Prospectus And By Laws Of

This new work provides integrated analysis of and guidance on the Prospectus Regulation 2017, civil liability for a misleading prospectus, and securities litigation in a European context. The prospectus rules are one of the cornerstones of the EU Capital Markets Union and analysis of this aspect of harmonisation, the areas not covered by the rules, and the impact of Brexit, provides valuable reference for all advising and researching this field. The first section serves as an introduction to the volume with relevant context. Part two discusses the subjects of Prospectus Regulation from both a legal and economic perspective. Each chapter within part two focuses on a key subject of the new Prospectus Regulation, providing an in-depth analysis of each issue. Part III of the work explains the domestic law on liability for a misleading prospectus, this issue being omitted from the Regulation. The law and practice in each of the key capital markets centres in Europe is analysed and compared, with the UK chapter covering the issues and possible solutions under Brexit. In the chapter on securities litigation there is full consideration of conflicts of laws issues with reference to the Brussels I regulation, and the Rome I and II Regulations. The fifth and final section looks to the future of disclosure practices in connection with securities offerings in the EU. The editors evaluate their key findings in a succinct summary to inform and enlighten the reader.

Pierre Schammo provides a detailed analysis of EU prospectus law (and the 2010 amendments to the Prospectus Directive) and assesses the new rules governing the European Securities and Markets Authority, including the case law on the delegation of powers to regulatory agencies. In a departure from previous work on securities regulation, the focus is on EU decision-making in the securities field. He examines the EU's approach to prospectus disclosure enforcement and its implementation at Member State level and breaks new ground on regulatory competition in the securities field by providing a 'law-in-context' analysis of the negotiations of the Prospectus Directive.

A new regime for prospectuses has recently become effective in Belgium, following the European Directive 2003/71/EC and the Commission Regulation 809/2004. This book discusses the role of the auditor in conjunction with various parts of the prospectus. It explains how the auditor has to organize and perform his work and how he has to report on the information required by the law, the Prospectus Directive, and the Regulation. In providing guidelines on the performance of the various audit tasks, there is also some guidance on the nature, the content, and the qualitative characteristics of the information which is reported on. This guide also takes into account various other documents that give recommendations or advice on the application of the Regulation or on the auditor's involvement in conjunction with the issuance of a prospectus under the Regulation. Such other documents were published by the Committee of European Securities Regulators (CESR) and by the FÃ?Â(c)dÃ?Â(c)ration des Experts Comptables EuropÃ?Â(c)ens - Federation of European Accountants (FEE). As the European Commission Regulation is applicable directly in all Member States of the European Community, and the Prospectus Directive is transferred into the national law of all Member States, this book is a valuable guide to this important part of bank and finance law in Europe.