Prospectus
Companies Act
Interpretation (Chapter 1)
1348. (1) In this Chapter—
“2003 Prospectus Directive” means Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003, including that Directive as it stands amended for the time being;
“body corporate” includes a company;
“EU prospectus law” means—
(a) the measures adopted for the time being by a Member State (including the State) or an EEA state, to implement the 2003 Prospectus Directive;
(b) any measures directly applicable in consequence of the 2003 Prospectus Directive and, without prejudice to the generality of this paragraph, includes the Prospectus Regulation; and
(c) any supplementary and consequential measures adopted for the time being by a Member State (including the State) or an EEA state in respect of the Prospectus Regulation;
“expert”, save where a different construction in respect of that expression applies for the purposes of this Chapter by virtue of Irish prospectus law, includes engineer, valuer, accountant and any other individual or body (whether incorporated or unincorporated) the profession of whom, or the profession of members, officers or employees of which, gives authority to a statement made by the individual or body;
“Irish prospectus law” means—
(a) the measures adopted for the time being by the State to implement the 2003 Prospectus Directive (whether an Act of the Oireachtas, regulations under section 3 of the European Communities Act 1972 , regulations under section 1354 or any other enactment (other than, save where the context otherwise admits, this Chapter);
(b) any measures directly applicable in the State in consequence of the 2003 Prospectus Directive and, without prejudice to the generality of this paragraph, includes the Prospectus Regulation; and
(c) any supplementary and consequential measures adopted for the time being by the State in respect of the Prospectus Regulation;
“issuer” means a body corporate or other legal entity which issues or proposes to issue securities;
“local offer” means an offer of securities to the public in the State where—
(a) the offer expressly limits the amount of the total consideration for the offer to less than €5,000,000 (and the means by which that limit shall be calculated, in particular in the case of a series of such offers of securities, shall be the same as that provided for by regulations under section 1354 in relation to analogous limits specified by those regulations for any purpose);
(b) the securities are other than those referred to in any of paragraphs (a) to (g) or paragraph (i) or (j) of Article 1(2) of the 2003 Prospectus Directive; and
(c) the offer is not of a kind described in Article 3(2) of the 2003 Prospectus Directive;
“Minister” means the Minister for Finance;
“offer of securities to the public” has the same meaning as it has in Irish prospectus law;
“offering document” means a document prepared for a local offer which document, if prepared in connection with an offer to which the 2003 Prospectus Directive applies, would be a prospectus;
“offeror” means a body corporate or other legal entity or an individual which or who offers securities to the public;
“promoter” means, subject to subsection (5), a promoter who was a party to the preparation of a prospectus, or of the portion thereof containing an untrue statement;
“prospectus” means a document or documents in such form and containing such information as may be required by or under this Chapter or EU prospectus law, howsoever the document or documents are constituted, but does not include any advertisements in newspapers or journals derived from the foregoing;
“Prospectus Regulation” means Commission Regulation (EC) No. 809/2004 of 29 April 2004, implementing Directive 2003/71/EC of the European Parliament and of the Council as regards information contained in prospectuses as well as the format, incorporation by reference and publication of such prospectuses and dissemination of advertisements;
“securities” has the same meaning as it has in Irish prospectus law, and includes shares and debentures of a company.
(2) A word or expression that is used in this Chapter and is also used in the 2003 Prospectus Directive shall have in this Chapter the same meaning as it has in that Directive, unless—
(a) the contrary intention appears, or
(b) Irish prospectus law provides otherwise.
(3) For the purposes of this Chapter—
(a) a statement included in a prospectus shall be deemed to be untrue if it is misleading in the form and context in which it is included, and
(b) a statement shall be deemed to be included in a prospectus if it is contained therein or in any report or memorandum appearing on the face thereof or by reference incorporated therein.
(4) Without limiting the meaning of that expression in any other context in which it is used in this Chapter, “statement” in section 1353 (2) (other than paragraph (b) thereof) and any other section of this Chapter that makes provision in respect of an expert, includes a report and a valuation.
(5) Nothing in this Chapter shall limit or diminish any liability which any person may incur under the general law.
(6) For the purposes of sections 1349 and 1351 , the following persons shall be deemed not to be a promoter or a person who has authorised the issue of the prospectus—
(a) a professional adviser to any person referred to in section 1349 acting as such,
(b) an underwriter or professional adviser to an underwriter acting as such.
