IRELAND: Central Bank updates Transparency Rules

Monday November 7 2016

The Central Bank of Ireland (CBI) has updated the Transparency Rules, effective from 4 November 2016.

The Transparency Rules set out procedural and administrative rules and guidance in respect of the Transparency (Directive 2004/109/EC) Regulations 2007 as amended.

Clarifications provided by the Rules include the following:

• The Rules no longer provide exemptions from the requirement to notify issuers of significant share-holdings arising through stock-lending or stock-borrowing agreements.
• The choice of Ireland as the home Member State shall remain valid for 3 years. At the end of every 3 year period, issuers must comply with the provisions of Regulation 2A(4) if Ireland is chosen again as the home Member State.
• An issuer or person shall disseminate regulated information using a RIS and shall ensure that the RIS complies with the minimum standards contained in Regulations 33(4) to 33(8) of the Regulations.
• Subject to the exemptions in Regulation 14(5) and Regulation 17(6) a person shall notify the issuer (other than where the issuer is a collective investment undertaking of the closed-end type) of the percentage of its voting rights if the percentage of voting rights which he holds or is deemed to hold as shareholder or through his direct or indirect holding of Regulation 17 financial instruments or a combination of such holdings:
  (i) reaches, exceeds or falls below 3%, 4%, 5%, 6%, 7%, 8%, 9%, 10% and each 1% threshold thereafter up to 100% or in the case of a non-Irish issuer based on thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 50% and 75% following an acquisition or disposal of shares or Regulation 17 financial instruments; or
  (ii) reaches, exceeds or falls below an applicable threshold due to events changing the breakdown of voting rights and on the basis of information disclosed by the issuer;
  (iii) and in the case of an issuer which is not incorporated in an EEA state a notification shall be made based on equivalent events.
• The notification form for changes to holdings shall be made using the Standard Form (TR-1) available in electronic format at the Central Bank’s website at www.centralbank.ie.
• A notification by market makers shall be made using the Standard Form (TR-2) available in electronic format at the Central Bank’s website.

Please click the link at the top of the page for the Rules.