Latest updates

Listing sovereign-controlled companies in the United Kingdom
  • United Kingdom
  • 11 December 2018

The listing regime for the United Kingdom's Official List is divided into premium and standard listing segments. For admittance to the premium listing segment, an issuer must meet higher UK-specific standards that are intended to provide additional investor protection and promote shareholder confidence. The UK Financial Conduct Authority recently introduced a new category, but issuers have yet to avail themselves of the new regime.

New IPO process in practice: emerging trends?
Davis Polk & Wardwell LLP
  • United Kingdom
  • 20 November 2018

The Financial Conduct Authority recently implemented changes to the initial public offer (IPO) regime that have had a fundamental impact on the process of conducting an IPO in the United Kingdom. Companies including Aston Martin and Funding Circle have had to negotiate these new rules in practice over the past few months and certain trends are now beginning to emerge.

Another failure by a listed company to maintain adequate systems and controls
  • United Kingdom
  • 21 July 2015

A listed holding company with insufficient control over a majority-owned foreign subsidiary was tripped up several times when that subsidiary entered into related-party transactions without the listed holding company complying with the Listing Rules. The resulting fine imposed by the Financial Conduct Authority enhances the trend in enforcement actions for failure to comply with systems and controls requirements.

UK Listing Rules: recent and proposed changes
  • United Kingdom
  • 30 June 2015

The Financial Conduct Authority has issued rule changes with regard to joint sponsors, as well as amendments to the Prospectus Rules and Disclosure and Transparency Rules and two new technical notes setting out its approach to sponsor competence. The Pre-emption Group has also published a revised statement of principles for the disapplication of pre-emption rights.

FCA calls time on use of dealing commissions to pay for research
  • United Kingdom
  • 28 April 2015

The Financial Conduct Authority (FCA) has published Feedback Statement FS15/1, summarising the feedback that it had received in response to a July 2014 discussion paper. The discussion paper sought industry views on future reforms to FCA rules on the use of dealing commissions, which were last modified in June 2014.

FCA revised draft guidance on retail bond prospectuses
  • United Kingdom
  • 03 February 2015

The Financial Conduct Authority (FCA) recently published Primary Market Bulletin 9, which contains further information on the approach taken by the FCA in respect of non-equity prospectuses aimed at retail investors. If a retail bond market is to develop in the United Kingdom on a sustainable basis, the FCA contends that the content and style of prospectuses aimed at this market need to be addressed.

FCA restricts distribution of contingent convertible instruments
  • United Kingdom
  • 16 September 2014

The Financial Conduct Authority (FCA) recently announced that it is using its temporary product intervention rules to restrict the distribution of contingent convertible instruments to professional, institutional and sophisticated or high-net-worth individuals. This is the first time that the FCA has exercised its product intervention powers to restrict the sale of a product for consumer protection reasons.

Labour Party proposes closure of quoted eurobond exemption 'loophole'
  • United Kingdom
  • 02 September 2014

A recently released policy document on business taxation has announced that a future Labour Party government would take action against the use of the quoted eurobond exemption in relation to intra-group finance. The policy document indicates that Labour would limit the exemption to situations where bonds have not been issued to connected parties.

Disclosure of inside information by listed companies post-Hannam
  • United Kingdom
  • 26 August 2014

The Upper Tribunal has upheld the Financial Conduct Authority's decision that Ian Hannam had engaged in two instances of market abuse for improper disclosure of inside information. The decision is particularly relevant to disclosures of inside information by listed companies under the Disclosure and Transparency Rules.

FCA review of competition in wholesale securities and investment markets
  • United Kingdom
  • 05 August 2014

The Financial Conduct Authority recently published a consultation paper to review competition in the wholesale securities and investment markets and related activities. The consultation paper includes a section on investment banking which addresses the cost of equity and debt underwriting, cross-selling investment bank services and best execution.

Financial Conduct Authority consultation on sponsor competence
  • United Kingdom
  • 25 February 2014

The Financial Conduct Authority (FCA) recently issued a consultation paper on sponsor competence. Sponsors play a fundamental role in the premium listing regime, providing expert guidance to prospective and existing premium listed companies on the interpretation of the FCA's rules. The proposed reforms are intended to clarify standards with a view to assisting sponsors to train and assess staff accordingly.

The Future of Prime Brokerage: Practical Issues for Hedge Funds
  • United Kingdom
  • 24 February 2009

The Lehman Brothers insolvency has thrown the spotlight onto prime brokerage agreements, the prime brokerage model and the crucial role that both play in dealing with prime broker credit risk. Among the central issues are the level of protection provided by segregating assets, the speed with which assets can be returned to hedge funds and the common market practice of rehypothecation.

Recent Short Selling Developments
  • United Kingdom
  • 10 February 2009

The Financial Services Authority has issued its long-awaited discussion paper on the long-term treatment of short selling. The paper sets out a variety of policy options for what should replace the current disclosure regimes relating to the shares of listed companies undergoing a rights issue and quoted UK financial sector companies.

FSA Reviews Listing Regime Structure
  • United Kingdom
  • 27 January 2009

The Financial Services Authority (FSA) has published its consultation on amendments to the Listing Rules to amend the structure of the listing regime. Among other things, the FSA invited views on the super-equivalent standards of the listing regime in light of the Financial Services Action Plan directives and the FSA's role in standard setting.

Treasury Publishes Responses to Consultation on Part 7 of Companies Act
  • United Kingdom
  • 27 January 2009

The Treasury has issued a summary of the responses to its consultation on amendments to Part 7 of the Companies Act 1989. Among other things, the proposed changes provide for the operation of default rules where interoperability arrangements exist between recognized clearing houses and recognized investment exchanges, and amend the provisions on margin set-off agreements between such entities.

FSA Consults on Expansion of Approved Persons Regime
  • United Kingdom
  • 20 January 2009

The Financial Services Authority is consulting on proposed changes to its approved persons regime that could affect fund manager structures involving a UK authorized manager. Among other things, UK fund managers structured as companies rather than limited liability partnerships may need to register their parent companies' senior executive management teams as approved persons.

Springwell: A Further Warning for Claimant Investors
  • United Kingdom
  • 23 December 2008

Following a judgment in which it comprehensively rejected allegations that JP Morgan Chase Bank missold complex financial products, the High Court has issued a judgment on the costs of the case. The judgments are not a wholesale rejection of 'wronged investor' claims, but they make clear the potentially high price of bringing speculative and extravagant misselling claims.

FSA Chief Executive Speaks on Hedge Funds and Hedge Fund Standards
  • United Kingdom
  • 25 November 2008

The Financial Services Authority (FSA) has published a speech given by Chief Executive Hector Sants on hedge funds and hedge fund standards. Sants emphasized that he does not consider hedge funds to be the driver behind the current financial turmoil. In the context of calls for more regulation of hedge funds, he stressed the FSA's commitment to proportionality and outcome-focused regulation.

FSA Issues Frequently Asked Questions on Short-Selling Rules
  • United Kingdom
  • 30 September 2008

The Financial Services Authority has issued frequently asked questions on the new short-selling rules in respect of the shares of quoted UK financial companies. The rules prohibit the active creation or increase of a net short position in the shares of a relevant issuer and impose a daily disclosure requirement for short positions in those issuers where the net short position is 0.25% or greater.

IMA Issues Market Timing Guidelines
  • United Kingdom
  • 26 August 2008

The Investment Management Association published guidelines that aim to remind fund managers of the potentially harmful effects of market timing. They also provide suggestions for a robust and demonstrably reasonable control framework designed to protect funds and fund investors from the activities of market timers.