(7) The person referred to as the “purchaser” in the following case shall be deemed to be an underwriter for the purposes of subsection (6)(b).
(8) That case is one in which—
(a) a person (the “offeror”) intends to make an offer of securities to the public; and
(b) another person (the “purchaser”)—
(i) agrees to purchase those securities with the intention of their immediate resale, to give effect to that intention of the offeror, at a profit or subject to payment by the offeror to the purchaser of a commission; and
(ii) binds himself or herself to purchase, or procure the purchase of, any of the securities not so resold.
Civil liability for misstatements in prospectus
1349. (1) Subject to sections 1350 and 1351 , the following persons shall be liable to pay compensation to all persons who acquire any securities on the faith of a prospectus for the loss or damage they may have sustained by reason of—
(a) any untrue statement included therein; or
(b) any omission of information required by EU prospectus law to be contained in the prospectus;
namely—
(i) the issuer who has issued the prospectus or on whose behalf the prospectus has been issued;
(ii) the offeror of securities to which the prospectus relates;
(iii) every person who has sought the admission of the securities to which the prospectus relates to trading on a regulated market;
(iv) the guarantor of the issue of securities to which the prospectus relates;
(v) every person who is a director of the issuer at the time of the issue of the prospectus;
(vi) every person who has authorised himself or herself to be named and is named in the prospectus as a director of the issuer or as having agreed to become such a director either immediately or after an interval of time;
(vii) every person being a promoter of the issuer;
(viii) every person who has authorised the issue of the prospectus (not being the competent authority designated under Irish prospectus law).
(2) In addition to the persons specified in subsection (1) as being liable in the circumstances there set out, an expert who has given the consent required by section 1353 to the inclusion in a prospectus of a statement purporting to be made by him or her shall, subject to sections 1350 and 1351 , be liable to pay compensation to all persons who acquire any securities on the faith of the prospectus for the loss or damage they may have sustained by reason of an untrue statement in the prospectus purporting to be made by him or her as an expert.
Exceptions and exemptions
1350. (1) A person shall not be liable under section 1349 solely on the basis of a summary of a prospectus, including any translation thereof, unless it is misleading, inaccurate or inconsistent when read together with other parts of the prospectus.
(2) Subject to subsection (4), a person shall not be liable under section 1349 if he or she proves—
(a) that, having consented to become a director of the issuer, he or she withdrew, in writing, his or her consent before the issue of the prospectus, and that it was issued without his or her authority or consent; or
(b) that the prospectus was issued without his or her knowledge or consent and that, on becoming aware of its issue, he or she forthwith gave reasonable public notice that it was issued without his or her knowledge or consent; or
(c) that after the issue of the prospectus and before the acquisition of securities thereunder by the person referred to in section 1349 , he or she, on becoming aware of any untrue statement therein or omission of material information required by EU prospectus law to be contained therein, withdrew, in writing, his or her consent thereto and gave reasonable public notice of the withdrawal and of the reason therefor; or
(d) that—
(i) as regards—
(I) every untrue statement not purporting to be made on the authority of an expert or of a public official document or statement;
(II) the omission from the prospectus of any information required by EU prospectus law to be contained therein;
he or she had reasonable grounds to believe, and did up to the time of the issue of the securities believe, that the statement was true or that the matter whose omission caused loss was properly omitted; and
(ii) as regards every untrue statement purporting to be a statement by an expert or contained in what purports to be a copy of or extract from a report or valuation of an expert, it fairly represented the statement, or was a correct and fair copy of or extract from the report or valuation, and he or she had reasonable grounds to believe and did up to the time of the issue of the prospectus believe that the person making the statement was competent to make it and, where required by section 1353 , that that person had given his or her consent to the inclusion of the statement in the prospectus and had not withdrawn, in writing, that consent before the publication of the prospectus or, to the defendant’s knowledge, before issue of securities thereunder; and
(iii) as regards every untrue statement purporting to be a statement made by an official person or contained in what purports to be a copy of or extract from a public official document, it was a correct and fair representation of the statement or copy of or extract from the document.
