Linklaters has advised the BNP Paribas Emissions- und Handelsgesellschaft mbH on the actualisation of their securities programs with regard to the structured certificate of indebtedness for private investors. For this purpose, two basis prospectus have been launched: A securities prospectus for bond warrants and one for  certificates, whereas in each case a different basis value exists for e.g.  shares, raw materials and currency. Due to the new prospectus directive [Prospektrichtlinie PDII] and an increased demand on the part of the European Securities and Markets Authority (ESMA-Standards) a new conception was necessary. This applied to the complete composition of the basic prospectus as well as the final conditions.

These are the first two basic prospectus in Germany for the BNP Paribas which correspond to the new demands of the PDII/ESMA-Standards. In this connection, BNP Paribas applies an intelligent modular system in consultation with Linklaters. The basic prospectus consists of the three sections summary, registration document and description of the securities. This is advantageous due to the consistency between the various basic prospectus with regard to information concerning the issuer, as this is included in only one single registration form that has to be compiled only once and thus meaning that all the basic prospectus are represented in the same way. On the other hand the three-part structure makes a flexible administration possible with regard to the ascertainment of the various product categories in the description of the securities.

The securities prospectus have already been authorised by the Bundesanstalt für Finanzdienstleistungsaufsicht (Federal Finance Supervisory Authority). It will be interesting to see how the administrative practice with regard to the topping-up and permanent emission respectively will develop in the future.

Linklaters’ team was led by Dr. Christian Storck (Capital Markets, Frankfurt). Other members were Julia Anna Kesicki, Sarah Bungey, Konrad Uhink und Olga Bergmann (alle Capital Markets, Frankfurt).