on the public at large, sanctions should normallmay be published, except in certain well-defined circumstances.
Amendment 36 #
Proposal for a directive
Article 1 – point 2
Article 1 – point 2
Directive 2004/109/EC
Article 3 – paragraph 1 – subparagraph 2
Article 3 – paragraph 1 – subparagraph 2
The home Member State may not make a holder of shares, or a natural person or legal entity referred to in Articles 10 or 13, subject to requirements more stringent than those laid down in this Directive, except (a) setting lower notification thresholds than those laid down in Article 9(1), or (b) applying laws, regulations or administrative provisions adopted in relation to takeover bids, merger transactions and other transactions affecting the ownership or control of companies, regulated by the supervisory authorities appointed by Member States pursuant to Article 4 of Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids.
Amendment 41 #
Proposal for a directive
Article 1 – point 3
Article 1 – point 3
Directive 2004/109/EC
Article 4 – paragraph 7
Article 4 – paragraph 7
Amendment 43 #
Proposal for a directive
Article 1 – point 4
Article 1 – point 4
Directive 2004/109/EC
Article 5 – paragraph 7
Article 5 – paragraph 7
Amendment 53 #
Proposal for a directive
Article 1 – point 8 – point c
Article 1 – point 8 – point c
Directive 2004/109/EC
Article 13 – paragraph 2 – point a
Article 13 – paragraph 2 – point a
Amendment 54 #
Proposal for a directive
Article 1 – point 8 – point c
Article 1 – point 8 – point c
Directive 2004/109/EC
Article 13 – paragraph 2 – point b
Article 13 – paragraph 2 – point b
Amendment 57 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – introductory part
Article 28 a – paragraph 2 – introductory part
2. Without prejudice to the supervisory powers of competent authorities in accordance with Article 24 and the right of the Member States to impose administrative and criminal sanctions, Member States shall ensure that in the cases referred to in paragraph 1 of this Article, the administrative sanctions and measures that can be applied include at least the following:
Amendment 58 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 1 – point a
Article 28 a – paragraph 2 – subparagraph 1 – point a
Amendment 60 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 1 – point c
Article 28 a – paragraph 2 – subparagraph 1 – point c
(c) in case of most serious and non- negligent breaches the power to suspend the exercise of voting rights attached to shares admitted to trading on a regulated market if the competent authority finds that the provisions of this Directive, concerning notification of major holdings have been infringed by the holder of shares or other financial instruments, or a person or entity referred to in Articles 10 or 13, insofar as those voting rights exceed the notification thresholds;
Amendment 61 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 1 – point d
Article 28 a – paragraph 2 – subparagraph 1 – point d
(d) in case of a legal person, administrative pecuniary sanctions of up to 102 % of the total annual turnover of that legal person in the preceding business year;
Amendment 62 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 1 – point e
Article 28 a – paragraph 2 – subparagraph 1 – point e
(e) in case of a natural person, administrative pecuniary sanctions of up to EUR 51 000 000;
Amendment 63 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 1 – point f
Article 28 a – paragraph 2 – subparagraph 1 – point f
Amendment 64 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 a – paragraph 2 – subparagraph 3
Article 28 a – paragraph 2 – subparagraph 3
For the purposes of point (e) of the first subparagraph, in the Member States where the Euro is not the official currency, the corresponding value to EUR 51 000 000 in the national currency shall be calculated taking into account the official exchange rate on [the date of entry into force of this Directive – insert date].
Amendment 65 #
Proposal for a directive
Article 1 – point 16
Article 1 – point 16
Directive 2004/109/EC
Article 28 b
Article 28 b
Member States shall ensurprovide that the competent authorities may publish any sanction or measure imposed for breach of the national provisions adopted in the implementation of this Directive without undue delay, including information on the type and nature of the breach and the identity of persons responsible for it, unless such publication would seriously jeopardise the stability of financial markets. Where, unless such publication would cause a disproportionate damage to the parties involved, competent authorities shall publ or seriously jeopardishe the sanctions on an anonymous basitability of financial markets or ongoing official investigations.