(3) In subsections (4) and (5) “by reason of the relevant consent”, in relation to an expert, means by reason of his or her having given the consent required of him or her by section 1353 to the inclusion in the prospectus of the statement concerned.
(4) Subsection (2) shall not apply in the case of an expert, by reason of the relevant consent, in respect of an untrue statement purporting to be made by him or her as an expert.
(5) An expert who, apart from this subsection, would be liable under section 1349 , by reason of the relevant consent, in respect of an untrue statement purporting to be made by him or her as an expert shall not be so liable if he or she proves—
(a) that having given his or her consent to the inclusion in the prospectus of the statement, he or she withdrew it in writing before publication of the prospectus; or
(b) that, after publication of the prospectus and before the acquisition of securities thereunder by the person referred to in section 1349 , on becoming aware of the untrue statement, withdrew his or her consent in writing and gave reasonable public notice of the withdrawal and of the reason therefor; or
(c) that he or she was competent to make the statement and that he or she had reasonable grounds to believe and did up to the time of such acquisition of the securities believe that the statement was true.
Restriction of liability where non-equity securities solely involved
1351. Where a prospectus is issued solely in respect of non-equity securities—
(a) only—
(i) the offeror or the person who has sought the admission of the securities to which the prospectus relates to trading on a regulated market; and
(ii) subject to, and to the extent provided in, paragraph (c), the guarantor (if any);
and no other person referred to in section 1349 shall be liable under that section in the circumstances in which that section applies unless—
(I) the prospectus expressly provides otherwise; or
(II) that other such person is convicted on indictment of an offence created by Irish prospectus law or an offence under section 1357 in respect of the issue of that prospectus;
(b) neither section 223 (1) nor 226(1) shall apply to the directors or secretary of the issuer to the extent that such application would thereby impose a liability under section 1349 on such directors or secretary; and
(c) no liability shall attach under section 1349 to a guarantor of such securities save in respect of statements included in, or information omitted from, the prospectus that relate to the guarantor or the guarantee given by the guarantor.
Indemnification of certain persons
1352. (1) This section applies where—
(a) a prospectus contains the name of a person as a director of the issuer, or as having agreed to become a director thereof, and the person has not consented to become a director, or has withdrawn, in writing, his or her consent before the issue of the prospectus, and has not authorised or consented to the issue thereof; or
(b) the consent of an expert is required by section 1353 to the inclusion in a prospectus of a statement purporting to be made by the expert and he or she either has not given that consent or has withdrawn, in writing, that consent before the issue of the prospectus.
(2) The directors of the issuer, except any without whose knowledge or consent the prospectus was issued, and any other person who authorised the issue thereof shall be liable to indemnify the person named as mentioned in subsection (1) or, as the case may be, whose consent was required as so mentioned against each of the following:
(a) all damages, costs and expenses to which the person may be made liable by reason of the person’s name having been inserted in the prospectus or of the inclusion therein of a statement purporting to be made by the person as an expert, as the case may be;
(b) all costs and expenses in defending himself or herself against any action or legal proceeding brought against him or her in respect thereof.
Expert’s consent to issue of prospectus containing statement by him or her
1353. (1) The prohibition in subsection (2) only applies in relation to a prospectus if EU prospectus law requires the inclusion in the prospectus of a statement of the kind referred to in paragraph (b) of that subsection.
(2) A prospectus including a statement that is attributed to an expert shall not be issued unless—
(a) the expert has given and has not, before publication of the prospectus, withdrawn, in writing, his or her consent to the inclusion in the prospectus of the statement in the form and context in which it is included, and
(b) a statement that the expert has given and has not withdrawn, in writing, that consent appears in the prospectus.
(3) If any prospectus is issued in contravention of this section, the issuer and every person who is knowingly a party to the issue thereof shall be guilty of a category 3 offence.
Regulations (Chapter 1)
1354. (1) The Minister may make regulations for the purposes of—
(a) giving effect to the 2003 Prospectus Directive; and
(b) supplementing and making consequential provision in respect of the Prospectus Regulation.
(2) Regulations under this section may contain such incidental, supplementary and consequential provisions as appear to the Minister to be necessary or expedient for the purposes of those regulations, including—
(a) provisions creating offences (but the regulations may only provide penalties in respect of a summary conviction for any such offence); and
(b) provisions revoking instruments made under other enactments.
