In order to clarify the treatment of non-listed securities represented by depository receipts admitted to trading on a regulated market and in order to avoid transparency gaps, the definition of ‘issuer’ should be further specified to include issuers of non-listed securities represented by depository receipts admitted to trading on a regulated market.

(2) Meanwhile, Directive 80/390/EEC was integrated into Directive 2001/34/EC of the European Parliament and of the Council of 28 May 2001 on the admission of securities to official stock exchange listing and on information to be published on those securities(7), which codifies several directives in the field of listed securities.

(1) Council Directives 80/390/EEC of 17 March 1980 coordinating the requirements for the drawing up, scrutiny and distribution of the listing particulars to be published for the admission of securities to official stock exchange listing(5) and 89/298/EEC of 17 April 1989 coordinating the requirements for the drawing up, scrutiny and distribution of the prospectus to be published when transferable securities are offered to the public(6) were adopted several years ago introducing a partial and complex mutual recognition mechanism which is unable to achieve the objective of the single passport provided for by this Directive.

The ten measures that are prioritised will vastly improve the climate for investing and raising capital on an EU basis (directives on Prospectuses, Pension Funds, UCITS, Market Manipulation, European Company Statute, Take Over Bids Directive, a Securities Committee and the follow-up to the Accounting Communication; Comunications on upgrading and clarifying the ISD. They would constitute a significant step towards establishing a common legal framework for securities markets and introducing a single set of financial statements for EU listed companies. At the same time, EU consumers should benefit from cross-border competition. This will only be the case if they a ...[+++]re sufficiently protected and have confidence in the on-line and off-line EU financial marketplace.

The Commission has decided to issue a reasoned opinion to the United Kingdom for failure to notify national implementing measures transposing, within the territory of Gibraltar, the Directives relating to undertakings for collective investment in transferable securities (UCITS) (85/611/EEC), insider dealing (89/592/EEC), investment services in the securities field (93/22/EEC), the information to be published when a major holding in a listed company is acquired or disposed of (88/627/EEC) and the prospectus to be published when transferable securities are offered to the public (89/298/EEC).

Whereas the coordination of the laws of the Member States should be confined initially to collective investment undertakings other than of the closed-ended type which promote the sale of their units to the public in the Community and the sole object of which is investment in transferable securities (which are essentially transferable securities officially listed on stock exchanges or similar regulated markets); whereas regulation of the collective investment undertakings not covered by the Directive poses a variety of problems which must be dealt with by means of other provisions, and such undertakings will accordingly be the subject of coordination at a later stage ; whereas pending such coordination any Member State may, inter alia, pre ...[+++]scribe those categories of undertakings for collective investment in transferable securities (UCITS) excluded from this Directive's scope on account of their investment and borrowing policies and lay down those specific rules to which such UCITS are subject in carrying on their business within its territory;