The Listing Act changes what a prospectus looks like from June

Regulation (EU) 2024/2809 applies directly, in the phases described above. Directive (EU) 2024/2811, which amends MiFID II and repeals the old listing directive, has to be transposed into national law by 5 June 2026. Directive (EU) 2024/2810, on multiple-vote share structures, must be transposed by 5 December 2026.

That last one deserves care in any internal note. It sets a minimum standard for admitting companies with multiple-vote structures to trading on a multilateral trading facility, with safeguards for holders of the lower-voting class, and member states are still legislating. Until a member state has transposed, and in the way that member state chooses to transpose, the rules that apply to a company are the national rules. It is not yet a single European regime and should not be described as one.

Most of a prospectus is drafting. A defined part of it is not. The issuer's registered name and legal form, its place of incorporation and registered office, its group structure, its directors and senior management, its major shareholders and its interests in other undertakings are statements of fact about entities. They come from registers, share registers and board records, and they carry through into the continuing disclosure that follows a listing.

A group that issues from several vehicles feels this differently from a single company. The same facts appear in a base prospectus, a supplement, an annual financial report, a major-holdings notification and a set of statutory accounts, prepared by different people at different times. A shorter document with a prescribed sequence does not create inconsistency between those places. It makes an inconsistency easier for a reader, a regulator or a short-seller to find, because there is less text to hide in.

So the useful control is a maintained set of verified corporate facts. For each issuing and guaranteeing entity: the registered particulars as filed, the current directors with their dates, the ownership chain with percentages, the major shareholders as notified, and the document that evidences each one. Every item carries a date and a source, so a working group can be shown where a figure came from. The failure mode without that is familiar. A deal team rebuilds the structure chart from the last prospectus, which was itself rebuilt from the one before, and an entity struck off two years ago survives three transactions. Checking against the register on a schedule costs a fraction of a supplement, and far less than a correction after admission.

Alethia holds entities, ownership, officers and documents as one governed register, with each fact carrying its evidence and its history. Structure charts are generated from that record, so the chart in a diligence pack and the ownership percentages behind it cannot drift apart without somebody changing the register. Compliance obligations carry due dates against the entity that owes them, and the audit trail shows who changed a field and when.

Alethia does not draft prospectuses, approve them or submit anything to a competent authority. It answers one narrow question, the one a working group keeps returning to through a deal: what is this entity, who runs it, who owns it, and what document proves that.