(3) This section is without prejudice to section 3 of the European Communities Act 1972 .
Saver for existing Prospectus Regulations
1355. (1) Regulations made under section 46 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 and in force immediately before the commencement of this section shall continue in force as if they were regulations made under section 1354 and may be amended or revoked accordingly.
(2) Without prejudice to Schedule 6 or to the generality of section 26 (2)(f) of the Interpretation Act 2005 , the reference in Regulation 107(4) of the Prospectus (Directive 2003/71/EC) Regulations 2005 ( S.I. No. 324 of 2005 ) to section 47 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 shall, after the commencement of this section, be read as a reference to section 1356 .
(3) The adaptation of reference effected by subsection (2) does not affect the operation of section 27 of the Interpretation Act 2005 as it concerns a prosecution initiated before or after the repeal by this Act of section 47 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 in respect of an offence referred to in that section 47 committed before that repeal.
Penalties on conviction on indictment and defences in respect of certain offences
1356. (1) A person who is guilty of an offence created by Irish prospectus law (being an offence expressed by that law to be an offence to which this section applies) shall, without prejudice to any penalties provided by that law in respect of a summary conviction for the offence, be liable, on conviction on indictment, to a fine not exceeding €1,000,000 or imprisonment for a term not exceeding 5 years or both.
(2) In any proceedings against a person in respect of an offence created by Irish prospectus law, it shall be a defence to prove—
(a) as regards any matter not disclosed in the prospectus concerned, that the person did not know it; or
(b) the contravention arose from an honest mistake of fact on the person’s part; or
(c) the contravention was in respect of matters which, having regard to the circumstances of the case, was immaterial or as respects which, having regard to those circumstances, the person ought otherwise reasonably to be excused.
Untrue statements and omissions in prospectus: criminal liability
1357. (1) Where a prospectus is issued and—
(a) includes any untrue statement; or
(b) omits any information required by EU prospectus law to be contained in it;
any person who authorised the issue of the prospectus (not being the competent authority designated under Irish prospectus law) shall be guilty of a category 2 offence unless he or she proves—
(i) as regards an untrue statement, either that the statement was, having regard to the circumstances of the case, immaterial or that he or she honestly believed and did, up to the time of the issue of the prospectus, believe that the statement was true; or
(ii) as regards any information omitted, either that the omission was, having regard to the circumstances of the case, immaterial or that he or she did not know it; or
(iii) that the making of the statement or omission was otherwise such as, having regard to the circumstances of the case, ought reasonably to be excused.
(2) Without prejudice to the generality of section 865 (1), summary proceedings in relation to an offence under this section may be brought and prosecuted by the competent authority designated under Irish prospectus law.
(3) If at a trial for an offence under this section or an offence created by Irish prospectus law, the judge or jury has to consider whether the defendant honestly believed a particular thing or was honestly mistaken in relation to a particular thing, the presence or absence of reasonable grounds for such a belief or for his or her having been so mistaken is a matter to which the judge or jury is to have regard, in conjunction with any other relevant matters, in considering whether the defendant so believed or was so mistaken.
Requirements about minimum subscriptions, matters to be stated in offer documentation in that regard, etc.
1358. (1) No allotment shall be made of any share capital of a PLC offered for subscription unless—
(a) that capital is subscribed for in full, or
(b) the offer states that, even if the capital is not subscribed for in full, the amount of that capital subscribed for may be allotted in any event or in the event of the conditions specified in the offer being satisfied,
and, where conditions are so specified, no allotment of the capital shall be made by virtue of paragraph (b) unless those conditions are satisfied.
(2) Without prejudice to the generality of subsection (1), where a prospectus states—
(a) the minimum amount which, in the opinion of the directors, must be raised from an issue of shares; and
(b) that no allotment shall be made of any of those shares unless that minimum amount has been subscribed and the sum payable on application for the amount so stated has been paid up;
then no such allotment shall be made unless that minimum amount has been subscribed and the foregoing sum so payable has been paid up.
(3) The amount stated in the prospectus as mentioned in subsection (2) shall be reckoned exclusively of any amount payable otherwise than in cash.
(4) Any condition requiring or binding any applicant for shares to waive compliance with any requirement of subsections (1) to (3) or section 1359 as it applies to those subsections shall be void.
