Europaudvalget 2009-10
EUU Alm.del Bilag 509
Offentligt
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European Commission
DG Internal Market and Services
B-1049 Bruxelles
August 13
th
2010
Response to Commission hearing on revision of the
Transparency Directive
First, the Danish government would like to thank the Commission for the op-
portunity to contribute to the important work on revising the Transparency
Directive through this public hearing.
Below, you will find Danish positions on what we consider to be key points
in relation to a revision of the Transparency Directive.
Better regulation in the EU, including reducing administrative burdens for
businesses, is a priority for the Danish Government. Good rules with little
administrative burdens release time and resources in companies, improve
competitiveness and create more growth and jobs in the society. However, at
the same time it is necessary to take into account the interests of the investors.
The Danish Government supports the appropriateness of a study to assess the
need for and the possible impact of more simple or more flexible rules for all
listed companies as well as an impact study regarding different transparency
regimes for large and SME listed companies. When assessing such possible
modifications for issuers due consideration should be taken to both investor
protection and investors interests.
As regards major shareholding notification we recommend and support a
maximum harmonization approach - possibly in the form of a regulation - to
ensure uniformity in all Member States. We see the need to harmonize the
rules of major shareholding notification across Member States to improve
cross border investments within the EU.
Regarding enforcement of the Transparency Directive regulation, we recom-
mend that a revision of the directive ensures that the reporting of all listed
companies are subject to enforcement in a Member State. It is important that
the Transparency Directive in this matter in the future does not provide for
any possibility to implement the rules in such a way, that a listed company can
operate without being under supervision of any Member State.
MINISTRY OF ECONOMIC
AND BUSINESS AFFAIRS
Slotsholmsgade 10-12
1216 København K
Tlf.
Fax
+45 33 92 33 50
+45 33 12 37 78
CVR-nr. 10 09 24 85
[email protected]
www.oem.dk
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As for the thoughts about introducing requirements regarding disclosure of
Environmental, Social and Governance (ESG) data, Denmark is a strong ad-
vocate for ensuring such matters, but it is at the same time important to stress,
that new administrative burdens put upon the listed companies must be bal-
anced. We would prefer a flexible regulation that would provide for the com-
panies to tailor the required reporting taking into account the specific nature of
the company. We find it important to sustain the high level of transparency
with regard to CSR matters, which is a consequence of the existing Danish
regulation on financial reports. The Danish Government has at the moment no
final position as to where such ESG rules would most naturally be implement-
ed in EU regulation.
The Danish Government in general supports a higher level of transparency
with regard to the disclosure of the identity of shareholders. A higher level of
transparency regarding this matter would reduce the possibilities for hidden
ownership. We also support increased transparency regarding stock lending
practices to reduce “empty voting”. The Danish Government supports initia-
tives to increase the dialogue between the shareholders - including institution-
al investors - and the issuer. In recent years, there has been increased focus on
shareholders' role in listed companies. In the future, shareholders are generally
expected to act as owners to a greater extent than earlier, and the Danish Gov-
ernment fundamentally supports initiatives that promote active ownership.
Regarding the proposal to harmonise the maximum content of financial re-
ports, the Danish Government believes, that rules regarding the actual content
of financial reports should be included in the Fourth and Seventh Company
Law Directives. These directives apply to listed and non-listed companies as
well, and the Danish position is, that specific accounting matters should be
regulated in the Fourth and Seventh Company Law Directives instead of in the
Transparency Directive. Additionally, we would like to stress, that a revision
of the Transparency Directive must be coordinated with the possible revisions
of the Fourth and Seventh Company Law Directives.
The Danish Government supports the establishment of a pan-European system
of storage of regulated information.