The high market volatility brought on by the Covid-19 pandemic means that the need to protect investors and the transparency of financial markets may arise when it comes to equity acquisitions in SME issuers whose shareholder base is particularly large and whose shares are listed on regulated markets – and not just when it comes to “companies with a high current market value”.
Italy’s Law Decree No. 23 of 8 April 2020 introduces significant changes to the framework governing disclosure duties under Art. 120 of the Italian Consolidated Financial Act. For example, CONSOB’s powers have been widened to enable it to set lower thresholds triggering the duty to disclose acquisitions of significant equity interests in all issuers whose shareholder base is particularly large. CONSOB may also temporarily set a 5% threshold over which purchasers of equity interests in companies whose shareholder base is particularly large must disclose the aims that they intend to achieve (known as declarations of intent).
These amendments are driven by the intention of discouraging short-termism and speculative maneuvers.