Version in force , Modified +561 −73§
Amended by Regulation (EU) 2023/2845 32023R2845 on EUR-Lex (external, EUR-Lex)
dates added to the text: 2025-01-17, 2025-02-17 · dates removed: 2014-12-18, 2015-01-18
Explanation, written by a model and checked against the cited text
The text now defines what is meant by the corporate or similar law of the Member State under which securities are constituted, adding two points identifying it as the law of the Member State where the issuer is incorporated and the governing law of the Member State under which the securities are issued.
The obligation on Member States has changed from compiling a list of key relevant provisions of their law to compiling a list of key relevant provisions of their corporate or similar law, with the communication and publication deadlines moved from 18 December 2014 and 18 January 2015 to 17 January 2025 and 17 February 2025 respectively, and a new requirement added for Member States to update that list at least every two years and communicate and publish the updated versions.
Cited: Art. 49, v2 (external, EUR-Lex) · Art. 49, v1 (external, EUR-Lex)
v1 is the previous version, v2 this one.
Text from EUR-Lex, before and after
Previous version, in force 22 June 2022 02014R0909-20220622 → this version, in force 16 January 2024 02014R0909-20240116
Article 49
Freedom to issue in a CSD authorised in the Union
1. An issuer shall have the right to arrange for its securities admitted to trading on regulated markets or MTFs or traded on trading venues to be recorded in any CSD established in any Member State, subject to compliance by that CSD with conditions referred to in Article 23.
Without prejudice to the issuer’s right referred to in the first subparagraph, the corporate or similar law of the Member State under which the securities are constituted shall continue to apply.
The corporate or similar law of the Member State under which the securities are constituted means:
(a) the corporate or similar law of the Member State where the issuer is incorporated; and
(b) the governing corporate or similar law of the Member State under which the securities are issued.
Member States shall ensure that compile a list of key relevant provisions of their corporate or similar law, as referred to in the second subparagraph, is compiled. subparagraph. Competent authorities shall communicate that list to ESMA by 18 December 2014. 17 January 2025. ESMA shall publish the that list by 18 January 2015. 17 February 2025. Member States shall regularly, and at least every two years, update that list. They shall communicate the updated list at those regular intervals to ESMA. ESMA shall publish such updated list.
The CSD may charge a reasonable commercial fee for the provision of its services to issuers on a cost-plus basis, unless otherwise agreed by both parties.
2. Where an issuer submits a request for recording its securities in a CSD, the … 520 unchanged words … submit those draft implementing technical standards to the Commission by 18 June 2015.
Power is conferred on the Commission to adopt the implementing technical standards referred to in the first subparagraph in accordance with Article 15 of Regulation (EU) No 1095/2010.