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Spain

CNMV's guidelines on publication of research reports

Entities acting as underwriters in public offerings are required by the National Securities Exchange Commission (CNMV) in its Circular Letter 10/1998 of November 24, to adhere to standards especially when distributing information relating to the issuer in the form of broker or analysis research reports. These standards confirm the criteria already set out in the Stock Exchanges General Code of Conduct. The following rules should be observed.

General principles
The research report should clearly state that it does not itself constitute a public offering, and that all purchase decisions should be based on the public information existing in the market or contained in the registered prospectus, if any. Moreover, placement and underwriting entities in a public offering must refrain from publishing research reports on the issuer from the date of registration of the relevant prospectus with the CNMV, until the date of completion of the placement, unless the information consists of a periodical report published in accordance with a pre-established schedule.

Loyalty and fairness
All information published should be duly checked by the financial entity responsible and sources should be stated. The report should be based on the author's own analysis, irrespective of their connection with the issuer or offeror.

Chinese walls
The financial entity's department in charge of publishing research reports should remain completely independent from the corporate finance or general advisory departments. An effective system (Chinese Walls) controlling information streams within the financial entity should be established accordingly.

Luis de Carlos and Jesús Pérez de la Cruz

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