Increasing the attractiveness of public capital markets and facilitating access to capital for SMEs – amending Directive

In its Position Paper the German Bar Association welcomes the objective to allow EU public limited liability companies to create multiple-vote shares in order to promote access to the capital market. However, the DAV demands for the extension of the scope of the draft directive to all public limited companies (and Partnerships limited by shares, KGaA).

BETTER FINANCE welcomes the stated objectives of the listing act review for prospectus standardisation and streamlined IPO cost reduction, particularly for SMEs. Investor protection both relies on reporting that must be adequate, accessible and on fair treatment.

The Council of Institutional Investors supports the harmonization of rules surrounding share structures, to the extent that they neither create nor preserve long-term vacuums in accountability to company owners.

We welcome the provision of common rules on multiple-vote share structures (MVSS). Although, the limitation of the scope of application only to unlisted companies seeking admission to trading of shares on a SME Growth Market (SGM) is insufficient.

Dear team, We are writing on behalf of Railpen, the investment manager for the main railways pensions in the UK, responsible for around £35 billion of assets on behalf of over 350,000 members. A significant proportion of these assets are invested in companies based in EU Member State jurisdictions. Our feedback is outlined in the attached document.

Polish Association of Listed Companies (SEG) welcomes the changes related to the liberalization of the regime introduced in Listing Act while maintaining investor protection. Deserves support: I.in Prospectus Regulation: 1.extension of catalog of cases subject to exclusion from the obligation to prepare a prospectus 2.harmonizing the threshold for the exemption of small public offerings of securities from the…

The Global Legal Entity Identifier Foundation (GLEIF) is pleased to provide comments on the European Commission proposed Listing Act package, which is a welcomed initiative to improve the attractiveness of EU capital markets.

Deutsches Aktieninstitut welcomes the draft of the EU Listing Act of December 7th, 2022. We support the European Commission in its intention to reduce the bureaucratic burden, improve legal certainty and reach real improvement for the practice of listed companies. This objective is fully shared by us.

Deutsche Börse Group (DBG) welcomes the opportunity to respond to ECs proposal on the Listing Act. A strong European capital market is more necessary than ever. EU capital markets underperform compared to other jurisdictions. This reduces the EUs role as a financial centre and will weaken the European economy. Lower barriers for going public and increased incentives for staying public would be the right answer.

Bitkom welcomes the opportunity to give feedback on the Commissions proposal. We are convinced that the EU has a vibrant startup scene, especially in European hotspots. So there is no shortage of potential for new and innovative cutting-edge companies.

1. EFSA agrees with the EC that the success of MiFID2 unbundling is contestable and that the unbundling exemption provided for by the CMRP proved unable to reverse the negative trend in the production of research on small caps, due to the investment firms reluctance in introducing a double invoicing system.

Torino Social Impact (TSI) is pleased to witness the concrete effort promoted by the European Commission in facilitating the access to listing markets for SMEs. Since 2019 TSI has been working on an innovative project that aims at creating a capital market of financial securities (equity and debt) dedicated to companies pursuing a positive impact and measurable social outcomes.

Unbundling destroyed the market. Despite a very marginal reduction in costs for mutual funds subscribers, there was a significant reduction in research budgets. Those who produce and sell research had to adapt to profound changes in their business model, resulting in a lack of independent research and reduced market coverage.

While this comment letter has been elaborated jointly by the supporting associations, it should of course be weighted as individual stakeholder contributions by AFME, ASSOSM and BWF. Unbundling destroyed the market. Despite a very marginal reduction in costs for mutual funds subscribers, there was a significant reduction in research budgets.

We are referring to the European Commissions proposal for a Directive on multiple-vote share structures in companies that seek admission to trading on an SME growth market, published in December 2022, and the related feedback period. We appreciate the opportunity to contribute our views on this legislative proposal.

EuropeanIssuers welcomes the European Commissions proposal on multiple-vote share structures (MVSS) in order to facilitate companies listing (as well as the development of an effective Capital Markets Union). Several studies and reports (Oxera Study on Primary and Secondary Market; TESG Report, HLF on CMU Report) already suggested that one of the main reasons for not listing is the loss of control fear.

To the Commissioners, The Vanguard Group, Inc. (Vanguard) appreciates the opportunity to provide feedback on the European Commissions Directive on multiple-vote share structures in companies that seek the admission to trading of their shares on an SME growth market.

We appreciate the opportunity to provide feedback on the Prospectus Regulation amendments. Our proposal is to further amend Article 3, paragraph 2 of the regulation by removing the requirement that the exemption to publish a prospectus for offers of securities to the public is only valid if the offer is not subject to passporting (notification under Article 25 of the Prospectus Regulation).

Prospectus Regulation A6(4):While we welcome the intervention to simplify the structure and length of the prospectus,we believe that issuers should be allowed more flexibility where there is a need to expand the content for the sake of greater clarity or objective commercial needs.

The Braje Blackstone Westbroek believes it is very Helpful to have the listing and post-listing requirements in the EU simplified and clarified. In the attached file we set out our specific suggestions and considerations with regard to the proposed amendments, with the focus on the Prospectus Regulation and the Market Abuse Regulation.

