(2004/C 65 E/111)

WRITTEN QUESTION E-1877/03

by Christopher Huhne (ELDR) to the Commission

(6 June 2003)

Subject:   Prospectus-delegation

Will the Commission estimate the proportion of prospectuses approved in Member States in the last calendar year that were approved directly by a competent authority, and the proportion that were approved by authorities such as exchanges or intermediaries to which the task was delegated? Will the Commission estimate the number of complaints of incompleteness or inaccuracy of the prospectus in each case?

Answer given by Mr Bolkestein on behalf of the Commission

(30 June 2003)

The Commission has not sought to estimate the proportion of prospectuses approved directly by a competent authority, nor the proportion that was approved by authorities such as exchanges or intermediaries to which the task was delegated. Under the current situation, this question is not applicable or relevant for the time being in most Member States. In fact, to the Commission's knowledge, there is only one specific regulation on this matter in Austria (auditors and banks are in charge of the review of the prospectus under a delegation from the stock exchange).

However, the Commission has carefully studied the nature of the different competent authorities for the tasks of scrutinizing and approving prospectuses in all Member States. Exchanges are in charge of the review of prospectuses in Denmark, Germany, Greece, Ireland, Luxembourg, Austria and Sweden. However, it should be noted that, in those Member States prospectuses for offer of securities without listing are generally reviewed by a different competent authority, generally a public body.

It is important to note that in the Netherlands, the tasks of reviewing prospectuses was recently transferred from Euronext NV to the new Financial Market Authority and Ireland envisages doing a similar change.

The Commission has not estimated the number of complaints of incompleteness or inaccuracy depending on which kind of entity is in charge of the review of the prospectus. First, it does not consider that the number of complaints received by competent authorities on missing or misleading information in the context of prospectuses would permit the Commission to draw interesting conclusions. Secondly, the Commission considers that the quality of the review is not necessarily linked to the nature of the entity in charge of the review.