in force 2026-03-05
02017R1129-20241204 → 02017R1129-20260305
Amended by Regulation (EU) 2024/2809 32024R2809
Regulation (EU) 2024/2809 of the European Parliament and of the Council of 23 October 2024 amending Regulations (EU) 2017/1129, (EU) No 596/2014 and (EU) No 600/2014 to make public capital markets in the Union more attractive for companies and to facilitate access to capital for small and medium-sized enterprises (Text with EEA relevance)
detected 2026-08-13
30 provisions touched — 30 substantive, 0 date-only, 27 disputed · 27 changes without an explanation
Emendrix checks every change against three independent sources. Where they disagree it says so rather than picking a winner.
MODIFIED ±0 Art. 1§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 2§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 3§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 4§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 5§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 6§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED +1,245 −357 Art. 7 The prospectus summary§
applies from: unchanged
Paragraph 12a now refers to a summary for an EU Follow-on prospectus or an EU Growth issuance prospectus, drawn up under Articles 14a or 15a respectively, replacing the earlier reference to a summary for an EU Recovery prospectus drawn up under Article 14a alone.
The maximum length of that summary is changed from two sides of A4-sized paper to seven sides of A4-sized paper, and the required sections are now listed as five items in a specified order, including a new item on key information on any guarantor and the guarantee, whereas the earlier text listed four sections without a guarantee item and without a stated COVID-19 reference.
The revised text also adds that such a summary may present or summarise information using charts, graphs or tables, and that an additional side of A4-sized paper per guarantor is permitted when guarantor information is included, features that were not present before.
Cited: Art. 7, v1 · Art. 7, v2
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02017R1129-20241204 → 02017R1129-20260305
Article 7
The prospectus summary
1. The prospectus shall include a summary that provides the key information that investors need in order to understand the nature and the risks of the issuer, the guarantor and the securities that are being offered or … 1,949 unchanged words … instead provide the investors concerned with the summary of the prospectus under the timing and conditions set out in Articles 13 and 14 of that Regulation.
12a. By way of derogation from paragraphs 3 to 12 of this Article, an EU Recovery Follow-on prospectus drawn up in accordance with Article 14a 14a, or an EU Growth issuance prospectus drawn up in accordance with Article 15a, shall include contain a summary drawn up in accordance with this paragraph.
The summary of an EU Recovery Follow-on prospectus or of an EU Growth issuance prospectus shall be drawn up as a short document written in a concise manner and of a maximum length of two seven sides of A4-sized paper when printed.
The summary of an EU Recovery Follow-on prospectus or of an EU Growth issuance prospectus shall not contain cross-references to other parts of the prospectus or incorporate information by reference and shall: shall comply with the following requirements:
(a) it shall be presented and laid out in a way that is easy to read, using characters of readable size;
(b) it shall be written in a language and a style that facilitate the understanding of the information, in particular, in language that is clear, non-technical, concise and comprehensible for investors; investors and in a style that facilitates understanding of the information;
(c) it shall be made up of the following four sections: sections in the following order:
(i) an introduction, containing all of the information referred to in paragraph 5 of this Article, including warnings and the date of approval of the EU Recovery Follow-on prospectus or of the EU Growth issuance prospectus;
(ii) key information on the issuer, including, if applicable, a specific reference of not less than 200 words to the business and financial impact on the issuer of the COVID-19 pandemic; issuer;
(iii) key information on the shares, securities, including the rights attached to those shares securities and any limitations on those rights;
(iv) key information on the offer of shares securities to the public and/or or the admission to trading on a regulated market. market, or both;
(v) where there is a guarantee attached to the securities, key information on the guarantor and on the nature and scope of the guarantee.
Without prejudice to the third subparagraph, points (a) and (b), the summary of an EU Follow-on prospectus or of an EU Growth issuance prospectus may present or summarise information in the form of charts, graphs or tables.
Where the summary of an EU Follow-on prospectus, or of an EU Growth issuance prospectus, contains the information referred to in the third subparagraph, point (c)(v), the maximum length referred to in the second subparagraph shall be extended by one additional side of A4-sized paper per guarantor, provided that the additional sides of A4-sized paper are dedicated to the description of the guarantors.
