The Dutch Act to implement the amended Transparency Directive (2013/50/EU) was submitted to Dutch Parliament on 18 June 2015. The required implementation date is 26 November 2015. As a result of this proposal, various transparency obligations will be changed for issuing institutions.

Background

The Transparency Directive contains various disclosure obligations for issuers whose securities are listed on a regulated market. The amended Transparency Directive is the result of an evaluation conducted by the European Commission on the effects of the Transparency Directive on the market. It aims to simplify compliance with the transparency directive for small and medium-sized enterprises.

Amendments

The amendments cover different topics but are primarily aimed at reducing certain transparency requirements. They include:

  • Publication of quarterly statements for listed companies will no longer be required.
  • Issuing institutions will be required to make a separate annual report available to the public about payments to governments in the countries where they operate. This requirement applies to issuing institutions who are active in the oil, gas and mining industry or in the primary forest logging industry.
  • Sanctioning power of the financial supervisors is amended with respect to the directive. This translates to an increase of the maximum fine from € 4 million to € 10 million.
  • Extension of the deadline for publishing half-year financial reports from two to three months after the end of the reporting period.
  • Extension of the period during which financial reports have to be publicly available from five to ten years.
  • The definition home member state is changed to prevent the possibility of avoiding supervision by any European supervisory authority.

Practice

In practice, the amended Transparency Directive and the Dutch implementing Act thereof will lessen the administrative burdens of issuing institutions.