The EU Prospectus Directive contains 'passporting arrangements' designed to make cross-border securities issuance easier wihin the European Economic Area (EEA).
The Prospectus Directive allows companies to draw up a single EU prospectus and have it approved by their home member state competent authority. They can request the home member state to issue the host member state (or states) with a certificate of approval – known as a prospectus passport.
Once a certificate of approval or passport is issued to a host member state, the company can use the prospectus approved by their home member state in the host member state’s jurisdiction. There is no need for a new prospectus to be drawn up to enable the offering (or admission) in the host member state to proceed.
Request a prospectus passport
To get your approved prospectus passported from the UK into an overseas EEA jurisdiction, you should submit a written request to us to issue the host member state (or states) with a certificate of approval. The request should be in the form set out in our template passport request letter. You can email it to us at LTadmin@fca.org.uk.
The Prospectus Directive permits host member states to request limited additional information, which should be attached to the email, and a few member states have used that right. Full information on what to include in the request is set out in the UKLA Procedural note on passporting in the Knowledge base.
Contact 020 7066 8348 for more help.
To passport a prospectus approved by another EEA member state into the UK, contact the competent authority in the relevant member state.