ECSDA answer to the review of the Shareholder Rights Directive (SRD)
- While SRD II has improved shareholder identification, information flows, and shareholder participation, ECSDA notes that broader capital market integration has also been driven by infrastructure modernisation, common standards, and technological developments.
- ECSDA strongly supports the harmonisation — or removal — of shareholder identification thresholds and the harmonisation of key general meeting dates in order to reduce fragmentation, operational complexity, and legal uncertainty in cross-border scenarios.
- The paper advocates for more standardised and digitalised processes for evidence of entitlement, voting confirmation, and transmission of information, supported by ISO standards and fully digital communication channels to improve cross-border STP and shareholder participation.
- ECSDA supports the introduction of a more functional and harmonised definition of “shareholder” to reduce inconsistencies arising from divergent national legal frameworks and ownership concepts across Member States.
- ECSDA generally supports extending the scope of SRD, including to unlisted and digital securities, while stressing the need to ensure operational feasibility, proportionality, and legal consistency across the regulatory framework.
- The paper also supports the establishment of a “Golden Operational Record” maintained by Issuer-CSDs as a centralised and reliable source of corporate event information, improving data integrity and operational efficiency across the custody chain.
- ECSDA underlines the continued systemic importance of CSDs and intermediaries in ensuring scalability, resilience, standardisation, and secure information flows within integrated European capital markets.
ECSDA welcomes the review of the Shareholder Rights Directive (SRD) as an opportunity to further enhance transparency, operational efficiency, and cross-border harmonisation in the exercise of shareholder rights across the EU.