Clifford Chance

Guidance and practice around prospectus disclosure: what trends have emerged further to the publication of the ESMA guidance

3 November 2022

It has been three years since the Prospectus Regulation became fully effective across the EU and repealed and replaced the Prospectus Directive. The scope of the Prospectus Regulation is further shaped by, amongst others, the European Securities and Markets Authority ("ESMA"), who has published several guidelines, Q&A's and final reports with the aim to help market participants comply with the disclosure requirements set out in the Prospectus Regulation and to enhance consistency across the EU.

This briefing, the sixth in our European Capital Markets Monthly Briefing Series, focuses on certain key sections of prospectuses, setting out in each case an overview of the applicable Prospectus Regulation rules as well as ESMA's contribution to their development. We also highlight certain practices developed by competent authorities, although the scope and scale of their involvement and comments during a prospectus review process differs per jurisdiction.

Our European Capital Markets team is happy to further discuss these and other Capital Markets topics with you. You can access our European Capital Markets Briefing Series on the Clifford Chance Financial Markets Toolkit here. These briefings are produced to help you keep abreast of the latest developments relevant to European capital markets and our briefings so far include our insights on the EU Pilot Regime, the EU Capital Markets Union, the Green Bond Regulation and European SPAC IPOs. Do not hesitate to reach out to one of our team members in Europe.

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