A draft law amending and supplementing the Public Offering of Securities Act (the “Draft Law”) was published on the Public Consultation Portal.
The amendments relate to the European Single Access Point (ESAP) established by Regulation (EU) 2023/2859. It is a centralized platform developed by the European Securities and Markets Authority, which aims to provide easy and central public access to key financial, environmental, and governance information that authorities and certain private sector entities are required to publish under Union legislation in these areas. The Draft Law also aims to transpose the provisions of Directive (EU) 2023/2864 and Regulation (EU) 2023/2869 into our national legislation.
Among the entities required to submit information to the ESAP are companies with securities admitted to trading on a regulated market (public companies), collective investment undertakings, investment intermediaries, insurers, pension insurance companies, credit institutions, and auditors.
Public companies are required to disclose to the ESAP annual and interim reports, prospectuses, related party transactions, inside information, and data related to sustainable bonds and trading offers.
The data that other obliged entities must provide to the ESAP includes specific information such as licenses, financial statements, engagement policies, sanctions, and regulatory measures taken. Companies preparing sustainability reports will also publish them through the ESAP.
The Draft Law defines the data collection authorities. These will be the Financial Supervision Commission, the Bulgarian National Bank, the Registry Agency, and the Public Oversight Commission for Registered Auditors, in accordance with their sectoral powers and supervised entities. In certain cases, the European supervisory authorities - the European Banking Authority, the European Securities and Markets Authority, and the European Insurance and Occupational Pensions Authority - are designated as data collection bodies.
The implementation of the obligations to provide information to the ESAP will be carried out in stages:
1. From July 10, 2026 – The obligation to provide the information specified in Directive 2004/109/EC (disclosure of regulated information for public companies), Regulation (EU) 2017/1129 (prospectus regulation) and Regulation (EU) No 236/2012 (reporting of short positions in shares);
2. From January 10, 2028 – Documents from 12 additional regulations and directives (e.g., on sustainability, market abuse, pension products, etc.)
3. From January 10, 2030 – Full extension covering over 25 legislative acts (including on crypto-assets, insurance, alternative funds, auditing, investment intermediaries, etc.)
The centralization process involves two main steps:
1. Market participants submit the information to a designated authority. This includes the name of the company, the size of the company, identification code, etc.
2. The authority transmits the information to the ESAP.
Initially, the ESAP will include only mandatory information, but after 2030, there will also be the possibility of voluntary disclosure by non-mandatorily obliged entities.
The expected results of the proposed changes are increased transparency and easier orientation for investors. Other benefits include greater visibility for companies, especially small and medium-sized enterprises, as well as harmonization of the requirements for investment intermediaries and related regulations.
