The European Securities and Markets Authority
(Esma)’s latest advice on retail cascades in the
Prospectus Directive has been cautiously welcomed by the legal
industry, however minor clarifications are still
In the second part of its level two advice on the Prospectus
Directive, released on March 1, Esma acknowledged that there is
no uniform model of retail cascades, so consent to use a
prospectus will need to be included in the base prospectus or
the final terms.
This consent can be in two forms: individual and general
consent. For general consent, any financial intermediary can
rely on the prospectus as long as it publicly states that it
has general consent on its website.
For the individual consent approach issuers will need to
identify the specific financial intermediaries that are allowed
to rely on the prospectus. Should an issuer not know the
identity of a financial...