(5) Subsections (2) and (3) and, so far as it relates to those subsections, subsection (4) shall not apply to any allotment of shares subsequent to the first allotment of shares offered to the public for subscription.
Supplemental provisions in relation to section 1358
1359. (1) Subsection (2) applies where either—
(a) shares have been allotted in contravention of section 1358 (1); or
(b) the conditions referred to in section 1358 (2) have not been satisfied on the expiration of 40 days after the date of first issue of the prospectus concerned.
(2) Where this subsection applies—
(a) all money received from applicants for shares shall be repaid forthwith after—
(i) in a case falling within subsection (1)(a), the contravention referred to in that provision; or
(ii) in a case falling within subsection (1)(b), the expiration of the period of 40 days referred to in that provision;
to the applicants without interest;
(b) if any such money is not so repaid after that contravention or, in a case falling within subsection (1)(b), the expiration of 48 days after the date of first issue of the prospectus concerned, the directors of the PLC shall, subject to subsection (3), be jointly and severally liable to repay that money with interest at the appropriate rate from that contravention or, as the case may be, the expiration of the 48th day.
(3) A director shall not be liable as mentioned in subsection (2)(b) if he or she proves that the default in the repayment of the money was not due to any misconduct or negligence on his or her part.
(4) Section 1358 (1) shall apply in the case of shares offered as wholly or partly payable otherwise than in cash as it applies in the case of shares offered for subscription and—
(a) in section 1358 (1) the word “subscribed” shall be read accordingly; and
(b) section 1358 (4) and subsections (1) to (3) of this section shall accordingly apply in the first-mentioned case as they apply in the second-mentioned case, but with the following modifications.
(5) Those modifications are that references in subsections (2) and (3) to the repayment of money received from applicants for shares shall be read as including references to the return of any other consideration so received (including, if the case so requires, the release of the applicant from any undertaking) or, if it is not reasonably practicable to return the consideration, the payment of money equal to the value of the consideration at the time it was so received, and references to interest shall have effect accordingly.
Further supplemental provisions in relation to section 1358 : effect of irregular allotment
1360. (1) An allotment made by a PLC to an applicant in contravention of section 1358 (1) or (2) shall be voidable at the instance of the applicant within 30 days after the date of the allotment and not later, and shall be so voidable notwithstanding that the PLC is in the course of being wound up.
(2) Where an allotment is avoided under this section, the PLC shall, within 30 days after the date of avoidance, deliver to the Registrar a notice to that effect and subsection (10) of section 1021 shall apply in relation to this subsection as it applies in relation to subsection (9) of that section.
(3) If any director of a PLC knowingly contravenes, or permits or authorises the contravention of, any of the provisions of section 1358 with respect to allotment, he or she shall be liable to compensate the PLC and the allottee, respectively, for any loss, damage, costs or expenses which the PLC or allottee has sustained or incurred by reason of the contravention.
(4) No proceedings to recover any such loss, damage, costs or expenses shall be commenced after the expiration of 2 years after the date of the delivery to the Registrar of the return of allotments in question.
Local offers
1361. (1) An offering document prepared for a local offer shall contain the following statements in print in clearly legible type:
(a) on the front page or otherwise in a prominent position:
“This document,
— has not been prepared in accordance with Directive 2003/71/EC on prospectuses or any measures made under that Directive or the laws of Ireland or of any EU Member State or EEA treaty adherent state that implement that Directive or those measures,
— has not been reviewed, prior to its being issued, by any regulatory authority in Ireland or in any other EU Member State or EEA treaty adherent state,
and therefore may not contain all the information required where a document is prepared pursuant to that Directive or those laws.”;
(b) elsewhere in the offering document:
(i) where the offering document contains information on past performance:
“Past performance may not be a reliable guide to future performance.”;
(ii) where the offering document contains information on simulated performance:
“Simulated performance may not be a reliable guide to future performance.”;
(iii) “Investments may fall as well as rise in value.”;
(iv) where securities are described as being likely to yield income or as being suitable for an investor particularly seeking income from his or her investment, and where the income from the securities can fluctuate:
“Income may fluctuate in accordance with market conditions and taxation arrangements.”;
(v) where the primary market for the securities or the currency of the underlying business is in a currency other than euro:
“Changes in exchange rates may have an adverse effect on the value, price or income of the securities.”;
(vi) where the securities do not constitute a readily realisable investment:
“It may be difficult for investors to sell or realise the securities and/or obtain reliable information about their value or the extent of the risks to which they are exposed.”.
