Central Bank of Russia consults on new IPO disclosure requirements to improve prospectus transparency for retail investors

The Central Bank of Russia published a consultation paper proposing changes to how issuers disclose information in public offerings, aiming to make IPO documentation more transparent and better aligned with retail investors’ needs while improving offering quality. The proposals would update requirements for key investor documents, particularly the securities prospectus. Prospectuses would include issuer forecast indicators, alongside a brief and clear summary presenting key information such as financial indicators compared with previous periods, the issuer’s investment strategy, and an assessment of further development. Issuers would also disclose investor-sensitive information on the planned and actual allocation of shares among buyers, the terms of protective measures, existing restrictions on sales of securities by the issuer and current shareholders, and any mechanisms used to stabilise the share price after an IPO to reduce volatility. The consultation also raises the possibility of regulating and standardising services provided by offering organisers to increase professional participation in IPOs. The Central Bank of Russia is seeking views through the consultation process on these proposed changes, including potential requirements for offering organisers’ services.