New law regulating securities markets and investment services in Spain

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1. The law regulates the securities market and investment services in Spain: issuance of financial instruments, trading venues, investment services firms, and oversight of all of it by the CNMVCNMV Comisión Nacional del Mercado de Valores: the Spanish public body that oversees the securities markets and sanctions rule breakers..
2. Negotiable securities can be represented through book entries, certificates, or systems based on distributed ledger technology (a shared registry, similar to the one used for cryptocurrencies). Securities admitted to trading must use book entries or these systems.
3. The CNMV is the body that supervises and inspects the securities markets and sanctions those who break the rules. It acts with full independence and no institution may give it instructions.
4. Securities issuances do not need prior authorization, but to offer them to the public or list them on a regulated market a prospectus must first be published, with exceptions such as promissory notes under 365 days or offers below eight million euros.
5. Anyone who gains control of a listed company, understood as 30 percent or more of voting rights, must launch a takeover bid for all the securities at an equitable price.
6. Investment services firms are classified by size: the largest ones (assets of €30,000 million or more) must operate as credit institutions, while the rest fall under a prudential regime adapted to their size and risks.
7. A protection regime is created for people who report violations to the CNMV: they can do so anonymously, with guaranteed confidentiality and protection from workplace retaliation.
8. Violations are classified as minor, serious, or very serious, with fines that can reach millions of euros depending on the rule broken, and sanctions are published on the CNMV website and in the Official State Gazette.

Who it affects

• Investors and savers: They get more protection: mandatory prospectuses, conduct rules for firms, and an investor compensation fund if a firm fails.
• Investment services firms: They must obtain CNMV authorization, meet financial requirements based on their size, and submit to its supervision and sanctions.
• Listed companies and their shareholders: They are subject to periodic disclosure obligations, takeover bid rules, and significant shareholding limits.
• People who detect violations: They can report them to the CNMV anonymously and with protection from retaliation.
• Crypto-asset issuers and crypto-asset service providers: The CNMV is designated as the competent authority to supervise and sanction them once the European regulation enters into force.

Words worth knowing

CNMV

Comisión Nacional del Mercado de Valores: the Spanish public body that oversees the securities markets and sanctions rule breakers.

Anotaciones en cuenta

Book entries: a way of representing securities (such as shares or bonds) through entries in an electronic registry instead of physical certificates.

Tecnología de registros distribuidos

Distributed ledger technology: a shared registry system, similar to the one used for cryptocurrencies, where every change is securely recorded.

Oferta pública de adquisición (OPA)

Takeover bid: an offer that whoever buys control of a listed company must make to acquire the shares of all other shareholders at a fair price.

Folleto informativo

Prospectus: a document with all the relevant information about securities and their issuer that must be published before offering them to the public.

It summarizes the law as published in the BOE. It is written by artificial intelligence and may contain mistakes: the official text is what counts. Read the official text · How we make summaries