13. ESMA shall develop draft regulatory technical standards to specify the content and format of presentation of the key financial information referred to in point (b) of paragraph 6, and the relevant key financial information referred to in point (c)(iii) of paragraph 7, taking into account the various types of securities and issuers and ensuring that the information produced is concise and understandable.
ESMA shall submit those draft regulatory technical standards to the Commission by 21 July 2018.
Power is delegated to the Commission to adopt the regulatory technical standards referred to in the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.
14. ESMA shall develop guidelines on comprehensibility and on the use of plain language in summaries to ensure that the information provided therein is concise, clear and user friendly.
15. In order to ensure uniform conditions of application of this Article, ESMA shall develop draft implementing technical standards to specify the template and layout of the summaries, including the font size and style requirements.
ESMA shall submit those draft implementing technical standards to the Commission by 5 December 2025.
Power is delegated to the Commission to supplement this Regulation by adopting the implementing technical standards referred to in the first subparagraph in accordance with Article 15 of Regulation (EU) No 1095/2010.
MODIFIED ±0 Art. 9§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 11§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 13§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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DELETED ±0 Art. 14§
applies from: unknown
Sources disagree — the EU's own amendment metadata and the amending act's instructions found this change; the text comparison finds no difference in the provision's text. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED +2,200 −1,565 Art. 14a EU Follow-on prospectus§
applies from: unknown (the text changed beyond its dates, so no date that moved can be read as the application date)
dates added to the text: 2026-03-05
The provision is renamed from the EU Recovery prospectus to the EU Follow-on prospectus, and its scope is broadened from shares only to securities generally, adding a new category for issuers seeking admission to trading on a regulated market of securities fungible with those already admitted to trading on an SME growth market, and adding a carve-out barring issuers with only non-equity securities admitted to trading from drawing up this prospectus for admission of equity securities.
The cap on shares offered relative to prior EU Recovery prospectus offerings and the 12-month period tied to that cap, previously found in paragraph 1, are removed, and the required content in paragraph 2 is reorganised into three lettered points without the prior 400-word COVID-19 impact disclosure and without the prior requirement to disclose capitalisation, indebtedness and a working capital statement.
The maximum page length is increased from 30 to 50 sides of A4 paper for a prospectus relating to shares, the minimum information is now tied to Annex IV or V depending on the type of securities rather than a single Annex Va, and new paragraphs are added on standardised format and sequence and on the Commission's obligation to adopt delegated acts by 5 March 2026 to specify reduced content, format and sequence.
Cited: Art. 14a, v1 · Art. 14a, v2
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02017R1129-20241204 → 02017R1129-20260305
Article 14a
EU Recovery Follow-on prospectus
1. The following persons may choose to draw up an EU Recovery Follow-on prospectus under the simplified disclosure regime set out in this Article in the case of an offer of shares securities to the public or of an admission to trading of shares securities on a regulated market:
(a) issuers whose shares securities have been admitted to trading on a regulated market continuously for at least the last 18 months and who issue shares fungible with existing shares which have been previously issued; preceding the offer to the public or the admission to trading on a regulated market of the new securities;
(b) issuers whose shares securities have already been traded admitted to trading on an SME growth market continuously for at least the 18 months preceding the offer to the public of the new securities;
(c) issuers who seek admission to trading on a regulated market of securities fungible with securities that have been admitted to trading on an SME growth market continuously for at least the last 18 months, provided that a prospectus has been published for months preceding the offer admission to trading of those shares, and who issue shares fungible with existing shares which have been previously issued;
(c) the securities;
(d) offerors of shares securities admitted to trading on a regulated market or an SME growth market continuously for at least the last 18 months.
Issuers may months preceding the offer of securities to the public.
By way of derogation from the first subparagraph, an issuer who has only draw up an EU Recovery prospectus provided that the number of shares intended to be offered represents, together with the number of shares already offered via an EU Recovery prospectus over a period of 12 months, if any, no more than 150 % of the number of shares already non-equity securities admitted to trading on a regulated market or an SME growth market, as market shall not be allowed to draw up an EU Follow-on prospectus for the case may be, admission to trading of equity securities on the date of approval of the EU Recovery prospectus.
