ESMA Statement on Listing Act Prospectus Compliance

ESMA has published a statement to support the smooth implementation of the Listing Act, offering practical guidance to national competent authorities (NCAs), issuers, and their advisors on the application of revised prospectus rules. Key clarifications include that registration documents and universal registration documents approved or filed until June 4, 2026, fall under the Article 48a transitional regime and may continue to be used throughout their validity period. ESMA also provides guidance on disclosures for EU Follow-on and EU Growth issuance prospectuses until a Delegated Act takes effect.

This guidance is intended to enable issuers and advisors to rely on its content, with ESMA expecting NCAs to follow the outlined approach. The statement aims to simplify compliance and reduce burdens for issuers while ensuring investor protection. Regulated entities, particularly public companies and their financial advisors involved in capital markets transactions requiring prospectuses, should review the statement to understand the transitional provisions and disclosure requirements applicable until the new Delegated Act is in force.