On January 23rd 2018 the CSSF published CSSF Circular 18/679 which amends CSSF Circular 08/337 (the “CSSF Transparency Circular”) regarding the Luxembourg Law of January 11th 2008 and the Grand-ducal Regulation of January 11th 2008 on transparency obligations of issuers (as amended). There were only a few amendments and most of these were necessary to align the circular with changes introduced by Regulation (EU) 596/2014 on market abuse (the “Market Abuse Regulation”).
In section 3 of the CSSF Transparency Circular concerning the notion of “regulated information” and elsewhere in the circular, reference is now made to the information which issuers are required to disclose under Article 17 (inside information) and 19 (managers’ transactions) of the Market Abuse Regulation (whereas reference used to be to Article 6 of the Directive 2003/6/EC on insider dealing and market manipulation (the “Repealed Market Abuse Directive”)).
Section 5(c) of the CSSF Transparency Circular, which deals with the process for filing regulated information with the CSSF, explains that an issuer may either make the filing itself or appoint a third party to make the filing on its behalf, noting however that the issuer will in any case remain entirely responsible for the compliance with its disclosure obligations. As regards the third party who may be appointed to make the filings on behalf of an issuer, this could be a company specialised in the distribution of regulated information or an integrated system of an officially appointed mechanism (OAM) such as FIRST, operated by the Luxembourg Stock Exchange.