Book contents
- Frontmatter
- Contents
- Preface
- Table of legislation and cases
- 1 Overview and introduction to terminology
- 2 Law's role in the building of an integrated EU securities market
- 3 The regulatory process for securities law-making in the EU
- 4 The centrality of disclosure as a regulatory strategy
- 5 Issuer disclosure
- 6 Institutional supervision of issuer disclosure within the EU
- 7 Regulatory competencies: the end of exchange-based regulation and supervision of issuers in the EU?
- Bibliography
- Index
5 - Issuer disclosure
Published online by Cambridge University Press: 16 July 2009
- Frontmatter
- Contents
- Preface
- Table of legislation and cases
- 1 Overview and introduction to terminology
- 2 Law's role in the building of an integrated EU securities market
- 3 The regulatory process for securities law-making in the EU
- 4 The centrality of disclosure as a regulatory strategy
- 5 Issuer disclosure
- 6 Institutional supervision of issuer disclosure within the EU
- 7 Regulatory competencies: the end of exchange-based regulation and supervision of issuers in the EU?
- Bibliography
- Index
Summary
Scope of chapter
This chapter focuses on the new securities law disclosure regime for issuers. The framework for these aspects of issuer disclosure within the EU is provided by the Prospectus Directive, the Transparency Directive, and the Market Abuse Directive. These Directives are supplemented by implementing measures (in EU language, ‘Level 2’ legislation) that contain more detailed, technical rules to amplify the basic concepts provided for in the primary (or ‘Level 1’) legislation.
The Prospectus and Transparency Directives establish the regime for initial disclosure when securities are offered to the public or admitted to trading on a securities market, and for periodic financial disclosures by listed issuers. As complementary measures, they reflect broadly the same basic ideas and concepts, and provide similar responses on some controversial issues.
The Market Abuse Directive deals with timely disclosure of price sensitive information by issuers, as well as with insider dealing and market manipulation more generally. The Market Abuse Directive stands a little apart from the Prospectus and Transparency Directives in its conceptual approach, and it raises its own distinct concerns.
The approach adopted in this chapter is first to examine the Prospectus and Transparency Directives together, starting with some brief background (section B) and then focusing on potentially troubling features of the regime they establish.
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- Chapter
- Information
- Building an EU Securities Market , pp. 134 - 207Publisher: Cambridge University PressPrint publication year: 2004
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