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Status: You are viewing the version of the handbook as on 2019-07-21.

PRR 2.8 Omission of information

Omission of information

PRR 2.8.1EU

1Article 18(1) to (3) of the Prospectus Regulation provides for the circumstances in which certain information may be omitted from the prospectus:

Article 18

Omission of information

  1. 1. The competent authority of the home Member State may authorise the omission from the prospectus, or constituent parts thereof, of certain information to be included therein, where it considers that any of the following conditions is met:

    1. (a) disclosure of such information would be contrary to the public interest;

    2. (b) disclosure of such information would be seriously detrimental to the issuer or to the guarantor, if any, provided that the omission of such information would not be likely to mislead the public with regard to facts and circumstances essential for an informed assessment of the issuer or guarantor, if any, and of the rights attached to the securities to which the prospectus relates;

    3. (c) such information is of minor importance in relation to a specific offer or admission to trading on a regulated market and would not influence the assessment of the financial position and prospects of the issuer or guarantor, if any.

    The competent authority shall submit a report to ESMA on a yearly basis regarding the information the omission of which it has authorised.

  2. 2. Subject to adequate information being provided to investors, where, exceptionally, certain information required to be included in a prospectus, or constituent parts thereof, is inappropriate to the sphere of activity or to the legal form of the issuer or of the guarantor, if any, or to the securities to which the prospectus relates, the prospectus, or constituent parts thereof, shall contain information equivalent to the required information, unless no such information exists.

  3. 3. Where securities are guaranteed by a Member State, an issuer, an offeror or a person asking for admission to trading on a regulated market, when drawing up a prospectus in accordance with Article 4, shall be entitled to omit information pertaining to that Member State.

Request to omit information

PRR 2.8.2G

1Article 42(2) of the PR Regulation sets out requirements regarding the submission of requests to omit information from a prospectus. The FCA considers that a reasoned request for this purpose would:

  1. (1)

    be in writing from the applicant;

  2. (2)

    identify the specific information concerned and the reasons for its omission; and

  3. (3)

    State why in the applicant’s opinion one or more of the grounds in article 18(1) of the Prospectus Regulation applies.