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New version applies from 04/12/2024 — introduced by Regulation (EU) 2024/2809. 39 provisions change. Later versions: 05/03/2026, 05/06/2026. Annex II changes in this version: compare with the current text.

Annex II - REGISTRATION DOCUMENT

Annex II
REGISTRATION DOCUMENT

I. Identity of directors, senior management, advisers and auditors

The purpose is to identify the company representatives and other individuals involved in the company’s offer or admission to trading; these are the persons responsible for drawing up the prospectus and those responsible for auditing the financial statements.

II. Essential information about the issuer

The purpose is to summarise essential information about the company’s financial condition, capitalisation and risk factors. If the financial statements included in the document are restated to reflect material changes in the company’s group structure or accounting policies, the selected financial data must also be restated.

Selected financial data

Capitalisation and indebtedness (for equity securities only)

Risk factors relating to the issuer

III. Information on the company

The purpose is to provide information about the company’s business operations, the products it makes or the services it provides and the factors which affect the business. It is also intended to provide information regarding the adequacy and suitability of the company’s properties, plants and equipment, as well as its plans for future capacity increases or decreases.

History and development of the company

Business overview

Organisational structure

Property, plants and equipment

IV. Operating and financial review and prospects

The purpose is to provide the management’s explanation of factors that have affected the company’s financial condition and results of operations for the historical periods covered by the financial statements, and management’s assessment of factors and trends which are expected to have a material effect on the company’s financial condition and results of operations in future periods.

Operating results

Liquidity and capital resources

Research and development, patents and licences, etc.

Trends

V. Directors, senior management and employees

The purpose is to provide information concerning the company’s directors and managers that will allow investors to assess their experience, qualifications and levels of remuneration, as well as their relationship with the company.

Directors and senior management

Remuneration

Board practices

Employees

Share ownership

VI. Major shareholders and related-party transactions

The purpose is to provide information regarding the major shareholders and others that may control or have an influence on the company. It also provides information regarding the transactions the company has entered into with persons affiliated with the company and whether the terms of such transactions are fair to the company.

Major shareholders

Related-party transactions

Interests of experts and advisers

VII. Financial information

The purpose is to specify which financial statements must be included in the document, as well as the periods to be covered, the age of the financial statements and other information of a financial nature. The accounting and auditing principles that will be accepted for use in preparation and audit of the financial statements will be determined in accordance with international accounting and auditing standards.

Consolidated statements and other financial information

Significant changes

VIII. Additional information

The purpose is to provide information, most of which is of a statutory nature, that is not covered elsewhere in the prospectus.

Share capital

Memorandum and articles of association

Material contracts

Statement by experts

Documents on display

Subsidiary information

Official text · consolidated version 09/01/2024 (no longer in force) Open full page ↗
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