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Securities prospectus

EU rules on the information that must be provided by companies that want to offer securities to the public or seek admission to trading on a regulated market to attract investors, raise capital and finance their growth.

What the EU is doing and why

Most companies that want to raise capital through public offers or have securities to be admitted to trading on regulated markets need to provide investors with a prospectus.

A prospectus is a legal document that describes

  • a company's main line of business, its finances and shareholding structure
  • the securities that are being issued and/or admitted to trading

It contains the information an investor needs before making a decision whether to invest in the company's securities (such as shares, bonds, derivatives).

EU prospectus rules ensure that adequate and equivalent disclosure standards are in place in all EU Member States so that investors can benefit from the same level of information. Under these rules, once a prospectus has been approved in one EU Member State, it is valid throughout the EU (single passport for the issuers).

The rules also ensure that minimum protection for investors is of the same standard across the EU.

Policy making timeline

  1. 7 December 2022
    Legislative package - Capital markets union
  2. 2015
    Legislative proposal

    Proposal for a Prospectus Regulation in the framework of the 2015 capital markets union action plan.

    The regulation aims to

    • make it easier and cheaper for smaller companies to access capital
    • introduce simplification and flexibility for all types of issuers, in particular for secondary issuances and frequent issuers that are already known to capital markets
    • improve prospectuses for investors by introducing a retail investor-friendly summary of key information, catering for the specific information and protection needs of investors

    The new prospectus regime ensures that appropriate rules cover the full life-cycle of companies from start-up until maturity as frequent issuers on regulated markets.

Relevant legislation