Which EU rules govern pre-deal and connected research?
Two sets of EU rules apply. Delegated Regulation (EU) 2017/565 Articles 36 and 37 decide whether a document counts as investment research or a marketing communication, and set the conflict-of-interest controls. MAR Article 20, with Delegated Regulation 2016/958, sets what a recommendation must contain and disclose.
| When research can go out | How long records must be kept |
|---|---|
| No fixed waiting period at EU level. Research must be correctly labelled as research or as a marketing communication, with conflicts controls (Del. Reg. (EU) 2017/565 Arts. 36–37). A recommendation must carry the content and disclosures in MAR Art. 20 and Del. Reg. 2016/958. | 5 years; up to 7 if the regulator requests (MiFID II Art. 16(7) with 2017/565 Art. 76(8)) |
What do the European Union rules say, and where does each come from?
Commission Delegated Regulation (EU) 2017/565, Articles 36–37
Article 36 decides whether a document is independent investment research or a marketing communication, which must be labelled as such. Article 37 requires conflicts controls, bars analysts from dealing ahead of dissemination, and requires physical separation from conflicted units. These are Articles of the Delegated Regulation, not of MiFID II itself, a common miscitation. Del. Reg. 2017/565 · MiFID II
MAR Article 20 and Delegated Regulation (EU) 2016/958
These set what a recommendation must contain: who produced it, the date and time, sources, valuation method, what buy, hold and sell mean, the firm's spread of recommendations, and conflicts, including net positions above 0.5%. Article 8 of 2016/958 adds duties for a firm that passes on someone else's recommendation: state its own identity, its conflicts, and the date and time of dissemination. MAR · Del. Reg. 2016/958
Record-keeping, and the 2026 research-payment change
Records must be kept for five years, extendable to seven at a regulator's request (MiFID II Art. 16(7) with Del. Reg. 2017/565 Art. 76(8)). Article 72(1) is often cited instead, wrongly. Separately, Directive (EU) 2024/2811 on research payment optionality began to apply in member states on 6 June 2026, reversing the rigid unbundling of research and execution payments.
Not legal advice. Every figure above carries the instrument and provision it comes from, and links to the primary source; where we could not verify one, the text says so rather than guessing. Confirm your own obligations with your counsel or compliance team.
Last reviewed 5 October 2026
How European Union compares with other jurisdictions
| Jurisdiction | When research can go out | How long records must be kept |
|---|---|---|
| India | A manager or co-manager must not publish research for 40 days after an IPO is priced, or 10 days after an FPO is priced (Research Analysts Regulations 2014, Reg. 18). There is no post-listing blackout in ICDR. Nothing outside the offer document may go to any group of investors or to a research analyst (ICDR Sch. IX(10)). | Merchant-banker records: 8 financial years (Merchant Bankers Reg. 16(1)). Insider-information database: 8 years (PIT Reg. 3(6)). Research-analyst records: 5 years (RA Reg. 25(2)). |
| United States | Regulation S: no selling effort aimed at the US. Under the SEC’s 1998 guidance, a website is not treated as aimed at the US if it names the countries it is meant for, excludes the US, and has procedures to prevent sales to US persons. Whether a waiting period applies depends on the offering’s Rule 902 category: none for Category 1, up to one year for Category 3. FINRA Rule 2241: a manager or co-manager must observe a quiet period of at least 10 days after an IPO and at least 3 days after a secondary offering. | Not stated. We have not verified the retention periods in SEC Rule 17a-4(e). |
| United Kingdom | Research must not be disseminated until the approved prospectus or registration document has been published under PRM 9.5 (COBS 11A.1.4F). The 7-day wait was removed on 5 August 2026 (PS26/16). | At least 5 years (SYSC 9.1.2R). The FCA may require up to 7 under the onshored MiFID Organisational Regulation. |
| European Union | No fixed waiting period at EU level. Research must be correctly labelled as research or as a marketing communication, with conflicts controls (Del. Reg. (EU) 2017/565 Arts. 36–37). A recommendation must carry the content and disclosures in MAR Art. 20 and Del. Reg. 2016/958. | 5 years; up to 7 if the regulator requests (MiFID II Art. 16(7) with 2017/565 Art. 76(8)) |
| Hong Kong | A manager, sponsor, listing agent or underwriter must not issue research for 40 days after an IPO is priced, or 10 days after a secondary offering is priced (SFC Code para. 16.5(g)). There is no pre-listing quiet period in the Code. | Not set in paragraph 16. Not yet verified elsewhere, so we quote none |
| Singapore | Not summarised. The commonly quoted Singapore rule rests on a secondary source: we could not confirm that SFA 2001 s.251(9) exists, and as reported it is a deadline to distribute before lodgement, not a blackout. We will summarise it once the section has been read in full. SFA 2001 | |
Common questions about the European Union rules
What must an investment recommendation disclose under MAR?
Under MAR Article 20 and Delegated Regulation (EU) 2016/958: who produced it, the date and time, its sources and valuation method, what buy, hold or sell means, the firm's spread of recommendations, and conflicts of interest, including net positions above 0.5% and lead-manager relationships.
Is MiFID II Article 37 the right citation for connected research?
Article 37 of Commission Delegated Regulation (EU) 2017/565 is, yes. Article 37 of MiFID II itself is not. It is a frequent miscitation, which is why the instrument is named alongside the article on every rule above.
Bring this page to your compliance team, and us with it.
We will take a session with legal or compliance alone if that is more useful than a product demo. Most desks do both.