Commission Delegated Regulation (EU) 2020/1273 of 4 June 2020 amending and correcting Delegated Regulation (EU) 2019/980 supplementing Regulation (EU) 2017/1129
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art_1
#art_1
Article 1
Delegated Regulation (EU) 2019/980 is amended as follows:
| (1) | Article 2 is replaced by the following:‘Article 2Registration document for equity securities1. For equity securities, the registration document shall contain the information referred to in Annex 1 to this Regulation, unless it is drawn up in accordance with Articles 9, 14 or 15 of Regulation (EU) 2017/1129.2. By way of derogation from paragraph 1, the registration document for the following securities, where those securities are not shares or other transferrable securities equivalent to shares, may be drawn up in accordance with Article 7 of this Regulation for retail securities or Article 8 of this Regulation for wholesale securities:(a)the securities referred to in Articles 19(1) and 20(1) of this Regulation;(b)the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market;(c)the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
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| (a) | the securities referred to in Articles 19(1) and 20(1) of this Regulation; |
| (b) | the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market; |
| (c) | the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
| (2) | Article 4 is replaced by the following:‘Article 4Registration document for secondary issuances of equity securities1. A specific registration document for equity securities that is drawn up in accordance with Article 14 of Regulation (EU) 2017/1129 shall contain the information referred to in Annex 3 to this Regulation.2. By way of derogation from paragraph 1, the registration document for the following securities, where those securities are not shares or other transferrable securities equivalent to shares, may be drawn up in accordance with Article 9:(a)the securities referred to in Articles 19(1) and 20(1) of this Regulation;(b)the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market;(c)the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
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| (a) | the securities referred to in Articles 19(1) and 20(1) of this Regulation; |
| (b) | the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market; |
| (c) | the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
| (3) | Article 12 is replaced by the following:‘Article 12Securities note for equity securities or units issued by collective investment undertakings of the closed-end type1. For equity securities or units issued by collective investment undertakings of the closed-end type, the securities note shall contain the information referred to in Annex 11 to this Regulation, unless it is drawn up in accordance with Articles 14 or 15 of Regulation (EU) 2017/1129.2. By way of derogation from paragraph 1, the securities note for the securities referred to in paragraphs 1 and 2 of Article 19 and paragraphs 1 and 2 of Article 20 of this Regulation, where those securities are not shares or other transferrable securities equivalent to shares, shall be drawn up in accordance with Article 15 of this Regulation for retail securities or Article 16 of this Regulation for wholesale securities.’; |
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| (4) | Article 13 is replaced by the following:‘Article 13Securities note for secondary issuances of equity securities or of units issued by collective investment undertakings of the closed-end type1. A specific securities note for equity securities or units issued by collective investment undertakings of the closed-end type that is drawn up in accordance with Article 14 of Regulation (EU) 2017/1129 shall contain the information referred to in Annex 12 to this Regulation.2. By way of derogation from paragraph 1, the specific securities note for the securities referred to in paragraphs 1 and 2 of Article 19 and paragraphs 1 and 2 of Article 20 of this Regulation, where those securities are not shares or other transferrable securities equivalent to shares, shall be drawn up in accordance with Article 17 of this Regulation.’; |
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| (5) | in Article 24, paragraph 4 is replaced by the following:‘4.Where a universal registration document is used for the purposes of Article 9(12) of Regulation (EU) 2017/1129, the information referred to in that Article shall be presented in accordance with Commission Delegated Regulation (EU) 2019/815(1).(1) Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 supplementing Directive 2004/109/EC of the European Parliament and of the Council with regard to regulatory technical standards on the specification of a single electronic reporting format (OJ L 143, 29.5.2019, p. 1).’;" |
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| ‘4. | Where a universal registration document is used for the purposes of Article 9(12) of Regulation (EU) 2017/1129, the information referred to in that Article shall be presented in accordance with Commission Delegated Regulation (EU) 2019/815(*1). |
| (6) | in Article 25, paragraph 5 is replaced by the following:‘5.Where a universal registration document is used for the purposes of Article 9(12) of Regulation (EU) 2017/1129, the information referred to in that Article shall be presented in accordance with Commission Delegated Regulation (EU) 2019/815.’; |
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| ‘5. | Where a universal registration document is used for the purposes of Article 9(12) of Regulation (EU) 2017/1129, the information referred to in that Article shall be presented in accordance with Commission Delegated Regulation (EU) 2019/815.’; |
| (7) | Article 28 is replaced by the following:‘Article 28EU Growth registration document for equity securities1. A specific registration document for equity securities drawn up in accordance with Article 15 of Regulation (EU) 2017/1129 shall contain the information referred to in Annex 24 to this Regulation.2. By way of derogation from paragraph 1, the specific registration document for the following securities, where those securities are not shares or other transferrable securities equivalent to shares, may be drawn up in accordance with Article 29 of this Regulation:(a)the securities referred to in Articles 19(1) and 20(1) of this Regulation;(b)the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market;(c)the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
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| (a) | the securities referred to in Articles 19(1) and 20(1) of this Regulation; |
| (b) | the securities referred to in Article 19(2) of this Regulation, where those securities are exchangeable for or convertible into shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market; |
| (c) | the securities referred to in Article 20(2) of this Regulation, where those securities give the right to subscribe or acquire shares that are or will be issued by an entity belonging to the issuer’s group and that are not admitted to trading on a regulated market.’; |
