Syndicate Legal Advisory Services prepares the complete legal documentation package required to admit a company’s shares to trading on a Euronext market — the Euronext regulated market, Euronext Growth, or Euronext Access — in Paris, Amsterdam, Brussels, Lisbon, Dublin, Oslo, or Milan. Working alongside the company’s management, the Listing Sponsor or listing agent the chosen market requires, independent auditors, and the company’s paying agent and registrar, we draft, assemble, and organize every document Euronext and the relevant national competent authority require — for an initial public offering, a direct listing, a fast-path dual listing by a company already registered with the SEC, or a transfer between Euronext markets — so the application is submitted complete, internally consistent, and ready for review.
Scope of work includes:
Pre-application and market analysis — written assessment of which Euronext market and location best serves the company (investor base, sector peers, currency, and local regulatory regime), the company’s position against the admission requirements of the regulated market (free float, financial-history, and accounting-standard requirements and compartment classification), Euronext Growth (free float and Listing Sponsor requirements), and Euronext Access, and whether the fast-path route is available, with a gap memo identifying the achievable market and what must be addressed before filing.
Euronext admission application package — preparation of the application for admission to listing and trading in the form Euronext’s harmonized rulebook and the chosen market’s local rules prescribe, the issuer’s undertakings and declarations, the Listing Sponsor’s or listing agent’s declarations, the share-distribution and free-float schedules, the securities identification and settlement confirmations, and all supporting exhibits.
Prospectus or information document — for admission to the regulated market or a public offering, drafting and coordination of the prospectus under the EU Prospectus Regulation (or the UK/EEA equivalents applicable in Oslo) for approval by the competent authority, including the EU Growth prospectus where available; for Euronext Growth or Access, the information document the market requires; and, for a fast-path listing, the documentation incorporating the company’s SEC filings (Form 10-K or 20-F and subsequent reports) into a European listing document with the required supplements.
U.S. securities law coordination — Regulation S structuring for any European placement, confirmation that the admission creates no new Securities Act or Exchange Act registration obligation, conforming disclosure in the company’s U.S. periodic reports, and reconciliation of the European and U.S. disclosure timetables so that one event is announced consistently in both markets.
Corporate governance and constitutional documents — board and shareholder resolutions authorizing the admission and any offering; charter or bylaw amendments the chosen market or its national corporate governance code requires (or the comply-or-explain statement for a foreign issuer applying its home-country governance); board committee charters and independent director documentation; and the corporate governance statement required by the applicable national code.
Market abuse and transparency compliance — inside-information disclosure procedures, insider lists, persons-discharging-managerial-responsibilities dealing policies and notification templates, and closed-period controls under the EU Market Abuse Regulation; major-holdings notification procedures under the Transparency Directive as implemented in the chosen jurisdiction; and integration with the company’s existing U.S. Regulation FD, Section 16, and Schedule 13D/13G procedures.
Settlement, registrar, and paying-agent documentation — Euroclear (or Euronext Securities / local CSD) eligibility and book-entry arrangements, the paying-agent and registrar appointments, and the mechanism for transferring shares between the U.S. register (DTC) and the European settlement system for a dual-listed company.
Euronext and regulator correspondence — preparation of responses to Euronext Listing comments, competent-authority review comments on the prospectus, and the Listing Sponsor’s due-diligence requests.
Post-admission compliance toolkit — a calendar and template set covering ongoing obligations: annual and half-year financial reports under the Transparency Directive, MAR disclosure, the annual corporate governance statement, Euronext notification requirements, continued-admission monitoring, and the interaction with the company’s U.S. reporting calendar, delivered at closing.
Deliverable: a fully assembled, indexed admission binder (electronic and hard copy) with a filing checklist and a reviewer-ready version of each document for execution by the company.
Engagement structure: flat-fee document preparation, scoped by market (Euronext regulated market, Euronext Growth, or Euronext Access), location, and route (IPO, direct listing, fast-path dual listing, or market transfer), with milestone billing tied to the pre-application memo, draft package, prospectus approval, and admission.