Article 2 — Meaning of transaction · Delegated Regulation (EU) 2017/590 | MiFIR

2(1)

1.For the purposes of Article 26 of Regulation (EU) No 600/2014, the conclusion of an acquisition or disposal of a financial instrument referred to in Article 26(2) of Regulation (EU) No 600/2014 shall constitute a transaction.

Copy link

2(2)

2.An acquisition referred to in paragraph 1 shall include the following:

Copy link

2(2)(a)

(a)a purchase of a financial instrument;

Copy link

2(2)(b)

(b)entering into a derivative contract;

Copy link

2(2)(c)

(c)an increase in the notional amount of a derivative contract.

Copy link

2(3)

3.A disposal referred to in paragraph 1 shall include the following:

Copy link

2(3)(a)

(a)sale of a financial instrument;

Copy link

2(3)(b)

(b)closing out of a derivative contract;

Copy link

2(3)(c)

(c)a decrease in the notional amount of a derivative contract.

Copy link

2(4)

4.For the purposes of Article 26 of Regulation (EU) No 600/2014, transaction shall also include a simultaneous acquisition and disposal of a financial instrument where there is no change in the ownership of that financial instrument but post-trade publication is required under Articles 6, 10, 20 or 21 of Regulation (EU) No 600/2014.

Copy link

2(5)

5.A transaction for the purposes of Article 26 of Regulation (EU) No 600/2014 shall not include the following:

Copy link

2(5)(a)

(a)securities financing transactions as defined in Article 3(11) of Regulation (EU) 2015/2365 of the European Parliament and of the Council;

Copy link

2(5)(b)

(b)a contract arising exclusively for clearing or settlement purposes;

Copy link

2(5)(c)

(c)a settlement of mutual obligations between parties where the net obligation is carried forward;

Copy link

2(5)(d)

(d)an acquisition or disposal that is solely a result of custodial activity;

Copy link

2(5)(e)

(e)a post-trade assignment or novation of a derivative contract where one of the parties to the derivative contract is replaced by a third party;

Copy link

2(5)(f)

(f)a portfolio compression;

Copy link

2(5)(g)

(g)the creation or redemption of units of a collective investment undertaking by the administrator of the collective investment undertaking;

Copy link

2(5)(h)

(h)the exercise of a right embedded in a financial instrument, or the conversion of a convertible bond and the resultant transaction in the underlying financial instrument;

Copy link

2(5)(i)

(i)the creation, expiration or redemption of a financial instrument as a result of pre-determined contractual terms, or as a result of mandatory events which are beyond the control of the investor where no investment decision by the investor takes place at the point in time of the creation, expiration or redemption of the financial instrument;

Copy link

2(5)(j)

(j)a decrease or increase in the notional amount of a derivative contract as a result of pre-determined contractual terms or mandatory events where no investment decision by the investor takes place at the point in time of the change in the notional amount;

Copy link

2(5)(k)

(k)a change in the composition of an index or a basket that occurs after the execution of a transaction;

Copy link

2(5)(l)

(l)an acquisition under a dividend re-investment plan;

Copy link

2(5)(m)

(m)an acquisition or disposal under an employee share incentive plan, or arising from the administration of an unclaimed asset trust, or of residual fractional share entitlements following corporate events or as part of shareholder reduction programmes where all the following criteria are met:

Copy link

2(5)(m)(i)

(i)the dates of acquisition or disposal are pre-determined and published in advance;

Copy link

2(5)(m)(ii)

(ii)the investment decision concerning the acquisition or disposal that is taken by the investor amounts to a choice by the investor to enter into the transaction with no ability to unilaterally vary the terms of the transaction;

Copy link

2(5)(m)(iii)

(iii)there is a delay of at least ten business days between the investment decision and the moment of execution;

Copy link

2(5)(m)(iv)

(iv)the value of the transaction is capped at the equivalent of EUR 1 000 for a one-off transaction for the particular investor in the particular instrument or, where the arrangement results in transactions, the cumulative value of the transaction shall be capped at the equivalent of EUR 500 for the particular investor in the particular instrument per calendar month;

Copy link

2(5)(n)

(n)an exchange and tender offer on a bond or other form of securitised debt where the terms and conditions of the offer are pre-determined and published in advance and the investment decision amounts to a choice by the investor to enter into the transaction with no ability to unilaterally vary its terms;

Copy link

2(5)(o)

(o)an acquisition or disposal that is solely a result of a transfer of collateral.

Copy link

The exclusion provided for in point (a) of the first subparagraph shall not apply to the securities financing transactions to which a member of the European System of Central Banks is a counterparty.

The exclusion provided for in point (i) of the first subparagraph shall not apply to initial public offerings or secondary public offerings or placings, or debt issuance.