The period of 12 months referred to in the second subparagraph shall begin on the date of approval of the EU Recovery prospectus. a regulated market.
2. By way of derogation from Article 6(1), and without prejudice to Article 18(1), the EU Recovery Follow-on prospectus shall contain all information that investors need in order to understand all of the relevant reduced information which is necessary to enable investors to understand: following:
(a) the prospects and financial performance of the issuer and the significant changes in the financial and business position of the issuer that have occurred since the end of the last financial year, if any, as well as its financial and non-financial long-term business strategy and objectives, including, if applicable, a specific reference of not less than 400 words to the business and financial impact of the COVID-19 pandemic on the issuer and the anticipated future impact of the same; any;
(b) the essential information on the shares, securities, including the rights attached to those shares securities and any limitations on those rights, rights;
(c) the reasons for the issuance and its impact on the issuer, including on the overall capital structure of the issuer, as well as a disclosure of capitalisation and indebtedness, a working capital statement, and the use of proceeds.
3. The information contained in the EU Recovery Follow-on prospectus shall be written and presented in an easily analysable, concise and comprehensible form and shall enable investors, especially retail investors, investors to make an informed investment decision, taking into account the regulated information that has already been disclosed to the public pursuant to Directive 2004/109/EC, where applicable, Regulation (EU) No 596/2014 and, where applicable, information referred to in Commission Delegated Regulation (EU) 2017/565Commission Delegated Regulation (EU) 2017/565 of 25 April 2016 supplementing Directive 2014/65/EU of the European Parliament and of the Council as regards organisational requirements and operating conditions for investment firms and defined terms for the purposes of that Directive (OJ L 87, 31.3.2017, p. 1)..
4. The EU Recovery Follow-on prospectus shall be drawn up as a single document contain the minimum information set out in Annex IV or V, depending on the types of securities.
An EU Follow-on prospectus containing the minimum information set out in Annex Va. It IV shall be drawn up as a single document.
An EU Follow-on prospectus containing the minimum information set out in Annex V may be drawn up either as a single document or as separate documents.
5. An EU Follow-on prospectus that relates to shares shall be of a maximum length of 30 50 sides of A4-sized paper when printed and shall be presented and laid out in a way that is easy to read, using characters of readable size.
5. Neither the summary nor 6. The summary, the information incorporated by reference in accordance with Article 19 of this Regulation, the additional information to be provided where the issuer has a complex financial history or has made a significant financial commitment, as referred to in Article 18 of Delegated Regulation (EU) 2019/980, or the information to be provided in the case of a significant gross change, as defined in Article 1, point (e), of that Delegated Regulation, shall not be taken into account as regards for the maximum length referred to in paragraph 4 5 of this Article.
6. Issuers may decide 7. The EU Follow-on prospectus shall be a document of a standardised format and the information disclosed in an EU Follow-on prospectus shall be presented in a standardised sequence based on the order in which the information of disclosure set out in Annex Va is set out IV or V, depending on the types of securities.
8. The Commission shall, by 5 March 2026, adopt delegated acts in accordance with Article 44 to supplement this Regulation by specifying the reduced content and the standardised format and sequence for the EU Recovery Follow-on prospectus.Those delegated acts shall be based on Annexes IV and V.
DELETED ±0 Art. 15§
applies from: unknown
Sources disagree — the EU's own amendment metadata and the amending act's instructions found this change; the text comparison finds no difference in the provision's text. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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INSERTED +4,223 −0 Art. 15a EU Growth issuance prospectus§
applies from: unknown (an inserted provision states its own application date only in prose)
A new Article 15a is inserted, establishing an EU Growth issuance prospectus that certain SMEs, issuers on SME growth markets, small issuers below a specified aggregated consideration threshold, and offerors of securities issued by such persons may draw up for public offers where they have no securities admitted to trading on a regulated market.
The article sets out reduced and proportionate content requirements, a standardised single-document format based on Annexes VII or VIII, a maximum length of 75 sides of A4 paper for share prospectuses with certain exclusions, and a standardised sequence of disclosure.
