REPORT on the proposal for a directive of the European Parliament and of the Council amending Directive 2003/71/EC relating to the prospectus to be published when securities are offered to the public or admitted to trading, as regards the implementing powers conferred on the Commission

7.11.2007 - (COM(2006)0911 – C6‑0020/2007 – 2006/0306(COD)) - ***I

Committee on Economic and Monetary Affairs
Rapporteur: Pervenche Berès

DRAFT EUROPEAN PARLIAMENT LEGISLATIVE RESOLUTION

on the proposal for a directive of the European Parliament and of the Council amending Directive 2003/71/EC relating to the prospectus to be published when securities are offered to the public or admitted to trading, as regards the implementing powers conferred on the Commission

(COM(2006)0911 – C6‑0020/2007 – 2006/0306(COD))

(Codecision procedure: first reading)

The European Parliament,

–   having regard to the Commission proposal to the European Parliament and the Council (COM(2006)0911),

–   having regard to Article 251(2) and Articles 44 and 95 of the EC Treaty, pursuant to which the Commission submitted the proposal to Parliament (C6‑0020/2007),

–   having regard to Rule 51 of its Rules of Procedure,

–   having regard to the report of the Committee on Economic and Monetary Affairs (A6‑0425/2007),

1.  Approves the Commission proposal as amended;

2.  Calls on the Commission to refer the matter to Parliament again if it intends to amend the proposal substantially or replace it with another text;

3.  Instructs its President to forward its position to the Council and the Commission.

Text proposed by the Commission	Amendments by Parliament
Amendment 1 RECITAL 5 A (new)
	(5a) The Commission should, at regular intervals, evaluate the functioning of the provisions concerning the implementing powers conferred on it in order to allow the European Parliament and the Council to determine whether the extent of those powers and the procedural requirements imposed on the Commission are appropriate and ensure both efficiency and democratic accountability.
Justification
This recital refers to the introduction of a review clause.
Amendment 2 ARTICLE 1, POINT 1 A (new) Article 20, paragraph 3 (Directive 2003/71/EC)
	(1a) Article 20(3) shall be replaced by the following:
	"3. In order to ensure uniform application of this Directive, the Commission may adopt implementing measures in accordance with the regulatory procedure with scrutiny referred to in Article 24(2a), stating that a third country ensures the equivalence of prospectuses drawn up in that country with this Directive, by reason of its national law or of practices or procedures based on international standards set by international organisations, including the IOSCO disclosure standards."
Justification
This article allows for the adoption of implementing measures to ensure uniform application of the directive by national competent authorities. As these measures could limit the margin of discretion of national authorities, they should be subject to regulatory procedure with scrutiny.
Amendment 3 ARTICLE 1, POINT 2, POINT (B) Article 24, paragraphs 3 and 4 (Directive 2003/71/EC)
(b) paragraphs 3 and 4 are deleted.	(b) paragraphs 3 and 4 are replaced by the following:
	"3. By 31 December 2009, and, thereafter, at least every 3 years, the Commission shall review the provisions concerning its implementing powers and present a report to the European Parliament and to the Council on the functioning of those provisions and on the need for any modifications thereto. The Commission shall examine, in particular, the need for any modifications in order to ensure an appropriate delimitation of the implementing powers conferred on it and full respect for all conditions applicable to the exercise of those powers. The report shall be accompanied by a legislative proposal to modify those provisions. Should the report conclude that there is no need for any modification to existing provisions, it shall set out a detailed statement of reasons explaining why none is deemed to be necessary."
Justification
Introduction of a review clause in order to regularly assess the well functioning of the Lamfalussy procedure.

EXPLANATORY STATEMENT

Following the revision of the Council decision 1999/468/EC in July 2006 a new comitology procedure, the regulatory procedure with scrutiny, has been introduced.

The regulatory procedure with scrutiny significantly increases the European Parliament's rights of oversight of implementing measures and gives the European Parliament the right not only to exercise scrutiny of a draft implementing measure, but it also extends the grounds on the basis of which the European Parliament may oppose a draft measure or may propose amendments to a draft implementing measure.

In order to reflect amendments to the Council decision 1999/468/EC, the European Parliament has drafted a list of priority acts to be aligned with the new regulatory procedure with scrutiny

Directive 2003/71/EC establishes a regulatory framework for prospectus to be published when securities are offered to the public or admitted to trading on regulated markets. Comitology provisions have been foreseen for certain definitions including adjustment of figures for definition of SMEs, for certain measures relating to exemptions from publishing a prospectus, for the format of prospectus taking account developments in financial markets, as well as for details on minimum information on what shall be included in the prospectus and for third country equivalence. As to the latter the rapporteur believes that the new regulatory procedure with scrutiny should apply. 

In general the rapporteur supports the introduction of the new regulatory procedure with scrutiny for this Directive (2004/39/EC), feels however that the recitals and articles referring to the so called "sunset clause" should be kept, since there are still some remaining questions to be solved between the EU institutions as to the new procedure.

PROCEDURE

Title	Prospectus on securities (implementing powers conferred on the Commission)
References	COM(2006)0911 - C6-0020/2007 - 2006/0306(COD)
Date submitted to Parliament	22.12.2006
Committee responsible        Date announced in plenary	ECON 17.1.2007
Rapporteur(s)        Date appointed	Pervenche Berès 13.2.2007
Discussed in committee	10.9.2007		24.9.2007		5.11.2007
Date adopted	5.11.2007
Result of final vote	+: –: 0:	33 0 0
Members present for the final vote	Mariela Velichkova Baeva, Zsolt László Becsey, Pervenche Berès, Slavi Binev, Sharon Bowles, Udo Bullmann, Christian Ehler, Jonathan Evans, Donata Gottardi, Benoît Hamon, Karsten Friedrich Hoppenstedt, Othmar Karas, Piia-Noora Kauppi, Wolf Klinz, Christoph Konrad, Andrea Losco, Gay Mitchell, Cristobal Montoro Romero, John Purvis, Alexander Radwan, Antolín Sánchez Presedo, Olle Schmidt, Peter Skinner, Margarita Starkevičiūtė, Ieke van den Burg, Sahra Wagenknecht
Substitute(s) present for the final vote	Harald Ettl, Ján Hudacký, Werner Langen, Gianni Pittella, Margaritis Schinas
Substitute(s) under Rule 178(2) present for the final vote	Cornelis Visser, Jamila Madeira