BAKGRUNN (fra kommisjonsforordningen)

(1) Since the publication of inside information as referred to in Article 87 of Regulation (EU) 2023/1114 should reach as many investors as possible and be verifiable, issuers, offerors and persons seeking admission to trading should disseminate that information via media and publish it on their websites. To promote its effective distribution, the inside information published on the website of issuers, offerors, and persons seeking admission to trading should be downloadable to permit local storage and facilitate further dissemination of that information by third parties.

(2) To facilitate access to information, the website should enable users to access the inside information on a non-discriminatory basis and free of charge and to locate the inside information in an easily identifiable dedicated section. To enable users to easily verify the whole history of disclosures of inside information, each publication on the website should indicate the date and time of the disclosure, and publications should be organised in a chronological order. Given the cross-border nature of crypto-asset trading, it is essential that language barriers do not limit the access to the published information. Issuers, offerors, and person seeking admission to trading should therefore publish the inside information on their website in the language or languages in which the crypto-asset white paper is drawn up and, where feasible, a language customary in the sphere of international finance. To facilitate the active distribution of the inside information, the website of the issuer, the offeror, or the person seeking admission to trading should enable investors to receive push notifications or alerts on any new publication relating to inside information on an opt-in basis.

(3) Given the increasing importance of social media and web-based platforms in conveying information in relation to crypto assets, issuers, offerors and persons seeking admissions to trading may also use social media or web-based platforms to disseminate inside information when they appear to be the media which are reasonably relied upon by the public. To ensure that the inside information is disseminated to a public as wide as possible, issuer, offerors, or persons seeking admission to trading should consider disseminating the information through more than one medium or type of medium whenever dissemination via only a single medium is not sufficient. When assessing whether a medium is reasonably relied upon by the public, issuer, offerors, or persons seeking admission to trading should consider that the use of only one medium or type of medium with a limited reach should not be considered as reasonably relied upon by the public. This could be, for example, the case of dissemination through a social media platform with a limited number of users.

(4) To further facilitate access to the publication of the inside information, any publication of that information on social media or the web-based platforms should contain a link to the website where the inside information is published. Publication on social media and on web-based platforms should occur in line with the requirements for the publication of that information the website of the issuer, offeror, or person seeking admission to trading, including access to information on a non-discriminatory basis. Only those platforms that are open to the public should be considered to ensure access on a non-discriminatory basis for disclosures in social media and web-based platforms. While registration requirements are acceptable, invitation-only media would not qualify as non-discriminatory.

(5) To facilitate the centralisation of inside information, such information relating to issuers or offerors whose crypto-assets are traded on a trading platform may also be posted on the website of the trading platform, when the trading platform allows to do so. To ensure consistency with the disclosure made by the issuer, the offeror, or the person seeking admission to trading, the publication on the trading platforms website should include a link to the webpage of the website of the issuer, the offeror, or the person seeking admission to trading where the information was originally disclosed.

(6) In order to enable competent authorities to carry out expediently any necessary reviews or investigations linked to dissemination of inside information or possible market abuse cases and to ensure that, where needed, competent authorities may rapidly contact persons in charge of the dissemination of inside information, it is necessary that such persons within the issuer, offerors and persons seeking admission to trading for crypto-assets are identified with information on their name, surname and position within the relevant entity.

(7) To ensure that issuers, offerors, and persons seeking admission to trading are able to comply with their obligation to inform their competent authorities that the disclosure of the inside information is delayed, as laid down in Article 88(3) of Regulation (EU) 2023/1114, the technical means for delaying the public disclosure of inside information should ensure that key information about the process for delaying the disclosure of the inside information is recorded.

(8) To ensure the integrity and confidentiality of the inside information, and the speed of its transmission, issuers, offerors, or persons seeking admission to trading should inform their competent authority about the delay of the disclosure of the inside information and, where required, explain how all the applicable conditions for the delay were met, in writing and by using the secure electronic means specified by their competent authority.

(9) Competent authorities should be able to efficiently conduct investigations on possible market abuse cases. In order to do so, it is necessary that to enable competent authorities to identify within the issuer, the offeror, or the person seeking admission to trading the persons that are dealing with the delay of disclosure of inside information without requesting that information to the relevant entity. Hence, the issuer, the offeror, or the person seeking admission to trading should provide their competent authority with the identity of the person who informed the competent authority about the delay of the disclosure of the inside information, and of the person or persons that decided to delay that disclosure. To enable competent authorities to assess whether the conditions laid down in Article 88(2) of Regulation (EU) 2023/1114 are met, the issuer, the offeror, or the person seeking admission to trading should also inform their competent authority about of the duration of the delay.

(10) This Regulation is based on the draft implementing technical standards submitted to the Commission by the European Securities and Markets Authority.

(11) The European Securities and Markets Authority has conducted open public consultations on the draft implementing technical standards on which this Regulation is based, analysed the potential related costs and benefits and requested the advice of the Securities Markets Stakeholder Group established in accordance with Article 37 of Regulation (EU) No 1095/2010 of the European Parliament and of the Council