The implementation of the EU Prospectus Directive - a country-by-country analysis

The implementation of the EU Prospectus Directive (2003/71/EC) (the ‘Directive’) has resulted in significant changes and new opportunities for many issuers of securities in the European Capital Markets. The Directive and its subordinate legislation, Commission Regulation (EC) No 809/2004 (the ‘EU Regulation’) requires, as did the previous EU legislation, that a prospectus, containing certain required disclosure, be approved by an EEA competent authority and published before securities are offered to the public or admitted to an EEA-regulated market. But, in doing so, it introduces important changes that will, its architects hope, result in a more active cross-border retail market in securities within the EEA. These changes include a common language regime, under which, in cross-border situations, an English language version of the prospectus will normally be valid for admission to regulated markets or a public offer anywhere in the EEA, thus avoiding expensive and time-consuming multiple translations. It also...