Finance (Certain European Union and Intergovernmental Obligations) Act 2016

Amendment of Companies Act 2014 with respect to market abuse matters

8. The Companies Act 2014 is amended—

(a) by the substitution of the following section for section 1365:

“1365. (1) In this Chapter—

‘Commission Implementing Directive’ means Commission Implementing Directive (EU) 2015/2392 of 17 December 2015 on Regulation (EU) No. 596/2014 of the European Parliament and of the Council as regards reporting to competent authorities of actual or potential infringements of that Regulation;

‘CSMA Directive’ means Directive 2014/57/EU of the European Parliament and of the Council of 16 April 2014 on criminal sanctions for market abuse (market abuse directive);

‘Irish market abuse law’ means—

(a) regulations for the time being in force under section 3 of the European Communities Act 1972 made for the purpose of giving—

(i) full effect to provisions of the Market Abuse Regulation, or

(ii) effect to provisions of the Commission Implementing Directive or the CSMA Directive,

or both,

(b) any other enactment (other than, save where the context otherwise admits, this Chapter) enacted for the purpose of giving—

(i) full effect to provisions referred to in paragraph (a)(i) of this definition, or

(ii) effect to provisions referred to in paragraph (a)(ii) of this definition,

or both,

(c) any measures directly applicable in the State in consequence of the Market Abuse Regulation, and

(d) any supplementary and consequential measures adopted for the time being by the State in respect of the Market Abuse Regulation or either of the foregoing Directives;

‘Market Abuse Regulation’ means Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC;

‘Minister’ means the Minister for Finance.

(2) A word or expression that is used in this Chapter and is also used in the Market Abuse Regulation, the Commission Implementing Directive or the CSMA Directive shall have, in this Chapter, the same meaning as it has in that Regulation or either of those Directives, unless—

(a) the contrary intention appears, or

(b) Irish market abuse law provides otherwise.”,

(b) by the deletion of sections 1366 and 1367,

(c) by the substitution of the following section for section 1368:

“1368. (1) In this section ‘offence created by Irish market abuse law’ means an offence created by regulations falling within paragraph (a) of the definition of ‘Irish market abuse law’ in section 1365(1).

(2) A person who is guilty of an offence created by Irish market abuse law (being an offence expressed by that law to be an offence to which this section applies) shall—

(a) without prejudice to any penalties provided by that law in respect of a summary conviction for the offence, and

(b) notwithstanding section 3 (3) of the European Communities Act 1972 ,

be liable, on conviction on indictment, to a fine not exceeding €10,000,000 or imprisonment for a term not exceeding 10 years or both.”,

(d) in section 1369—

(i) in subsection (1) by the substitution of “Article 14 of the Market Abuse Regulation” for “a provision of Irish market abuse law (being a provision the purpose of which is expressed by that law to be for the implementation of Article 2, 3 or 4 of the 2003 Market Abuse Directive)”, and

(ii) in subsection (2) by the substitution of “Article 15 of the Market Abuse Regulation” for “a provision of Irish market abuse law (being a provision the purpose of which is expressed by that law to be for the implementation of Article 5 of the 2003 Market Abuse Directive)”,

(e) in section 1370—

(i) in subsection (5) by the substitution of “the Market Abuse Regulation, the Commission Implementing Directive or the CSMA Directive” for “the Market Abuse Directive or the supplemental Directives”, and

(ii) by the deletion of subsections (3) and (8),

(f) in section 1371(1) by the substitution of “Market Abuse Regulation” for “2003 Market Abuse Directive”, and

(g) in paragraph 5(1) of Schedule 6 by—

(i) the substitution of “section 1355 or” for “section 1355, 1367 or”,

(ii) the deletion of clause (b), and

(iii) the substitution of “section 1354 or” for “section 1354, 1366 or”.