IR - Transparency directive
CBI clarifies incorporation by reference in a prospectus of annual financial reports prepared in accordance with the European Single Electronic Format (ESEF) Regulation. On 5 October 2022, the Central Bank confirmed the permissibility of incorporating by reference annual financial reports prepared in accordance with the ESEF Regulation in a prospectus.
The ESEF Regulation introduced a single electronic reporting format for the annual financial reports of issuers with securities admitted to trading on EU-regulated markets. It applies to annual financial reports containing financial statements for financial years beginning on or after 1 January 2021.
The Central Bank (Investment Market Conduct) Rules generally require that documents to be incorporated in a prospectus by reference be submitted in portable document format (pdf). However, annual financial reports required to be prepared in the format prescribed by the ESEF Regulation may also be incorporated by reference in a prospectus in that format and submitted to the Central Bank for that purpose.