5.9 Listing and the Information Management Regime 187- Level 2 means that the Commission will take implementing measures in accor-
dance with the comitology procedure.^229 The Committee of European Securi-
ties Regulators (CESR), which consists of representatives of the national re-
gulatory and supervisory authorities, gives a technical opinion. On the basis
of that opinion, the Commission prepares a draft implementing measure. The
Commission submits it to the European Securities Committee (ESC), which
gives its opinion. - At Level 3, the CESR coordinates, informally, the activities of the national re-
gulatory and supervisory authorities, with the aim of ensuring consistent, uni-
form implementation of the measures adopted at the first two levels. - Level 4 involves the legislative and administrative implementation of Commu-
nity law by the Member States, overseen by the European Commission.
The trend of international convergence of securities markets regulation is in-
creased by international co-operation in this area. For example, IOSCO is a multi-
lateral organisation of securities regulators. There is transatlantic Financial Mar-
kets Dialogue led by the European Commission and the SEC. Similarly, there is
dialogue between the CESR and the SEC. The International Accounting Standards
Board (IASB) is a key standard-setter for financial markets worldwide.^230
Contents of the information management regime. The information management
regime for listed companies consists of the following core duties:
- the duty to publish a prospectus (the Prospectus Directive);
- the duty to prepare annual accounts (the Fourth Directive) and consolidated ac-
counts (the Seventh Directive); - the duty to publish annual accounts, half-yearly financial reports, and interim
management statements (the Transparency Directive); - the duty to apply international accounting standards (IFRS, the IAS Regulation);
- the duty to carry out statutory audits on the basis of international auditing stan-
dards (Directive on statutory audits); - ongoing disclosure obligations (the duty to disclose inside information) and
restrictions on selective disclosure (the Directive on market abuse); - restrictions on the use of inside information (the Directive on market abuse);
(^229) Comitology refers to the procedures through which the Commission, in accordance with
Article 202 of the EC Treaty, executes the powers conferred upon it to implement
Community legislative acts under one of the decision-making procedures laid down by
the EC Treaty (consultation, co-decision, cooperation and assent). The five comitology
procedures (consultation, management, regulation, regulation with scrutiny and safe-
guard) are regulated by Council Decision 1999/468/EC, as amended by Decision
2006/512/EC, and oblige the Commission to submit draft implementing measures to a
committee made up of Member State officials.
(^230) See Alexander SK, Ferran E, Jackson HE, Moloney N, Transatlantic Financial Services
Regulatory Dialogue, EBOLR 7 (2006) pp 647–673.