It also directs the Commission to adopt delegated acts specifying the reduced content and standardised format and sequence by 5 March 2026, based on Annexes VII and VIII.
Cited: Art. 15a, v2
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inserted text (02017R1129-20260305)
Article 15a EU Growth issuance prospectus 1. Without prejudice to Article 1(4), Article 3(2) and (2a), the following persons may draw up an EU Growth issuance prospectus in the case of an offer of securities to the public, provided that they have no securities admitted to trading on a regulated market: (a) SMEs; (b) issuers, other than SMEs, whose securities are, or are to be, admitted to trading on an SME growth market; (c) issuers, other than those referred to in points (a) and (b), where the total aggregated consideration in the Union for the securities offered to the public is less than EUR 50000000 calculated over a period of 12 months, and provided that such issuers have no securities traded on an MTF and have an average number of employees during the previous financial year of up to 499; (d) offerors of securities that have been issued by issuers as referred to in points (a) and (b). The total aggregated consideration for the securities offered to the public, as referred to in the first subparagraph, point (c), shall take into account the total aggregated consideration of all ongoing offers of securities to the public and offers of securities to the public made within the 12 months preceding the start date of a new offer of securities to the public, except for those offers of securities to the public for which a prospectus was published or that were subject to any exemption from the obligation to publish a prospectus pursuant to Article 1(4), first subparagraph, or pursuant to Article 3(2) or (2a). Moreover, the total aggregated consideration of the securities offered to the public shall include all types and classes of securities offered. 2. By way of derogation from Article 6(1), and without prejudice to Article 18(1), an EU Growth issuance prospectus shall contain the relevant reduced and proportionate information that is necessary to enable investors to understand the following: (a) the prospects and financial performance of the issuer and the significant changes in the financial and business position of the issuer since the end of the last financial year, if any, as well as its growth strategy; (b) the essential information on the securities, including the rights attached to those securities and any limitations on those rights; (c) the reasons for the issuance and its impact on the issuer, including on the overall capital structure of the issuer, and the use of proceeds. 3. The information contained in the EU Growth issuance prospectus shall be written and presented in an easily analysable, concise and comprehensible form and shall enable investors, in particular retail investors, to make an informed investment decision. 4. The EU Growth issuance prospectus shall be drawn up as a single document containing the information set out in Annex VII or VIII, depending on the types of securities. 5. An EU Growth issuance prospectus that relates to shares shall be of a maximum length of 75 sides of A4-sized paper when printed and shall be presented and laid out in a way that is easy to read, using characters of readable size. 6. The summary, the information incorporated by reference in accordance with Article 19 or the additional information to be provided where the issuer has a complex financial history or has made a significant financial commitment, as referred to in Article 18 of Delegated Regulation (EU) 2019/980, or the information to be provided in the case of a significant gross change, as defined in Article 1, point (e), of that Delegated Regulation, shall not be taken into account for the maximum length referred to in paragraph 5 of this Article. 7. The EU Growth issuance prospectus shall be a document of a standardised format and the information disclosed in an EU Growth issuance prospectus shall be presented in a standardised sequence based on the order of disclosure set out in Annex VII or Annex VIII, depending on the types of securities. 8. The Commission shall, by 5 March 2026, adopt delegated acts in accordance with Article 44 to supplement this Regulation by specifying the reduced content and the standardised format and sequence for the EU Growth issuance prospectus. Those delegated acts shall be based on Annexes VII and VIII.
MODIFIED ±0 Art. 16§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 17§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 19§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 20§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 21§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 23§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 27§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 29§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 30§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 38§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 40§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 44§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 47§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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DELETED ±0 Art. 47a§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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MODIFIED ±0 Art. 48§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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INSERTED ±0 Art. 48a§
applies from: unknown
Sources disagree — the amending act's instructions found this change; the text comparison finds no difference in the provision's text and the EU's own amendment metadata does not list it. All are shown; none is overruled.
No explanation shipped — the structural diff did not see this change, so it carries no text; another signal named the unit and the disagreement ships as `disputed`.
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The full entry, with the citation mapping v1 = 02017R1129-20241204, v2 = 02017R1129-20260305, is committed at eu/32017R1129/CHANGELOG.md.