EUROPEAN UNION: ESMA Publish Q&A on the Benchmark Regulation

Friday May 25 2018

On 24 May 2018, the European Securities and Markets Authority (ESMA) published a Q&A on the Benchmark Regulation.

Please find below updated question:

Should prospectuses include reference to the register of administrators and benchmarks?

ESMA considers that prospectuses should include reference to ESMA register of administrators and benchmarks (“the register”) as follows.

In relation to prospectuses approved on or after 1 January 2018:

• Where the register already includes the relevant administrator by the time a prospectus under Directive 2003/71/EC or Directive 2009/65/EC is published, ESMA considers that such prospectus should include a reference to the fact that the administrator is listed in the register.
• Where the register does not include the relevant administrator by the time a prospectus is published, ESMA considers that such prospectus should include a statement to that effect. Additionally:
  • Prospectuses published under Directive 2009/65/EC should be updated at the first occasion once the relevant administrator is included in the register.
  • Prospectuses approved under Directive 2003/71/EC are not required under BMR to be systematically updated by means of a supplement once the relevant administrator is included in the register. This is without prejudice to the obligation under Directive 2003/71/EC of the issuer, offeror or person asking for admission to trading on a regulated market to assess on a case-by-case basis the significance and/or materiality of the specific situation.

In relation to prospectuses approved prior to 1 January 2018:

• Prospectuses approved under Directive 2009/65/EC should be updated at the first occasion or at the latest within 12 months after 1 January 2018. If by 1 January 2019 the relevant administrator is not included in the register, ESMA considers that these prospectuses should be updated to include a statement to that effect.
• Prospectuses approved under Directive 2003/71/EC are not required under BMR to be systematically updated by means of a supplement once the relevant administrator is included in the register. This is without prejudice to the obligation under Directive 2003/71/EC of the issuer, offeror or person asking for admission to trading on a regulated market to assess on a case-by-case basis the significance and/or materiality of the specific situation.

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