This Directive aims to make public capital markets in the EU more attractive for companies and facilitate access to capital for small and medium-sized enterprises (SMEs). It amends Directive 2014/65/EU (MiFID II) and repeals Directive 2001/34/EC.The Directive introduces significant changes to the EU capital markets framework by modifying rules on investment research, SME growth markets, and listing requirements. It also establishes an EU code of conduct for issuer-sponsored research.The main structural elements include amendments to MiFID II regarding research unbundling rules, provisions for SME growth markets, and specific conditions for admission of shares to trading. The Directive also transfers certain provisions from the repealed Directive 2001/34/EC to MiFID II.
Key provisions:
- Removes market capitalization threshold for bundling of research payments
- Introduces new EU code of conduct for issuer-sponsored research
- Allows segments of MTFs to apply to become SME growth markets
- Sets minimum free float requirement at 10% for share admission to trading
- Establishes EUR 1 million minimum market capitalization requirement
- Requires issuer non-objection for trading on multiple venues
- Introduces new supervisory powers regarding issuer-sponsored research
The Directive must be transposed by Member States by June 5, 2026 and applied from June 6, 2026. It includes provisions for regular review and assessment of its impact, particularly regarding SME access to capital markets.
