Italian Securities Commission (CONSOB)

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The more stringent reporting obligations for certain Italian listed issuers will continue until October 12, 2020.

By Antonio Coletti, Isabella Porchia, and Marta Negro

The Italian Securities Commission (CONSOB) has adopted Resolution 21434, extending for a period of three months — from July 12, 2020, to October 12, 2020 — the provisions of Resolutions 21326 and 21327 of April 9, 2020 (April Resolutions), which imposed stricter reporting obligations of relevant shareholdings in certain Italian-listed issuers that were selected taking into account their high current market value and/or spread ownership structure (see Annexes A and B to the April Resolutions).

The revised Market Practice reflects the remarks raised by ESMA after a public consultation process.

By Antonio Coletti, Marco Bonasso, and Isabella Porchia

Article 13 of MAR provides for an exemption from sanctions in case a transaction breaches the general prohibition of market manipulation for transactions carried out for legitimate reasons and in line with accepted market practices established by national competent authorities (in Italy, CONSOB).

New Practice No. 1 was prepared in accordance with the format set out under the Annex to the Delegated Regulation (EU) 908/2016.

The Liquidity Decree strengthens CONSOB’s powers to impose stricter reporting requirements of relevant shareholdings in Italian-listed issuers.

By Antonio Coletti and Isabella Porchia

The Italian government has adopted Law Decree n. 23/2020 (the Liquidity Decree), in force form 9 April 2020, providing urgent measures supporting access to liquidity and financings for Italian companies facing challenges during the COVID-19 outbreak and increasing the government’s golden power rules.

Among other measures, the Liquidity Decree (article 17) amends the Italian law provisions on disclosure of reporting obligations of relevant shareholdings in Italian-listed issuers (article 120 of Legislative Decree 58/1998) and strengthens the relevant powers granted to the Italian Securities Commission (CONSOB).

CONSOB and Bank of Italy ease compliance obligations during COVID-19.

By Antonio Coletti, Marco Bonasso, and Isabella Porchia

The Italian Securities Commission (CONSOB) and the Bank of Italy have adopted a series of measures to grant intermediaries and online portal managers an extended deadline to comply with their disclosure obligations, and facilitated compliance activities by banks and supervised non-bank intermediaries, due to restrictions imposed by government measures to face the COVID-19 emergency.

Under resolutions no. 21314 and 21315 of March 25, 2020, CONSOB granted a 60-day extension for the terms relating to:

  • Intermediaries sending reports on how to perform services and reports on the organizational structure of SGR (asset management company), SICAF (fixed capital investment company), and SICAV (variable capital investment company)
  • Online portal managers sending data and news and transmitting documents to CONSOB, according to the regulation on raising funds through online portals

Italian regulator imposes more stringent reporting obligations for certain Italian-listed issuers.

By Antonio Coletti and Isabella Porchia

The Italian Securities Commission (CONSOB) has adopted Resolution 21304, imposing stricter reporting obligations of relevant shareholdings in Italian-listed issuers included in the Annex to the Resolution.

The entry threshold of relevant shareholding to be reported, according to Italian law implementing the EU Transparency Directive (article 120 of Legislative Decree 58/1998), is lowered:

  • From 3% to 1% for 38 companies with equity listed on the Mercato Telematico Azionario included in Section A of the Annex. The regulator has selected these companies based on capitalisation higher than €500 million and spread ownership structure.
  • From 5% to 3% for 10 SMEs included in Section B of the Annex.

The Italian Securities Commission asks banks and investment firms in Italy and the UK to inform customers of Brexit consequences promptly.

By Isabella Porchia

On 12 March 2019, the Italian Securities Commission (CONSOB) issued a warning notice to UK and Italian banks and investment firms providing investment services and activities in Italy and the UK, respectively, requesting that they inform their clients of Brexit consequences as a matter of urgency, especially in case of a “no deal”. CONSOB stressed that a no deal could lead to the loss of the European passport for the provision of investment services throughout the European Union.