Domov > Changes to MiFID II: Amendments to the Securities Act and the Securities Exchange Act
The amendment to Act No 284/2025 Coll. transposed into Slovak law, among other things, two directives amending MiFID II[1], namely Directive No. 2024/790 and Directive No. 2024/2811. Roman Baranec lectured on this topic and on the Slovak capital market regulation at the seminar on changes in MiFID II and MiFIR, organized by conforum in Prague on 27.11.2025.
In particular, the following changes have been adopted in the Securities Act[2]:
The possibility to provide other services and activities to securities dealers (hereinafter referred to as “OCP“), which are not directly listed in the OCP’s authorisation for the provision of investment services, on the basis of a notification to the National Bank of Slovakia, is also regulated. These are business activities related to financial market services or activities directly related to the management of the OCP’s own assets and non-cash transactions in foreign currency, provided that the exercise of these other business activities does not hinder the proper provision of investment services or the effective exercise of supervision. The effectiveness of this legislative change is 1.11.2025.
The obligation for OCPs to produce and publish annually a summary of information from the top five execution venues is abolished, given that this information did not add any value to retail clients. The effective date of this legislative change is 1.11.2025.
The definition of a systematic internaliser is simplified by removing the quantitative criteria (limit for multiplicity and systematicity and limit for materiality in relation to over-the-counter transactions in financial instruments). This legislative change takes effect on 1 November 2025.
The threshold for the publication of a prospectus is increased from the current €1 million to €5 million[3]. At the same time, issuers will have a new obligation to prepare an issue summary under the Prospectus Regulation[4] for these non-prospectus issues. The introduction of this obligation is aimed at ensuring that at least basic information is provided to retail investors. The effective date of this legislative change is 5.6.2026.
In particular, the following changes have been adopted in the Stock Exchange Act[5]:
A requirement is introduced that the issuer’s deemed market capitalisation / equity of the issuer, including profit and loss for the last accounting period for whose shares admission to trading is sought, must be at least EUR 1,000,000 (currently, according to the Exchange Rules of the BSE, there is no threshold for the regulated open market and for the listed market the minimum market capitalisation of an issue is EUR 15,000,000 for the main market and EUR 3,000,000 for the parallel market). The effective date of this legislative change is 6.6.2026.
The minimum limit for shares distributed to the public is reduced from 25 to 20% of the nominal value of the shares for which the listing application is made. The effective date of this legislative change is 6.6.2026.
Allows the registration of a segment of a multilateral trading facility as a growth market. The effective date of this legislative change is 6.6.2026.
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[1] Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments amending Directive 2002/92/EC and Directive 2011/61/EU.
[2] Act No. 566/2001 Coll. on Securities and Investment Services and on Amendments and Additions to Certain Acts (the Securities Act), as amended.
[3] This is the total aggregate consideration in the European Union for the securities offered.
[4] Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and repealing Directive 2003/71/EC.
[5] Act No. 429/2002 Coll. on the Stock Exchange, as amended.
