The Prospectus (Amendment etc.) (EU Exit) Regulations 2019

PART 2 Amendments of FSMA

Amendments of FSMA

2.  FSMA is amended as follows.

Matters which may be dealt with by prospectus rules

3.  In section 84 (matters which may be dealt with by prospectus rules)(1), in subsection (2)(i), omit the words from “, or elections” to the end.

Prohibition of dealing etc in transferable securities without approved prospectus

4.  In section 85 (prohibition of dealing etc in transferable securities without approved prospectus)(2), omit subsection (8).

Exempt offers to the public and admissions to trading

5.  In section 86 (exempt offers to the public and admissions to trading), in subsection (2)(a), omit the words “the first sentence of”(3).

Power of FCA to suspend or prohibit trading on a trading facility

6.  In section 87LA (power of FCA to suspend or prohibit trading on a trading facility)(4), in subsection (5), for the definitions of “multilateral trading facility”, “organised trading facility” and “trading facility” substitute—

““trading facility” means a UK multilateral trading facility or a UK organised trading facility;

“UK multilateral trading facility” has the meaning given in Article 2(1)(14A) of the markets in financial instruments regulation;

“UK organised trading facility” has the meaning given in Article 2(1)(15A) of the markets in financial instruments regulation.”.

Reporting of infringements

7.—(1) Section 97A (reporting of infringements) is amended as follows.

(2) In subsection (1)(b)(iii), omit “, an EEA central counterparty”.

(3) For subsection (2)—

(a) omit the “or” at the end of paragraph (a), and

(b) for paragraph (b) substitute—

“(b) any EU regulation, originally made under the prospectus regulation, which is retained EU law, or

(c) any subordinate legislation (within the meaning of the Interpretation Act 1978) made under the prospectus regulation on or after exit day.”.

Publication of notices

8.  In section 391 (publication of notices), in subsection (8G)(5), for the words from “imposed by” to “this section” substitute—

“imposed by—

(a) the prospectus regulation,

(b) any EU regulation, originally made under the prospectus regulation, which is retained EU law, or

(c) any subordinate legislation (within the meaning of the Interpretation Act 1978) made under the prospectus regulation on or after exit day,

this section”.

Publication of notices – prospectus regulation

9.  In section 391F(6) (publication of notices: special provisions relating to the prospectus regulation), in subsection (1), for “to which Article 42 of the prospectus regulation applies” substitute “for an infringement of the prospectus regulation”.

(1)

Section 84(2)(i) was substituted by S.I. 2019/1043.

(2)

Section 85(8) was inserted by S.I. 2019/1043.

(3)

Section 86(2)(a) was amended by S.I. 2019/1043.

(4)

Section 87LA was inserted by S.I. 2019/1043.

(5)

Subsection 8G was inserted by S.I. 2019/1043.

(6)

Section 391F was inserted by S.I. 2019/1043.