eRIIS, a CSSF web platform for filings under the transparency law and the market abuse regulation

What is eRIIS?

The platform eRIIS offers a vast array of features and facilitates the submission of regulated information, ongoing and period information which shall be filed or published under the Transparency Law or  the Market Abuse Regulation.

eRIIS allows follow-up on regulatory filings, provides advanced functionalities for the filing of annual financial reports drawn up under the new ESEF format (3).

Moreover the platform is equipped with dashboards and tracking status of individual filings which allow for adequate data management and offers the possibility of delegating administrative tasks to third parties by defining various levels of access rights for different users.

Finally all future communication will be done through the eRIIS platform which is equipped with a state-of-the-art protection of data exchange system accommodating a secure channel of communication.

Access and authentication

The eRIIS platform involves two different access concepts the User Account and the Reporting Entities. A User Account is needed to access the eRIIS portal: it identifies the physical person who is submitting a filing for and on behalf of a Reporting Entity. For the creation of a User Account a LuxTrust certificate is needed to guarantee the identity of the person connecting to the online portal. A Reporting Entity is any entity that is subject to filing obligations, it can be a legal or physical person. The two types of entities concerned are issuers of securities and holders of securities.

In order to be able to file information, a Reporting Entity reference will have to be created unless the issuer is subject to the Transparency Law, in which case a Reporting Entity will exist in  the eRIIS system as from the moment they fall within the scope of the Transparency Law.

It is possible to assign several User Accounts to one single Reporting Entity as well as assigning one User Account to different Reporting Entities. The first User Account assigned to a Reporting Entity will have so-called SuperUser Rights and requires validation by the CSSF. The SuperUser Rights can only be assigned to a user legally entitled to act on behalf of a Reporting Entity. Those SuperUser rights then enable the largest set of rights possible among which the right to delegate filing obligations by assigning the role of Depositor+ or Depositor to other User Accounts in relation to the Reporting Entity. The User Accounts with delegated rights will be able to file information on the eRIIS portal for the account of the Reporting Entity, but their rights may be limited depending on their assigned role.

Filing of information

The eRIIS portal provides an easy and straightforward management space where all relevant information, documents, messages and delegations can be visualised in respect of the relevant Reporting Entity.

The four major type of information that may be filed with the CSSF via the eRIIS platform are:

• Ongoing information as required by Transparency Law (for issuers)

Filing of  the choice of home member state and notifications relating to major holding, total number of voting rights and capital, acquisition or disposal of the issuer's own shares, changes in the rights attached to classes of shares or securities, information for holders of securities to trading on a regulated market  and information filed on a voluntary basis.

• Periodic information as required by the Transparency Law (for issuers)

Filing of  annual financial and audit reports, half-yearly financial and audit reports, quarterly financial reports, reports on payments to governments.

• Information as required by the Market Abuse Regulation (for issuers)

Filing of the inside information/ad hoc information, manager's transactions notification, buy-back programmes, buy-back transactions, delay of disclosure of inside information, stabilisation measures, stabilisation transactions, stabilisation outcome.

• Notifications for holders of securities

Filing of the major holding notification and the manager's transactions notification.

The filing system will guide the user through the filing process allowing for different states of progress and providing a list of missing data to avoid incomplete filings.

Finally, issuers of securities who make use of the Financial Instruments Reporting Services Tool (FIRST) of the Luxembourg Stock Exchange and are registered to file regulated information to the Officially Appointed Mechanism (OAM) storage system may use FIRST to file information with the CSSF without having to file such information separately via the eRIIS platform (4).

Final thoughts

We are happy to see administrations aligning with our ever changing and digitalized world. The eRIIS portal will hopefully offer a clear and user-friendly approach streamlining the filing experience. For more details and if you have questions, please contact our team which will be happy to help you with any inquiries.

Authored by Ariane Mehrshahi Marks and Agnes Merz.

Hogan Lovells (Luxembourg) LLP is registered with the Luxembourg bar

References

1 Luxembourg law of 11 January 2008 on transparency requirements for issuers, as amended (Transparency Law).

2 Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse, as amended (Market Abuse Regulation/MAR).

3 ESEF format means the XHTML format required by the commission delegated regulation (EU) 2019/815 supplementing directive 2004/109/EC of the European Parliament and of the Council with regard to regulatory technical standards on the specification of single electronic reporting format.

4 If data is missing or incomplete, the CSSF may require the user to provide it directly on the eRIIS platform.