Amendments to the Securities Code - Investment Recommendations and Issuer-Sponsored Research

New rules on investment recommendations and issuer-sponsored research came into force on 1 September 2026, introduced into the Securities Code by Decree-Law No. 171/2026 of 26 August. This decree transposes into the domestic legal framework, among other acts, Directive (EU) 2024/2811 of the European Parliament and of the Council of 23 October 2024, which forms part of the legislative package known as the "Listing Act".

The key changes are as follows:

   1. Ability to bundle payments is no longer subject to a market capitalisation threshold

Financial intermediaries may now pay jointly for execution and investment recommendations produced by a third party, provided that: 

1. Enter into a prior agreement with the third party on the terms of remuneration, including how the cost of the recommendations is factored into the total amount payable; 
    
2. Inform clients as to whether execution services and the provision of investment recommendations are paid for jointly or separately;
    
3. Make available a payment policy in this area, which includes the type of information to be provided depending on the payment method and the manner in which conflicts of interest are prevented or managed in the case of joint payments; 
    
4. Carry out an annual assessment of the quality, usability and value of the recommendations, as well as their contribution to better investment decisions.
    

   2. The concept of investment recommendations now applies to all issuers

Investment recommendations cover research materials or services: 

1. Relating to financial instruments or other assets; 
    
2. Relating to issuers or potential issuers of financial instruments; 
    
3. Closely related to a particular sector or market, insofar as they contribute to forming an opinion on the financial instruments, assets or issuers of that sector or market; 
    
4. That explicitly or implicitly recommend or suggest an investment strategy and contain a reasoned opinion on the present or future value of financial instruments or assets, or that contain original analysis and viewpoints leading to conclusions based on new or pre-existing information enabling the formulation of an investment strategy, and that are relevant and capable of adding value to the service provided by the investment firm on behalf of its clients.

Comments intrinsically linked to the execution of an order are expressly excluded from the concept of investment recommendations.

Additionally, an investment recommendation received by a financial intermediary and produced by an entity that does not provide order execution services and is not part of a group in which a financial intermediary provides certain core investment services is not considered a benefit.

   3. Issuer-Sponsored Reasearch 

Investment recommendations paid for, in whole or in part, by an issuer — if produced in accordance with the European Union code of conduct for issuer-sponsored research (approved by Commission Delegated Regulation (EU) 2026/1092 of 21 May 2026, supplementing Directive 2014/65/EU of the European Parliament and of the Council, in force since 7 September 2026) — are designated as "issuer-sponsored research". The legal regime for investment recommendations set out in the Securities Code does not apply to them; however, Regulation (EU) 596/2014 of 16 April 2014 (MAR) remains applicable.

Issuer-sponsored research that has not been prepared in accordance with the code of conduct is classified as a commercial communication.