Preface
| Pages | 5-6 |
| Author | Raj Panasar,Philip Boeckman |
Preface
When the second edition of the European Securities Law treatise was published in 2013-
2014, the European Union was dealing with a suite of no less than 42 EU directives under its
Financial Services Action Plan (the ‘FSAP’), helping to develop a larger and more ecient
pan- European capital market to replace the mosaic of national retail markets, each subject
to its own set of national laws and regulations. While much good work has happened to im-
plement and understand those EU directives and related regulations, practice continues to
evolve and this third edition of the treatise is in part an eort to mark that progress and ex-
plain where EU securities law and regulation stands as of the beginning of 2021.
However, what it seems most of us could not have foreseen almost a decade ago was the with-
drawal of the United Kingdom from the European Union. Regardless of one’s political views,
Brexit represents a stunning reversal in EU integration for one of its most important mem-
bers. is third edition attempts to capture at least some of the potential impact of Brexit on
European securities law, recognizing that this too will be an evolving and changing land-
scape for the new European Union, as the United Kingdom goes it alone.
e continued acceleration of cross- border economic activity over the last decade has led
to an intensied need for market participants and practitioners to come to grips with the
new set of harmonized rules governing European nancial markets. For Europe’s securities
lawyers, the task of marshalling and mastering this material has represented a signicant
challenge.
is new edition provides an up- to- date and comprehensive source of knowledge and prac-
tical know- how about the regulation and operation of the securities markets in Europe.
It is designed to do so primarily from the point of view of those who are professionally en-
gaged in the nancial markets. Accordingly, it attempts to provide an accessible guide to
the structuring of securities transactions and to respond to a host of ambiguities that have
emerged.
More specically, the book is organized in three parts. e rst part provides a critical over-
view of the European legislative process and regulatory framework in the context of public
and private capital- raising activities (equity and debt), trading activities, takeovers of pub-
licly traded companies and the associated liabilities. It introduces the key EU regulations
and directives, including a discussion of the recent EU Prospectus Regulation and the EU
Market Abuse Regulation, as well as the Transparency Directive, the Takeover Directive and
the MiFID regimes, attempting to explain how those legal instruments are intended to work
as a single piece of legislation. Particular considerations for non- EU issuers are also con-
sidered, including the position of the United Kingdom following Brexit.
e second part analyses the most common types of transactions and a range of techniques
for raising capital and undertaking business acquisitions in European markets, describing
established market practices and interpreting some of the key issues, concerns and uncer-
tainties that attorneys, issuers, investment bankers, and their clients are likely to encounter
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