November 29, 2020

Volume X, Number 334


European Securities and Market Authority Guidance on Market Soundings

The European Securities and Market Authority has published its final guidelines on the steps and the records that a person receiving a market sounding will have to consider and implement according to Article 11(11) of the Market Abuse Regulation (EU) No 596/2014 (MAR).

A market sounding is the disclosure of information to one or more potential investors, prior to an announcement, in order to gauge their interest in a possible transaction.

The guidelines detail:

  • the factors that recipients of market soundings are to take into account when information is disclosed to them in order for them to assess whether the information amounts to inside information;

  • the steps that such persons are to take if inside information has been disclosed to them; and

  • the records that such persons are to maintain in order to demonstrate that they have complied with MAR.

EU, FlagsThe guidelines are strong on the need for training and compliance with pre-established reporting procedures yet also emphasise the need for these to be appropriate and proportionate to the recipients’ scale, size and nature of their business activity.

Records will need to be kept in a durable medium for at least 5 years.

The guidelines apply from 20 December 2016.

© Copyright 2020 Squire Patton Boggs (US) LLPNational Law Review, Volume VI, Number 299



About this Author

Hannah Kendrick Corporate Attorney Squire Patton Boggs Leeds, UK

Hannah leads our Corporate Practice in Leeds and has a wide range of experience advising both public and private companies on mergers and acquisitions, fundraisings, takeovers, restructurings and reorganisations.

Her work varies between UK and cross border and she works closely with executives, in-house legal teams and general counsel both in the UK and globally.

Hannah is a member of the Regional Advisory Group of the London Stock Exchange plc for the North East.

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