ESMA proposes amendments to MAR guidelines on delayed disclosure
When is it acceptable to delay disclosures of financial information, and when does this conflict with transparency obligations? The European Securities and Markets Authority (ESMA) is seeking to make some clarifications, with the publication of a consultation paper on amendments to its guidelines on the EU Market Abuse Regulation (MAR) in so far as it relates to the interaction between listed regulated financial institutions and their prudential regulators.
Under MAR, issuers can delay the disclosure of inside information under certain circumstances: where immediate disclosure is likely to prejudice an issuer’s legitimate interest, the delay of disclosure is not likely to mislead the public and confidentiality is ensured. The consultation paper clarifies the MAR guidelines on certain points. In the case of redemptions, reductions and repurchases of own funds, it affirms that entities have a legitimate interest to delay disclosure of inside information until the prudential supervisor’s authorisation is granted. Disclosures relating to draft Supervisory Review and Evaluation Process (SREP) decisions and related preliminary information may also be delayed until that information becomes final. It further clarifies that Pillar 2 Capital Requirements and Guidance are likely to be considered inside information under MAR and would need to be disclosed as soon as possible once final.
ESMA encourages all banking sector stakeholders and market participants to send their feedback by 27 August 2021, and expects to publish a final report including its amended MAR Guidelines by the end of the year.
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