Reed Smith Client Alerts

The new EU Prospectus Regulation comes fully into force across the EU on 21 July 2019. It replaces the existing rules that regulate companies seeking to raise funds from the general public within the EU or to list their securities on the EU's main public markets. This alert highlights the key changes affecting issues of shares by companies.

Authors: Delphine Currie James F. Wilkinson Edmund Tyler

  • The Regulation applies directly across the EU and replaces local rulebooks, such as (in the UK) most of the content of the FCA's Prospectus Rules (to be renamed the Prospectus Regulation Rules).
  • Several important changes are already in force:
    • Since July 2018, companies have been able to raise up to €8 million annually from the general public within the UK (or other EU countries that have opted into this concession) without having to publish a prospectus.
    • Since July 2017, companies listed on EU regulated markets, such as the London Stock Exchange's main market, have been able to list up to a further 20 per cent of their share capital annually without publishing a prospectus (double the previous limit).
  •  Long-standing prospectus exemptions remain available, such as those for offers to professional investors and fewer than 150 non-professional investors per EEA state.