No L 124/8 Official Journal of the European Communities 5.5.89 COUNCIL DIRECTIVE of 17 April 1989 coordinating the requirements for the drawing-up, scrutiny and distribution of the prospectus to be published when transferable securities are offered to the public (89/298/EEC) THE COUNCIL OF THE EUROPEAN COMMUNITIES, Having regard to the Treaty establishing the European Economic Community, and in particular Article 54 thereof, : Having regard to the proposal from the Commission (1), In cooperation with the European Parliament (2), Having regard to the opinion of the Economic and Social Committee (3), Whereas investment in transferable securities, like any other form of investment, involves risks; whereas the protection of investors requires that they be put in a position to make a correct assessment of such risks so as to be able to take investment decisions in full knowledge of the facts; Whereas the provision of full, appropriate information concerning transferable securities and the issuers of such securities promotes the protection of investors;. . Whereas, moreover, such information is an effective means of increasing confidence in transferable securities and thus. contributes to the proper functioning-and development of transferable securities markets; Whereas a genuine Community information policy relating to transferable securities should therefore be introduced; whereas, by virtue of the safeguards that it offers investors and its impact on the proper functioning of transferable securities markets, such an information policy is capable of promoting the interpenetration  of national- transferable securities markets and thus encouraging the creation of a genuine European capital market; Whereas Council Directive 80/390/EEC of 17 March 1980: - - coordinating the requirements for the drawing-up, scrutiny and distribution of the listing particulars to be published for the admission of securities to official stock exchange listing (*), as last amended by Directive 87/345/EEC (%), represents an important step in the implementation of such a (1) OJ No C 226, 31.8. 1982, p. 4. (2) O] No C 125, 17.5.1982, p. 176 and OJ No C 69, 20. 3. 1989. (3) OJ No C 310, 30. 11. 1981, p. 50. (*) O] No L 100, 17. 4. 1980, p. 1. (5) O] No L 185, 4. 7. 1987, p. 81. Community information policy; whereas that Directive coordinates the information to be published when securities are admitted to stock exchange listing concerning the nature of the securities offered and the issuers of such securities, so as to enable investors to make an informed assessment of the assets and liabilities, financial position, profits and losses and prospects of issuers and of the rights attaching to such securities; Whereas such an information policy also requires that when transferable securities are offered to the public for the first time in a Member State, whether by, or on behalf of the issuer or a third party, whether or not they are subsequently listed, a prospectus containing information of this nature must be made available to investors; whereas it is also necessary to coordinate the contents of that prospectus in order to achieve equivalence of the minimum safeguards afforded to investors in the various Member States; Whereas, so far, it has proved impossible to furnish a common definition of the term ‘public offer’ and all its constituent parts; Whereas, in cases where a public offer is of transferable - securities -which are to be admitted to official listing on a stock exchange, information.similar to that required by Directive  80/390/EEC, whilst being adapted to the circumstances of the public offer, must be supplied; whereas, for public offers of transferable securities that are not to be admitted to official stock exchange listing, less detailed information can be required so as not to burden small and medium-sized issuers unduly; whereas, for public offers of transferable securities that are to be admitted to official stock exchange listing, the degree of coordination achieved is such that a prospectus approved by the competent authorities of a Member State can be used for public offers of the same securities in another Member State on the basis of mutual - recognition; whereas mutual recognition should also apply where public offer prospectuses-comply with the basic standards laid down in Directive -80/390/EEC and are approved by the competent authorities even in the absence of a request for admission to official stock exchange listing; Whereas in order to ensure that the purposes of this Directive will be fully realized it is necessary to include within the scope of this Directive transferable securities issued by companies or firms governed by the laws of third countries;