SPL comments sent on 5 January 2007 regarding the FSA Consultation Paper 06/17 entitled “Amendments to the Prospectus and Listing Rules”.

FSA’s Consultation paper 06/17 entitled “Amendments to the Prospectus and Listing Rules”, published in October 2006. Period for consultation responses closed on 5 January 2007.

Example letter to the FSA applying for block listing of shares in connection with an employee share plan by a company listed on a EU regulated market in reliance on the exemption from the requirement to produce a prospectus in Article 4(2)(f) of the Prospectus Directive and Prospectus Rules 1.2.3(6).

This exemption allows EU listed companies to admit shares without a prospectus if certain wording is made available. An example RNS announcement including this wording is attached


Minutes of a meeting between members of ifsProShare and representatives of the EU Commission and the Financial Services Authority on the Prospectus Directive. The note considers:

Copy letter and Share Plan Lawyers submissions regarding the Prospectus Directive sent to Mike Duignan at the FSA on 28 June 2005 together with a note of a conversation with Adetutu Odutola of the FSA to discuss the paper on 29 June 2005 . Before accessing these documents, please ensure you have read the note below.

This paper, letter and attendance note have been produced for information purposes only to help members of the Share Plan Lawyers (the “SPL”) in identifying the issues relating to the impact of the Prospectus Directive on employee share plans and offers. These documents do not represent the formal views of the FSA and should not be relied on when giving advice to your clients. All information contained in the paper, the attendance note and the letter must be treated as confidential by members of the SPL and should not be distributed or copied to anyone who is not a member of the SPL nor should they be published in whole or in part in any other way to or for the benefit of anyone who is not a member of the SPL without the permission of a member of the Executive Committee.

Share Plan Lawyers response dated 28 January 2005 to the HM Treasury Consultation Doscument issued in October 2004 regarding the UK implementation of the Prospectus Directive (2003/71/EC) which encloses and refers to the Share Plan Lawyers paper sent to HM Treasury on 24 May 2004 – “The Prospectus Directive – Issues for Employee Share Plans”

HM Treasury Consultation Document issued in October 2004 regarding the UK implementation of the Prospectus Directive (2003/71/EC)

A list of questions dated 24 May 2004 put to HM Treasury by Share Plan Lawyers on the effect of the Prospectus Directive on the operation of employee share plans, focussing, in particular, on its effect in the period between 31 December 2003 and July 2005.


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