European Securities and Markets Authority (Esma): Questions and Answers about Prospectus Directive (PD) and Transparency Directive (TD) in case of a no deal Brexit

The European Securities and Markets Authority (ESMA) has issued on January 31st three Questions and Answers (Q & A) regarding the Prospectus Directive (PD) and the Transparency Directive (TD) in case of a no deal Brexit. Their aim is to promote a uniform supervisory activity in the event of a no Brexit deal.

The Q & A make reference to three specific cases: (a) when issuers of equity and non-equity securities below 1,000 euros which currently have the United Kingdom as their home Member State choose a new home Member State , they should choose in which of the 27 EU Member States (EU27) / EFTA (European Free Trade Association) of the EEA (European Economic Area) to carry out their activities after 29 March 2019; (b) issuers admitted to trading on a regulated market within the EU27 / EFTA of the European Economic Area that currently have the UK as their home Member State for the Transparency Directive should select and disclose their new home Member State without delay following March 29, 2019; and (c) since the United Kingdom will become - in the case of Brexit - a third country, all the prospectuses and supplements approved by the FCA (Financial Conduct Authority) of the United Kingdom before 29 March 2019 cannot be used in the EU27 / EFTA of the European Economic Area (EEA) in case of no Brexit deal.