The European Securities and Markets Authority has published a package of measures under the EU Prospectus Regulation to reflect updates introduced by the Listing Act. The regulatory updates aim to foster supervisory convergence across European Union member states while streamlining disclosure rules and reducing compliance burdens for market participants.
Consultation on Disclosure Guidelines
ESMA has issued a Consultation Paper designed to clarify disclosure expectations for issuers and financial advisers under the amended Prospectus Regulation. The proposed updates streamline existing supervisory guidance by removing obsolete requirements and simplifying structural expectations.
Market participants and interested parties are invited to submit responses to the consultation paper by 9 November 2026. Following the review period, ESMA expects to publish its Final Report and the finalized Guidelines in the second quarter of 2027.
Updated Q&As and Product Supplement Framework
Alongside the consultation, ESMA released updated Questions and Answers to align legal references with the revised Prospectus Regulation. The revision introduces detailed clarifications while removing outdated content, supported by an overview document detailing the key changes and regulatory rationale.
The package also includes a Final Report on Guidelines for supplements that introduce new securities to a base prospectus. These guidelines establish a common framework for national competent authorities to evaluate product supplements, providing greater legal certainty for market participants submitting filings. The guidelines will apply once translations into all official EU languages are published.
Technical Standards for Prospectus Summaries
To complete the package, ESMA submitted a Final Report on regulatory technical standards (RTS) regarding key financial information in prospectus summaries. The proposed RTS align summary financial disclosure requirements with the Listing Act reforms, supporting proportionate summary information.
The Final Report has been submitted to the European Commission, which will decide whether to adopt the proposed standards to amend Commission Delegated Regulation 2019/979.
| Regulatory Measure | Document Type | Key Objective or Timeline |
|---|---|---|
| Guidelines on Disclosure Requirements | Consultation Paper | Open for feedback until 9 November 2026; Final Report expected in Q2 2027. |
| Guidelines on Product Supplements | Final Report | Establishes methodology for assessing new securities supplements; applies upon publication of EU language translations. |
| RTS on Summary Key Financial Information | Final Report | Submitted to European Commission for adoption to update Delegated Regulation 2019/979. |
| Prospectus Q&As | Updated Q&As | Adjusts legal references to match amended regulation and removes obsolete content. |
Fonti
Primary reference materials
- ESMA32-753890202-3085_Consultation_Paper_update_GLs_on_disclosure_under_Prospectus_Regulation.pdf
- Overview_of_changes_made_to_the_Prospectus_Q_As.pdf
- ESMA32-753890202-3034_Final_Report_Guidelines_on_supplements_which_introduce_new_securities_to_a_base_prospectus.pdf
- ESMA32-753890202-3065_Final_report_update_to_RTS_key_financial_info_in_summary_of_a_prospectus.pdf
