On July 3rd, 2016 across all EU member states. For OTFs, MAR will become effective when MiFID II comes into force (planned for January 3rd, 2018).
To keep pace with recent developments of financial markets and to create an equal level of capital market transparency as well as protection of investors among all member states.
Issuers of financial instruments (for example equities or bonds) on regulated markets, MTFs (multilateral trading facilities) and OTFs (organised trading facilities) in all member states of the European Union. Derivatives which are being traded within these trade venues are also subject to MAR.
Disclosure of Inside Information
(particularly Art. 17 MAR – Market Abuse Regulation)
Under MAR, disclosure of inside information becomes a legal requirement for issuers of financial instruments traded on an MTF or OTF. In the past this requirement was limited to regulated markets (including some MTFs due to listing rules of the exchange). It will apply to all financial instruments covered by MAR. From 3rd July 2016, issuers must disclose inside information and distribute it throughout Europe, which must then also be available to view on the issuer’s website for 5 years. In addition, the information must be sent to the national financial authority (e.g. the FCA in the UK and Central Bank of Ireland), in some cases to the trading venue and to the national OAM (Officially Appointed Mechanism).
Managers’ transactions (particularly Art. 19 MAR)
Persons discharging managerial responsibilities (PDMR) and persons closely associated with them (e.g. spouses) must notify the issuer of relevant personal transactions they undertake in the issuer’s financial instruments. The obligation to disclose managers‘ transactions is now extended to financial instruments traded on an MTF or OTF. A reduced notification period of three business days is also imperative; the disclosure requirement also includes trading with derivatives and debt securities. An announcement by the issuer has to be distributed throughout Europe, sent to the financial authority and stored in the OAM. Managers’ transactions announcements now also have to contain the Legal Entity Identifier (LEI code) of the issuer. In addition, issuers must draw up a list including all persons bound by Directors’ Dealings (including closely associated persons).
Issuers and everyone acting on their behalf (e.g. law firms) are obligated to draw up insider lists. The lists must include every person who has temporary or permanent access to insider information. The list must be constantly updated and the insiders must be officially informed about their obligations.
Click here for the EQS INSIDER MANAGER.
As well as the new obligations, you should also be aware of a drastic tightening of sanctions and penalties. For example, market manipulation is no longer the only criminal offence. Simply attempting such a market manipulation is also considered as a crime. Also the sanctions for violating the disclosure requirements and insider law have been considerably tightened up.
Another dissuasive effect is also being created in the form of the “naming and shaming” practice: in the future, all sanctions together with the offence and identity of the person in question will be published on the website of the responsible national authority for 5 years. In parallel with the application of MAR, the sanctioning will be integrated into member state legislation by means of a separate EU Directive.