On July 13, 2016, ESMA published final Guidelines on the implementation of the Market Abuse Regulation for persons receiving market soundings and on delayed disclosure of inside information. ESMA consulted on draft Guidelines in January 2016. MAR requires ESMA to issue guidelines for market sounding receivers concerning the factors that should be taken into account, when information is disclosed to them as part of a market sounding, to determine whether the information amounts to inside information. The Guidelines outline the steps that such persons should take if inside information is disclosed to them and the records that such persons should maintain to demonstrate they have complied with the obligations under MAR.
MAR requires issuers to inform the public as soon as possible of inside information which directly concerns them. ESMA’s Guidelines outline the legitimate interests of issuers to delay disclosure of inside information. The Guidelines also provide a nonexhaustive indicative list on the legitimate interests of the issuer that are likely to be prejudiced by the immediate disclosure of inside information and the situations in which delay of disclosure is likely to mislead the public.
The application date for the Guidelines has not been specified, the Guidelines stipulate that they will apply 2 months from the date which translations are published.
The final Guidelines are available at: https://www.esma.europa.eu/sites/default/files/library/2016- 1130_final_report_on_mar_guidelines.pdf.