The European Securities and Markets Authority (ESMA) has issued a public statement promoting co-ordinated action by National Competent Authorities (NCAs) – in Ireland’s case, the Central Bank of Ireland – regarding issuers’ obligations to publish periodic information for reporting periods ending on or after 31 December 2019 in the context of the COVID-19 outbreak.
ESMA and NCAs are aware of the difficulties encountered by certain entities whose securities are admitted to trading on regulated markets in the EU to prepare their financial reports and publish them within the deadline set out in the national law transposing the EU Transparency Directive (as amended) and the significant challenges faced by auditors concerning the timely audit of the financial statements due to the COVID-19 pandemic.
Issuers are required to publish an annual financial report at the latest four months after the end of each financial year. Issuers are also required to make public a half-yearly financial report covering the first six months of the financial year at the latest within three months from the end of the six-month period.
ESMA, in co-ordination with NCAs, expects NCAs during this period not to prioritise supervisory actions against issuers in respect of the deadlines regarding:
- annual financial reports referring to a year-end occurring on or after 31 December 2019 but before 1 April 2020 for a period of two months following the deadline; and
- half-yearly financial reports referring to a reporting period ending on 31 December 2019 or after that date but before 1 April 2020 for a period of one month following the deadline.
Where an issuer reasonably anticipates that publication of its financial reports will be delayed beyond the deadline set out in the national law transposing the EU Transparency Directive (as amended), it is expected to inform its NCA of this and inform the market of the delay, the reasons for such delay and to the extent possible the estimated publication date.
ESMA reminds issuers that they continue to be subject to the disclosure obligations laid down in Market Abuse Regulations.
ESMA will, as necessary, re-assess any potential need to amend the forbearance period that NCAs are expected to apply under this public statement.
The ESMA public statement may be accessed here.