Only connect--the importance of considering disclosure requirements in the light of their legal consequences

The first 150 words of the full text of this article appear below. Key points

• This article explains why the recent TransparencyDirective led to an unintended change in law in the United Kingdomrelating to liability for annual and other reports by listedcompanies. The change was the result of a misunderstanding ofthe fact that the expressed or implied purpose of disclosurecan act as a trigger for liability in negligence. The articleargues that new disclosure requirements should always be reviewedin the light of the liability that will be imposed on thoseresponsible for the disclosure, so that costs and benefits canbe correctly balanced and prompt, reliable and relevant disclosurewill be encouraged.
• The new liability regime for reports inthe United Kingdom is considered and it is argued that the regimeshould logically be extended beyond company reports to the fullrange of disclosures required of companies that are admittedto regulated markets.
• The article concludes by . . . [Full Text of this Article]

 

Disclosure in the EEA securities markets--making sense of the puzzle

The first 150 words of the full text of this article appear below. Key points

• This article looks at the various elements of thedisclosure regimes for issuers that are admitted to EEA-regulatedmarkets, including the initial requirement for the productionof a prospectus on admission and on-going requirements to discloseprice sensitive information as it arises and to make regularreports to the market.
• After a brief analysis of some of thesimilarities and differences between the various regimes, thearticle makes an attempt to reconcile the differences by lookingat each regime in the context of the others and viewing themas a continuum.
• Finally, remaining problems concerning multi-jurisdictionliability for disclosure in the EEA and potential liabilityfor forward-looking disclosure are discussed.