Response to the Commission consultation on the Listing Act

Published: - Updated:

FESE recommends that the Commission takes a holistic approach to reviewing the EU listing regulatory framework. We believe that any legislative initiative focused on listing (or capital markets as a whole) should benefit from an integrated approach.

Prospectus Regulation

  • FESE urges policymakers to devise new solutions to incentivise retail investors’ access to a variety of instruments and to increase retail investor participation in capital markets.
  • We would consider it reasonable to allow issuers, whose securities have already been traded on an SME GM for a certain period and who have prepared an EU Growth Prospectus, to be admitted to trading on a Regulated Market by preparing a Recovery Prospectus.
  • For primary issuances, the threshold exemption of EUR 8 million should be retained and harmonised across the EU.
  • We support the proposal to make permanent the Recovery Prospectus regime.

Market Abuse Regulation

  • The current MAR framework does not provide a sufficient level of legal certainty and does not always strike the right balance between market integrity and onerous rules on issuers.
  • FESE shares the perspective held by many issuers that more significant alleviations are required to the MAR regime.
  • More concrete guidelines from ESMA or amendments to the Level 1 text of MAR are necessary to further clarify the applicability of the definition of “inside information”.
  • RTS on liquidity contracts should be amended so that market operators are not required to “agree to the contracts’ terms and conditions”.


  • Article 33(7) of MiFID II would benefit from further clarification in level 1 to ensure an interpretation where the issuers themselves can request a dual listing.
  • Equity research is a necessary tool to increase SMEs’ visibility and should therefore be promoted.


  • The re-emergence of SPACs is beneficial for EU public markets as they are attractive vehicles typically embedding investor protection features.

Listing Directive

  • The Listing Directive is achieving its objectives overall. However, we would also see the need for certain amendments to the text as a Directive.
  • We would support preserving most sections to maintain the established regulatory framework while, at the same time, having the opportunity to adopt a more streamlined and up to date European approach on key topics.