Prospectus Regulations 2011

The Prospectus Regulations 2011 came into force on 31 July 2011.

The Regulations amend certain provisions of the Financial Services and Markets Act 2000 governing when a prospectus must be published in connection with an offer of shares to the public or admitted to trading on a regulated market.

 The amendments made by the Regulations:

  •     raise the threshold for an offer of securities in the EU for which a prospectus is required from 2.5 million euros to 5 million euros;
  •     remove the requirement for a prospectus for offers addressed to fewer than 150 investors per member state (formerly 100 investors).

The Government decided to implement these key provisions almost a year in advance of the deadline. Small companies undertaking secondary fundraising, in particular, should benefit from the legislation, and fewer offers will require a prospectus to be produced.

A link to the legislation can be found here:

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