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The information here reflects the current status of the procedure
Identification
Reference COD/2001/0117  
Title Capital market: prospectus to be published for securities (overhaul direct. 80/390/EEC, 89/298/EEC, 2001/34/EC)
Legal Basis EC 095 ; EC 044  
Dossier of the committee ECON/5/16097
Subject(s) 2.50 free movement of capital
2.50.03 securities and financial markets, stock exchange, CIUTS, investments
4.60.06 consumers' economic and legal interests
Stage reached Procedure ended
Stages
Stages Documents: references Dates
Source reference Equivalent references Votes and amendments Joint resolution of document of publication in Official Journal
Commission/Council: initial legislative document Summaries EC COM(2001)0280 C5-0263/2001         30/05/2001 C 240 28.08.2001, p. 0272 E
EP: draft report by the committee responsible   EP PE307.441           09/10/2001  
Document annexed to the procedure Summaries ECB BCE(2001)0036           16/11/2001 C 344 06.12.2001, p. 0004-0007
Economic and Social Committee: opinion, report   ESC CES0034/2002           16/01/2002 C 080 03.04.2002, p. 0052
EP: draft report by the committee responsible   EP PE307.441/PR           26/02/2002  
EP: decision of the committee responsible, 1st reading/single reading Summaries               26/02/2002  
EP: tabled legislative report, 1st reading or single reading   EP A5-0072/2002           26/02/2002  
EP: position, 1st reading or single reading Summaries EP T5-0114/2002           14/03/2002 C 047 27.02.2003, p. 0417-0524 E
Commission: modified legislative proposal Summaries EC COM(2002)0460 C5-0381/2002         09/08/2002 C 020 28.01.2003, p. 0122 E
Council: statement on common position   CSL 07022/2003           05/03/2003  
Council: common position Summaries CSL 05390/4/2003 C5-0143/2003         24/03/2003 C 125 27.05.2003, p. 0021-0057
Commission: communication on the common position Summaries EC SEC(2003)0396           26/03/2003  
EP: decision of the committee responsible, 2nd reading Summaries               12/06/2003  
EP: tabled legislative report, 2nd reading   EP A5-0218/2003           12/06/2003  
EP: draft report by the committee responsible   EP PE323.161           13/06/2003  
EP: position, 2nd reading Summaries EP T5-0311/2003           02/07/2003 C 074 24.03.2004, p. 0098-0251 E
Commission: opinion on the EP position at second reading Summaries EC COM(2003)0432 C5-0316/2003         10/07/2003  
Final legislative act Summaries EU 32003L0071           04/11/2003 L 345 31.12.2003, p. 0064-0089
  Follow-up documents
Agents
European Parliament
Committee
Rapporteur / Co-rapporteurs   Previous
Political group Appointed
Economic and Monetary Affairs (responsible)
Huhne Christopher
ELDR
06/11/2000
European Commission and Council of the Union
European Commission DG Internal Market and Services Transmission date: 01/06/2001
Council of the Union
  Previous Councils
  Economic and Financial Affairs ECOFIN, Budget meeting: 2520 of: 15/07/2003
Links to other sources
European Commission PreLex
 
04/11/2003 - Final legislative act
PURPOSE : to harmonise requirements for the drawing up, approval and distribution of the prospectus and to ensure that adequate and equivalent disclosure standards are in place in all Member States when securities are made available to all European investors either through an offer to the public or because they are admitted to trading on a regulated market.
LEGISLATIVE ACT : Directive 2003/71/EC of the European Parliament and of the Council on the prospectus to be published when securities are offered to the public or admitted to trading and amending Directive 2001/34/EC.
CONTENT : Under previous EU rules, regulations and practices on prospectuses varied widely between European Member States. As a result EU capital markets have been fragmented and it has rarely proved possible to use the existing prospectuses to raise capital across frontiers within Europe. Additionally there was no European recognition system for securities falling outside the scope of the 80/390/EEC Directive.
To this end, this Directive harmonises requirements for the drawing up, approval and distribution of the prospectus. It seeks to create a European passport for issuers by giving, Community-wide validity to the prospectus approved by the issuer's home competent authority, in order to facilitate the raising of capital for all types of issuer.
The key features of the proposed Directive are the following:
- definition of clear conditions related to the prospectus for offers to the public of securities and for admission to trading on a regulated market;
- harmonisation of the essential definitions in order to avoid loopholes and different approaches, thus ensuring a level playing field throughout the EU;
- the introduction of special EU rules for securities with an high minimum denomination (EUR 50 000), which are designed to be traded by professionals;
- an adapted regime aimed at making things easier for small and medium-sized companies, which would not be obliged to draft a prospectus if only a small amount of securities is offered to the public;
- disclosure standards based on international standards (IOSCO) with schedules adapted depending on the nature of the issuer and the type of securities involved, for example: equity securities such as shares, non-equity securities such as bonds, derivatives securities such as covered warrants, securities with a high minimum denomination and mortgage bonds;
- the introduction of new prospectus formats for frequent issuers, notably for offering Euro Medium Term Notes, derivatives securities such as covered warrants, or for mortgage bonds issued on a continuous or repeated basis;
- an effective regime for the "single passport". For companies to issue securities, or admit them to trading, in any EU Member State, they would simply need to notify the authorities in that country of their prospectus and show that the appropriate authority in another Member State has already approved it.
ENTRY INTO FORCE : 31/12/03.
DATE OF TRANPOSITION : 01/07/05.
 
List of summaries
Summaries 29/04/2004 Implementing legislative act
Summaries 04/11/2003 Final legislative act
Summaries 10/07/2003 Commission: opinion on the EP position at second reading
Summaries 02/07/2003 EP: position, 2nd reading
Summaries 12/06/2003 EP: decision of the committee responsible, 2nd reading
Summaries 26/03/2003 Commission: communication on the common position
Summaries 24/03/2003 Council: common position
Summaries 09/08/2002 Commission: modified legislative proposal
Summaries 04/06/2002 Council's activities
Summaries 14/03/2002 EP: position, 1st reading or single reading
Summaries 26/02/2002 EP: decision of the committee responsible, 1st reading/single reading
Summaries 04/12/2001 Council's activities
Summaries 16/11/2001 Document annexed to the procedure
Summaries 30/05/2001 Commission/Council: initial legislative document
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