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Note on the entry into force of the Market Abuse Regulation - Regulation (EU) No. 596/2014 (MAR)



As of 3 July 2016, Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation or MAR) comes into force ([1]).

MAR is a European regulation of direct application, so the rules and duties therein do not require express transposition into national law (except when specifically provided for), so the recipients of duties under the MAR and market agents, namely, issuers of securities admitted to trading on a regulated market or in a multilateral trading system, the management entities of these markets, financial intermediaries and analysts, must comply with the duties provided for as of 3 July  2016 ([2]).

Particularly noteworthy are the following innovative aspects and changes regarding matters already regulated which, in line with the current framework, are now developed by the MAR ([3]):

 

  • Extending the application scope of the market abuse framework to spot commodity contracts (whose price has an effect on the price of financial instruments), benchmarks, auctions of emission licenses, as well as to issuers of financial instruments that are exclusively traded on a multilateral trading system, in particular with regard to the reporting obligations of these issuers (Article 2 of the MAR);

  • Special rules for conducting market surveys (Article 11 of the MAR and rules provided for in Commission Delegated Regulation (EU) 2016/960 of 17 May 2016 and in Commission Implementing Regulation (EU) 2016/959 of 17 May 2016);

  • Market manipulation - Implementation of market manipulation practices in the case of benchmarks and practices associated with algorithmic trading and high frequency trading (HFT) (Article 12 of the MAR);

  • Harmonised format for reporting suspicious transactions, including suspicious orders (Articles 12 and 16 and Annex I of the MAR; Delegated Regulation (EU) 2016/522 of the Commission of 17 December 2015; Delegated Regulation (EU) 2016/957 of the Commission of 9 March 2016);

  • Deferral of disclosure of privileged information - Alteration of the regime of deferral of disclosure of privileged information, becoming subject to subsequent communication to the supervisory authority and reinforcing the requirement regarding the person responsible for the deferral decision and the internal procedures required of the issuer (Article 17(4) of the MAR), as well as the introduction of an alternative specific framework for the deferral of disclosure by issuers that are financial institutions (based on preserving the stability of the financial system and in exceptional circumstances), subject to approval by the supervisory authority (Article 17(5) & (6) of the MAR);

  • Template for the list of people with access to privileged information and reinforcement of communication duties to people with access to privileged information (Article 18 of the MAR and Commission Implementation Regulation (EU) No. 2016/347);

  • Changes to the requirements and communication of transaction of officers, namely by extending the scope of instruments and transactions subject to notification and disclosure to the competent authority, deadlines for notification and calculation of the exemption for transactions up to € 5,000 (Article 19 of the MAR) and the harmonised communication and disclosure of managerial transactions model (see Commission Implementing Regulation (EU) No. 2016/523);

  • Prohibition of managers from trading financial instruments issued by the issuer during limited trading periods prior to the disclosure of interim or annual financial information (Article 19(11) of the MAR and Articles 7 to 9 of the Delegated Regulation (EU) 2016/522 of the Commission);

  • Adjustments to the investment recommendations framework (Article 20 of the MAR and Delegated Regulation (EU) 2016/958 of the Commission of 9 March 2016), notably the extension of the application scope of the rules to any person who issues or disseminates recommendations (even though not within the scope of the professional activity) and the introduction of the concept of "expert" that determines the application of specific duties.

June 2016

 

 

[1]  Regulation (EU) No. 596/2014 of the European Parliament and of the Council, of 16 April 2014, on market abuse (Market Abuse Regulation).

[2] With regard to Article 4(2) and (3) of the MAR, it should be noted that its entry into force will be postponed until 3 January 2018, with emphasis on ESMA's communication of 25 May 2016, Reference data submission under Article 4 (1) of Regulation No 596/2014 on market abuse (ESMA 00-6-265) on the application of Article 4(1) of the MAR, published on the CMVM website
(https://www.esma.europa.eu/sites/default/files/library/2016-724_requirements.pdf ) Also worthy of note are matters for which the application date is subsequent, under the terms provided for in Article 39(4), second subparagraph of the MAR.
 

[3] This document does not intend to present an exhaustive list of all the alterations resulting from the MAR and does not dispense with the need to read the applicable legislation.