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ABI supports the aim of the CMU Action Plan to foster the use of capital markets by European companies as well as the efforts to simplify the EU listing regulatory framework. An effective alleviation of the listing and the post-listing obligations is definitely needed, as well as a reduction of the costs for the issuers.

Multiple-vote share structures represent a mechanism to allow companies owners to retain decision-making powers in a company while raising funds on public markets and, thus, make the process of accessing the European capital markets by small enterprises and entrepreneurs more acceptable as the ownership structure is not diluted.

The investment research unbundling rule, early introduced under MIFID II and then amended by the CMRP, has not contributed to the growth and the improvement of investment research and, de facto, has not achieved at all the objectives they were originally designed to pursue.

AssoNEXT is enthusiastic for the effort of the Commission to make EU capital market cool again and very happy that most of the recommendations of the Technical Expert Stakeholder Group on SMEs (TESG), to which AssoNEXT has participated, have been considered by the Commission in the Listing Package as well as the suggestions we have proposed in the public consultation.

AMAFI would like to point out that legislative stability is essential. In choosing which changes to make, a balance should be struck between the expected added value of these changes, which may be minor, and the readjustments they entail for the entities concerned, which may be significant. AMAFI welcomes the exemptions to a prospectus as they are proposed in the amendments to the Prospectus Regulation.

EuropeanIssuers welcomes the opportunity to comment the European Commissions Proposal for a Regulation of the European Parliament and of the Council amending Regulations (EU) 2017/1129, (EU) No 596/2014 and (EU) No 600/2014. The proposals published in December 2022 represent a great effort of simplification in line with the goals of the Capital Markets Union.

The feedback delivered by the Luxembourg Capital Markets Association (LuxCMA) concentrates on the proposal to repeal the Listing Directive. The feedback explains the reasons and positive impact on the EU capital markets and the CMU for keeping distinction between the concept of listing on official list and admission to trading on a trading venue. The LuxCMA believes that the Listing Directive should not be repealed.

The German Banking Industry Committee (GBIC) welcomes the opportunity to provide its view on the European Commissions proposal for a REGULATION OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL amending Regulations (EU) 2017/1129, (EU) No 596/2014 and (EU) No 600/2014 to make public capital markets in the Union more attractive for companies and to facilitate access to capital for small and medium-sized enterprises…

Dear Sir/Madam, Thank you for the opportunity to comment on the European Commission consultation on the Listing Act. The European Savings and Retail Banking Group (ESBG) would like to share with you its reflections and proposals which are outlined in the attached paper below. Best regards, [name removed]

The DDV welcomes the opportunity to provide input on the European Commissions proposal for a Regulation of the European Parliament and of the Council amending Regulations (EU) 2017/1129, (EU) No 596/2014 and (EU) No 600/2014 to make public capital markets in the Union more attractive for companies and to facilitate access to capital for small and medium-sized enterprises (PR II which is part of the Listing Act…

In general, Boerse Stuttgart Group welcomes the objective of the Listing Act to facilitate the regulatory regime for initial public offerings (IPOs), in particular for small and medium-sized enterprises (SMEs). However, the EU Commissions proposal lacks two important issues which, in our view, should be urgently addressed: I) We have major concerns regarding Article 33(7) MiFID II and the secondary listing regime of…

12 (a) 3 – An offer of securities addressed to investors who acquire securities for a total consideration of at least EUR 100,000 per investor, for each separate offer – to be amended to allow investors orders to be decreased below EUR 100,000 in case of offer’s oversubscription.

Summary from attached response: Any policy initiative that reduces transaction costs for SMEs to do business and resource themselves are generally welcomed. Public listing is a form of governance and access to finance that may suit certain segments of SMEs.

Cleantech for Europe represents the vibrant ecosystem of EU cleantech innovators and investors who are developing technologies and business models to take the EU to net zero.Our community includes 16 pioneer EU cleantech investors, with a track record of investing in more than 300 early-stage ventures for decarbonisation and sustainability.

Wirtschaftskammer Österreich (Austrian Federal Economic Chamber) welcomes all initiatives to improve access to finance for companies, esp. for SMEs. Financing needs and preferences differ depending on the individual situation of a business. A broad choice of financing means incl. internal finance are therefore important.

Dear European Commission, EACRA welcomes the above consultation paper as well as the very detailed set of questions in the targeted consultation. One of the main objectives of the capital markets union action plan “is to ensure that companies, and in particular small and medium-sized enterprises (SMEs), have unimpeded access to the most suitable form of financing ” – the capital market for debt and equity financing…

Accountancy Europe welcomes the Commission's efforts to facilitate SME access to capital market financing. We firmly believe that now, even more than before, it is pivotal to ensure a realistic diversity of funding sources for smaller businesses.

ad Articles 23(2a) and 23(3a) of the Prospectus Regulation: We highly appreciate the proposal that the expiry date of the amendments for the extension of the timelines should be removed so that the amendments be permanent.

The Italian economic fabric consists predominantly of MSMEs and SMEs and entrepreneurs do not always have sufficient knowledge and skills to access public capital markets. For this reason, we believe it would be useful to set up a professional figure with a European profile which, with appropriate training, helps businesses and even tax, tax and accountancy advisers to carry out assessments of opportunities for…

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