Clifford Chance

EU LISTING ACT: European Commission proposes measures simplifying company listings and capital raises

14 December 2022

On 7 December 2022, the European Commission put forward measures to further develop the EU's Capital Markets Union (CMU) and make EU capital markets more attractive. A key objective of the CMU is ensuring the access of companies, including small and medium-sized enterprises (SMEs) to public market financing. The Commission recognised that the current public listing process for equity securities is cumbersome and costly for EU companies, especially SMEs. Following a targeted consultation, the Commission has now proposed a set of measures ( in this briefing together referred to as the "Listing Act") to simplify the listing and post-listing requirements to attract more EU companies to the EU public markets and in particular to facilitate SMEs' access to capital. A key objective of the Listing Act is to alleviate and render more proportionate the pre and post-IPO requirements that apply to companies of varying sizes. The proposed amendments also seek to preserve a sufficient degree of transparency, investor protection and market integrity. Finally, the Listing Act addresses the issue of fragmentation in national laws that restricts the flexibility of companies to issue dual-class shares.

In this briefing, the seventh in our European Capital Markets Briefing Series, we summarize what we believe are the key amendments proposed in the Listing Act, a short description of the main features of the amendments and, where relevant, their practical context and our own initial assessment.

Our European Capital Markets team is happy to further discuss these and other Capital Markets topics with you. You can access our European Capital Markets Briefing Series on the Clifford Chance Financial Markets Toolkit here. These briefings are produced to help you keep abreast of the latest developments relevant to European capital markets and our briefings so far include our insights on the, ESMA Guidance, EU Pilot Regime, the EU Capital Markets Union, the Green Bond Regulation and European SPAC IPOs. Do not hesitate to reach out to one of our team members in Europe.

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