(2) Any requirement of subsection (1) as to the inclusion of a particular statement in an offering document shall be regarded as satisfied if words substantially to the effect of that statement are instead included in that document.
(3) If an offeror fails to comply with subsection (1) the offeror shall be guilty of a category 3 offence.
(4) No offering document prepared for a local offer shall be issued by or on behalf of a PLC or in relation to an intended PLC unless, on or before the date of its publication, a copy of the offering document has been delivered to the Registrar.
Exclusion of Investment Intermediaries Act 1995
1362. (1) Any document issued in connection with an offer of securities by or on behalf of an issuer, offeror or person seeking admission of securities to trading on a regulated market shall not be regarded as constituting an investment advertisement within the meaning of section 23 of the Investment Intermediaries Act 1995 .
(2) In subsection (1) “document” includes, in the case of a local offer, an offering document.
Power to make certain rules and issue guidelines
1363. (1) In this section “competent authority” means the competent authority designated under Irish prospectus law.
(2) The competent authority may make rules imposing or enabling the competent authority to impose requirements on persons on whom an obligation or obligations are imposed by Irish prospectus law, being requirements—
(a) to do or not to do specified things so as to secure that the provisions of Irish prospectus law are complied with and, in particular (without limiting the generality of this paragraph), to adopt specified procedures and use specified forms in the provision of information to the competent authority;
(b) to do or not to do specified things so as to secure the effective supervision by the competent authority of activities of the kind to which Irish prospectus law relates and, in particular (without limiting the generality of this paragraph), to make such reports or disclose such matters, at such times and in such manner, to the competent authority or other specified persons as are provided for by the rules or specified by the competent authority pursuant to the rules, being reports or a disclosure of matters that is or are required by virtue or in consequence of the operation of Irish prospectus law.
(3) Rules under this section may include rules providing for the manner in which or the matters by reference to which (or both) a determination is to be made of any issue as to whether a transaction or transactions is or are of a significant size for the purposes of the provisions of Irish prospectus law implementing Article 2(2)(a) of the 2003 Prospectus Directive.
(4) The reference in subsection (2) to an obligation imposed on a person by Irish prospectus law includes a reference to an obligation imposed on a person by virtue of the person’s exercising a right or option provided under Irish prospectus law.
(5) Rules under this section may contain such consequential, incidental or supplemental provisions as the competent authority considers necessary or expedient.
(6) Rules under this section shall not contain any provision that is inconsistent with Irish prospectus law or require the provision of information to any person, the provision of which is not reasonably related to the purposes for which the applicable provisions of the 2003 Prospectus Directive have been adopted.
(7) The provisions of Irish prospectus law that are expressed by that law to be made for the purpose of enabling the imposition of administrative sanctions shall apply in relation to a contravention of rules under this section as they apply in relation to a contravention of a provision of Irish prospectus law and, accordingly, a sanction that may be imposed pursuant to the first-mentioned provisions of Irish prospectus law in respect of a contravention of a provision of that law may, in accordance with that law, be imposed in respect of a contravention of rules under this section.
(8) The competent authority may issue guidelines in writing as to the steps that may be taken to comply with Irish prospectus law.
(9) Rules made under section 51 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 and in force immediately before the commencement of this section shall continue in force as if they were rules made under this section and may be amended or revoked accordingly.
Certain agreements void
1364. A condition—
(a) requiring or binding an applicant for securities to waive compliance with any requirement of—
(i) this Chapter; or
(ii) EU prospectus law;
or
(b) where EU prospectus law applies, purporting to affect him or her with notice of any contract, document or matter not specifically referred to in the prospectus concerned;
shall be void.
The text in italics on this page is sourced from the Irish Statute Book and is re-published under the Licence for Re-Use of Public Sector Information made pursuant to Directive 2003/98/EC Directive 2013/37/EU of the European Parliament and of the Council on the re-use of public sector information transposed into Irish law by the European Communities (Re-Use of Public Sector Information) Regulations 2005 to 2015.