Guidelines on active and passive investment in the interest of the client
These AFM guidelines aim to encourage financial institutions to make the customer's interests the central focus. Financial institutions should be aware that active investment is not necessarily better than passive investment, and vice versa. In addition, they should only offer investment products that add value. The guidelines also contain recommendations on the information that must be provided to customers.
Updated prospectus reference tables
The prospectus reference tables, to be submitted with the draft prospectus, were recently updated by the AFM. The tables indicate where the requisite information can be found in the prospectus. The tables now also indicate what ESMA information can be consulted to comply with certain sections of the tables. In addition, the AFM has revised the layout of the tables to improve clarity on what is required.
The AFM has also included new tables on its website for specialist issuers such as shipping or real estate companies. If an issuer is a "specialist" issuer based on the Prospectus Directive and ESMA's recommendations, the applicable reference table must be completed.
AFM introduces Notified Prospectuses Register
This register contains a list of prospectuses approved by other authorities and notified to the AFM. It enables investors to check if a (foreign) issuing institution is authorised to offer its products. Where possible, the register refers to the online register of the competent authority that has approved the prospectus, where the prospectus can be downloaded.
Use of base prospectus for new tranche of securities previously issued under a prospectus that is no longer valid
The AFM has published "points to consider" in connection with the use of a base prospectus in this situation. Base prospectuses often allow a new tranche of securities to be issued under another (base) prospectus. If a new tranche is issued, the old prospectus is normally no longer valid. The new base prospectus, however, often contains terms and conditions which differ slightly from the original terms and conditions. For the securities to be fungible (interchangeable), the terms and conditions of old and new tranches have to be identical. For that reason, the original conditions, rather than the terms and conditions in the new base prospectus, are declared applicable to the new tranche. As this may cause problems, the AFM has issued points to consider when using the base prospectus in these situations.