Regulatory AlertsGuide for Preparing Universal Registration Documents
The French Financial Markets Authority (AMF) issued this guide to assist listed companies, particularly mid-cap firms, in preparing their Universal Registration Documents in compliance with regulations effective since July 21, 2019. The document consolidates AMF and ESMA positions, detailing general principles, specific section presentations based on Delegated Regulation 2019/980, and tailored recommendations for sectors like biotechnology and real estate. A July 2023 update introduced the option for issuers to file semi-annual financial reports in ESEF format and integrated new recommendations regarding corporate governance and environmental and social responsibility.
Guide for Preparing Universal Registration Documents
Applicable as of July 28, 2023 Position - Recommendation DOC-2021-02
Summary
This guide was established to assist listed companies, particularly mid-cap values, in preparing their Universal Registration Documents.
Its objectives are:
- To present the regulations applicable to Universal Registration Documents filed with the AMF since July 21, 2019;
- To clarify how issuers present the information required in their Universal Registration Documents; and
- To consolidate the positions and recommendations of the AMF and the European Securities and Markets Authority (ESMA) on this matter. Black boxes signal AMF recommendations, "bordeaux" colored boxes with a paperclip indicate ESMA orientations, and other developments in this guide identify text reminders for educational purposes.
The following are discussed in this guide:
- General principles relating to the preparation of the Universal Registration Document (Part 1);
- The presentation of the various sections of the Universal Registration Document, as derived from Annexes 1 and 2 of Delegated Regulation No. 2019/980, and the associated recommendations (Part 2);
- Specific recommendations for certain types of issuers (biotechnology companies, real estate companies, start-ups...) and for pro forma financial information (Part 3).
Modifications made on July 28, 2023
From July 2023 onwards, issuers have the option to file their semi-annual financial report ("SFR"), their registration document serving as an SFR (or amendment serving as an SFR) in ESEF format (i.e., XHTML format with XBRL tags in the case of consolidated accounts under IFRS, or XHTML format in other cases).
The guide for preparing Universal Registration Documents has thus been modified (Part 1 - paragraphs 5 and 7 and question 1.10.2). The instruction on the filing of prospectuses and Universal Registration Documents (DOC-2019-21) has also been updated to allow for the filing of SFRs in ESEF format. A detailed table is added to the annex of this instruction to clarify the formats and languages of URDs and annual financial reports filed with the AMF.
Furthermore, recommendations and best practices regarding the consideration of social and environmental responsibility by the board of directors, issued from the AMF 2022 report on corporate governance and executive remuneration, have been integrated into this guide (Part 2 - paragraphs 12, 13.3, and 13.4).
Keywords
Information Obligation Periodic & Permanent Information
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Legal Notices
Publisher: The Director of the Communication Department of the AMF. Contact: Communication Department, Autorité des marchés financiers - 17, place de la Bourse - 75082 Paris Cedex 02