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Stand:updated on 27.03.2023 Prospectuses for securities and other investment products

Securities and other investment products may not be offered for sale to the public in Germany without a prospectus; and the publication of any such prospectus requires the prior permission of BaFin.

To be able to make well-informed investment decisions, investors must be provided with extensive and reliable information about the issuer and the security or investment product concerned. This means that in Germany, securities and other investment products may not be offered to the public without a prospectus that has been approved by BaFin.

1. Securities

Anyone wishing to offer securities to the public – e.g. in connection with a capital increase in the case of a stock corporation or the issue of debt securities – or to have them admitted to trading on a regulated market is obliged to regularly draw up and publish a prospectus, unless an exemption applies. The securities prospectus must contain all material information on the issuer and the securities being offered. It is meant to enable investors to obtain an accurate picture of the offer and to make their investment decision based on the information obtained. The basis for the drawing up, approval and publication of the prospectus is the EU Prospectus Regulation 2017/1129 (Prospectus Regulation). Its content and structure are specified in delegated regulations 2019/979 and 2019/980 of the EU Commission, both of 14 March 2019.

2. Capital investments

As a rule, non-securities investment products may also not be offered to the public without a prospectus. The requirement to draw up a prospectus covers the following products:

  • equity holdings,
  • shares in trust funds,
  • profit participation loans,
  • subordinated loans,
  • participation rights,
  • registered bonds,
  • other comparable investment forms that grant, or hold out the prospect of, a claim to interest payment and repayment or an entitlement to assets based on cash settlement in return for the temporary provision of money,
  • investments which, in return for the temporary provision of money or industry-standard precious metals, grant or hold out the prospect of:


    a claim to interest payment and repayment,

    a claim to interest payment and return of industry-standard precious metals,

    an entitlement to assets based on cash settlement or

    an entitlement to the return of industry-standard precious metals based on cash settlement,

provided they are not securities and are not structured as units or shares of an investment fund within the meaning of section 1 (1) of the German Investment Code (Kapitalanlagegesetzbuch – KAGB) and the acceptance of funds does not qualify as deposit business within the meaning of section 1 (1) sentence 2 no. 1 of the German Banking Act (Kreditwesengesetz – KWG).

Equity holdings include participations in partnerships, shares in limited liability companies (GmbH) and civil-law partnerships (GbR), and silent partnerships in the abovementioned companies or in certain assets of such companies as well as participations in foreign companies with other legal forms. The prospectus for investment products must be drawn up in accordance with the German Capital Investment Act (Vermögensanlagengesetz – VermAnlG). Its content and structure are governed by the German Investment Prospectus Regulation (Vermögensanlagen-Verkaufsprospektverordnung – VermVerkProspV).

Please note

Prospectuses for securities and other investment products that have been filed can be found in the databases on the BaFin website.

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