Welcome to the monthly capital markets update, a briefing from our capital markets practice area rounding up the month’s regulatory developments within the equity and debt capital markets and looking ahead to future developments.
Malta Update
There were no updates from a Maltese regulatory perspective during the month of May 2024.
European Union Update
UPDATE NUMBER 05/2024/01
ESMA released its Final Report on 28 May 2024, detailing proposed amendments to the Regulatory Technical Standards (RTS) on the European Single Electronic Format (ESEF). These amendments update the Commission Delegated Regulation (EU) 2019/815 to align with the latest IFRS Accounting Taxonomy updates from 2023 and 2024, and the most recent Inline XBRL specifications.
The report includes revisions to Annexes I through VI of the RTS, covering terms, mandatory mark-ups, Inline XBRL specifications, XBRL taxonomy files, and the core taxonomy schema. The amendments are mandatory for financial years starting on or after January 1, 2025, with early application permitted.
Issuers must use either the 2022 ESEF taxonomy or the newly introduced 2024 ESEF taxonomy for financial statements beginning on or after January 1, 2024.
UPDATE NUMBER 05/2024/02
On 29 May 2024 ESMA issued a statement reminding issuers about the applicable legislative framework to “pre-close calls” and encouraging them to follow good practices when engaging in such calls, with the goal of contributing to maintain fair, orderly, and effective markets.
Pre-close calls are communication sessions between an issuer and analysts who generate research, forecasts and recommendations related to the issuer’s financial instruments. These sessions occur just before the periods preceding an interim or year-end financial report, during which issuers avoid providing additional information or updates. The outcomes of pre-close calls can influence market expectations and instrument prices.
ESMA reminds issuers that any disclosure of inside information should only take place in accordance with the Market Abuse Regulation (MAR). Consequently, issuers should only share non-inside information during these “pre-close calls”.
To address potential concerns related to pre-close calls, ESMA recommends following several good practices, including:
- Prior to a “pre-close call”, carrying out an assessment of the information intended to disclose, making sure that it is not inside information;
- Informing the public about the upcoming “pre-close calls” on the issuer’s website, highlighting the relevant details (date, place, topics and participants);
- Making the material and documents used simultaneously available on the issuer’s website.