| (8) | Article 30 is replaced by the following:‘Article 30EU Growth securities note for equity securities1. A specific securities note for equity securities drawn up in accordance with Article 15 of Regulation (EU) 2017/1129 shall contain the information referred to in Annex 26 to this Regulation.2. By way of derogation from paragraph 1, the specific securities note for the securities referred to in paragraphs 1 and 2 of Article 19 and paragraphs 1 and 2 of Article 20 of this Regulation, where those securities are not shares or other transferrable securities equivalent to shares, shall be drawn up in accordance with Article 31 of this Regulation.’; |
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| (9) | in Article 32(1), point (e) is replaced by the following:‘(e)the information referred to in section 1 of Annex 24 and section 1 of Annex 26, or the information referred to in section 1 of Annex 25 and section 1 of Annex 27 to this Regulation, depending on the type of securities;’; |
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| ‘(e) | the information referred to in section 1 of Annex 24 and section 1 of Annex 26, or the information referred to in section 1 of Annex 25 and section 1 of Annex 27 to this Regulation, depending on the type of securities;’; |
| (10) | in Article 32(1), point (g) is replaced by the following:‘(g)for equity securities, the information referred to in item 2.1 of Annex 26 and, where equity securities are issued by an issuer with a market capitalisation above EUR 200 000 000, the information referred to in item 2.2 of Annex 26 to this Regulation;’; |
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| ‘(g) | for equity securities, the information referred to in item 2.1 of Annex 26 and, where equity securities are issued by an issuer with a market capitalisation above EUR 200 000 000, the information referred to in item 2.2 of Annex 26 to this Regulation;’; |
| (11) | in Article 32(1), the following points (p) and (q) are added:‘(p)where information on the underlying share is required pursuant to Article 19(2), point (b), Article 19(3) or Article 20(2), point (b) of this Regulation, the information referred to in section 6 of Annex 26 to this Regulation or the information referred to in section 6 of Annex 27 to this Regulation, depending on the type of securities;(q)where the issuer or the person responsible for drawing up a prospectus consents to its use as referred to in the second subparagraph of Article 5(1) of Regulation (EU) 2017/1129, the information referred to in section 7 of Annex 26 or in section 7 of Annex 27 to this Regulation, depending on the type of securities.’; |
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| ‘(p) | where information on the underlying share is required pursuant to Article 19(2), point (b), Article 19(3) or Article 20(2), point (b) of this Regulation, the information referred to in section 6 of Annex 26 to this Regulation or the information referred to in section 6 of Annex 27 to this Regulation, depending on the type of securities; |
| (q) | where the issuer or the person responsible for drawing up a prospectus consents to its use as referred to in the second subparagraph of Article 5(1) of Regulation (EU) 2017/1129, the information referred to in section 7 of Annex 26 or in section 7 of Annex 27 to this Regulation, depending on the type of securities.’; |
| (12) | the following Article 46a is inserted:‘Article 46aProspectuses approved between 21 July 2019 and 16 September 2020Prospectuses that have been approved between 21 July 2019 and 16 September 2020 shall continue to be valid until the end of their validity.’; |
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| (13) | Annex 1 is amended in accordance with Annex I to this Regulation; |
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| (14) | Annex 3 is amended in accordance with Annex II to this Regulation; |
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| (15) | Annex 4 is amended in accordance with Annex III to this Regulation; |
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| (16) | Annex 6 is amended in accordance with Annex IV to this Regulation; |
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| (17) | Annex 7 is amended in accordance with Annex V to this Regulation; |
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| (18) | Annex 8 is amended in accordance with Annex VI to this Regulation; |
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| (19) | Annex 9 is amended in accordance with Annex VII to this Regulation; |
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| (20) | Annex 16 is amended in accordance with Annex VIII to this Regulation; |
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| (21) | Annex 24 is amended in accordance with Annex IX to this Regulation; |
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| (22) | Annex 25 is amended in accordance with Annex X to this Regulation; |
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| (23) | Annex 26 is amended in accordance with Annex XI to this Regulation; |
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| (24) | Annex 27 is amended in accordance with Annex XII to this Regulation. |
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art_2
#art_2
Article 2
| (1) | in Article 33 of Delegated Regulation (EU) 2019/980, paragraph 7 is replaced by the following:‘7.The specific summary may use sub-headings to present the information referred to in sections 2, 3 and 4 of Annex 23 to this Regulation.’; |
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| ‘7. | The specific summary may use sub-headings to present the information referred to in sections 2, 3 and 4 of Annex 23 to this Regulation.’; |
| (2) | in Article 42(2), point (g) is replaced by the following:‘(g)an appendix where required by Article 26(4) of Regulation (EU) 2017/1129, unless no summary is required pursuant to the second subparagraph of Article 7(1) of that Regulation;’. |
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| ‘(g) | an appendix where required by Article 26(4) of Regulation (EU) 2017/1129, unless no summary is required pursuant to the second subparagraph of Article 7(1) of that Regulation;’. |
art_3
#art_3
Article 3
This Regulation shall enter into force on the third day following that of its publication in the Official Journal of the European Union.
However, Article 1, points (1) to (8), and Article 2 shall apply from 21 July 2019.
Provenance and validity dates, identifier, hash
| as of | 2020-06-04 → this publisher state was selected |
| publisher state | publisher version 2020-06-04 → latest held publisher-asserted |
| type | REG_DEL Commission Delegated Regulation (EU) 2020/1273 of 4 June 2020 amending and correcting Delegated Regulation (EU) 2019/980 supplementing Regulation (EU) 2017/1129 of the European Parliament and of the Council as regards the format, content, scrutiny and approval of the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market (Text with EEA relevance) |
| language | en |
| published | 2020-06-04 |
| lex_id | eu-eurlex:32020r1273:2020-06-04--642fddd305de1b2f2396879677ec2d3a0c80e12f658d16d2d5d6ba013672692f |
| record sha256 | 8b3e41060e76426d29910420ee9ec7b4a8b80a4f3c1ebf798fbdd20cafdc170e |
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