The long-awaited Public Offers and Admissions to Trading Regulations 2024 (the Regulations), the legislation replacing the UK Prospectus Regulation (the UKPR), came into effect on 29 January 2024 alongside an explanatory...more
ClientEarth has launched a judicial review against the FCA for approving a prospectus which ClientEarth claims contained inadequate climate-related disclosures. This is part of an increased use by environmental pressure...more
This OnPoint summarizes the panel discussion at Dechert’s annual investment funds conference that took place in Luxembourg in the last quarter of 2022. At the conference, we discussed the Regulation on the Markets of Crypto...more
On March 1, 2022, HM Treasury published its conclusions on the consultation it launched in July 2021 on major reforms to the U.K.’s prospectus regime. That consultation followed on from Lord Hill’s Listing Review which made...more
Following its consultation last year, HM Treasury has set out its policy approach to amending the U.K. Prospectus regime. The current U.K. Prospectus Regulation will be replaced by legislation when parliamentary time allows....more
The UK’s prospectus regime will see significant changes in a move by the Government to enhance the competitiveness of the UK’s capital markets following its exit from the EU. On 1 March 2022, HM Treasury (HMT) announced its...more
ESMA has issued guidance on what should be included in EU prospectuses issued by special purpose acquisition companies (SPACs). ...more
ESMA warns against investor protection risks and provides guidance on expected disclosures. On 15 July 2021, ESMA published a statement on the prospectus disclosure and investor protection issues raised by special...more
Markets in Financial Instruments (Capital Markets) (Amendment) Regulations 2021 The Markets in Financial Instruments (Capital Markets) (Amendment) Regulations 2021 (SI 2021/774) have been published, together with an...more
The Situation: An exemption to the market sounding regime under the Market Abuse Regulation ("MAR") that became applicable on 1 January 2021, will increase the attractiveness of private placements of bonds by easing...more
Marketing speculative illiquid securities to retail investors: FCA CP20/8 - The UK Financial Conduct Authority (FCA) has published a consultation paper, CP20/8, "High-risk investments: Marketing speculative illiquid...more
The European Securities and Markets Authority has published a letter it addressed to the European Commission about the technical advice that the Commission requested from ESMA on the general equivalence criteria to guide...more
The regulatory regime and disclosure requirements for listed companies in the UK will continue to evolve in 2020. Issuers and their advisers should be aware of the key legal developments that will occur during this year,...more
A new Regulation amending the revised Markets in Financial Instruments Directive, Market Abuse Regulation and Prospectus Regulation has been published in the Official Journal of the European Union, introducing changes to...more
On 11 December 2019, a Regulation amending the Market Abuse Regulation and the Prospectus Regulation was published. The aim of these amendments is to increase the attractiveness of SME Growth Markets by reducing some of the...more
HM Treasury has published the Equivalence Determinations for Financial Services and Miscellaneous Provisions (Amendment etc) (EU Exit) Regulations 2019, providing U.K. government ministers with a temporary power to make...more
The European Securities and Markets Authority has published Guidelines on risk factors under the EU Prospectus Regulation that will provide guidance to Member State national regulators when reviewing prospectuses. The...more
A U.K. statutory instrument has been published to onshore the EU Prospectus Regulation in the event of a no-deal Brexit. In preparing for an April Brexit, the U.K. had onshored the EU Prospectus Directive in the Official...more
The European Securities and Markets Authority has launched a consultation on its proposed guidelines on compliance with disclosure requirements under the new EU Prospectus Regulation. The Consultation Paper may be of...more
The Prospectus Regulation Rules Instrument 2019 has been published, setting out the new FCA Prospectus Regulation Rules sourcebook. The Instrument also makes amendments to certain other sections of the FCA Handbook as well as...more
Debt capital markets players are entering into the Prospectus 3 era, with three major changes impacting debt prospectuses. Debt capital markets players are entering into the Prospectus 3 era. The Regulation (EU) 2017/1129...more
New length restrictions will require issuers to focus on key information for investors. Under the Prospectus Regulation, which comes into force on 21 July 2019 (See EU Prospectus Regulation: New Format and Content...more
The Financial Services and Markets Act 2000 (Prospectus) Regulations 2019 have been formally published and will come into force on July 21, 2019....more
Two Commission Delegated Regulations supplementing the EU Prospectus Regulation have been published in the Official Journal of the European Union. The first Regulation is on the format, content, scrutiny and approval of the...more
The U.K. Financial Conduct Authority has published a Policy Statement containing its near final rules implementing the EU Prospectus Regulation, which will be set out in the FCA's new Prospectus Regulation Rules sourcebook....more