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Prospectus

Latham & Watkins LLP

Recent Developments for UK PLCs August Edition 2024

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Major UK Listing Reforms Cut Red Tape for Listed Companies - The FCA’s radical overhaul of the UK’s listing framework came into effect on 29 July 2024. All premium listed commercial companies have automatically been...more

Latham & Watkins LLP

FCA Launches Consultations on the New Prospectus Regime and Public Offer Platforms

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On 26 July 2024, the FCA published consultation papers on a new public offers and admissions to trading regime to replace the existing UK Prospectus Regulation, and on proposals to establish public offer platforms (POPs) as a...more

Bennett Jones LLP

Exempt Market Dealers Granted Limited Access to Prospectus Offerings

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Exempt Market Dealers (EMDs) in several Canadian provinces—British Columbia, Alberta, Saskatchewan, Ontario, Quebec and Nova Scotia—can now, under certain conditions, participate in prospectus offerings as part of a selling...more

BCLP

NSIP Reforms: New Pre-application Procedure and Document Requirements

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As part of the ongoing Government reforms to the consenting process for Nationally Significant Infrastructure Projects (“NSIPs”), PINS has launched its 2024 Pre-Application Prospectus. The Prospectus sits alongside a suite of...more

Stikeman Elliott LLP

OSC Announces New Exemptions to Support Capital Raising for Early-Stage Ontario Businesses

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On May 9, 2024, the Ontario Securities Commission (“OSC”) announced three new exemptions designed to support capital raising for early-stage businesses in Ontario through the OSC TestLab program. The initiatives include the...more

Barnea Jaffa Lande & Co.

Israel Securities Authority: Oversight of Unsupervised Entities

In recent times, there has been an increasing trend of supervision by the Israel Securities Authority (ISA) over non-supervised entities. This may seem paradoxical: if these entities are not under supervision, why does the...more

Stikeman Elliott LLP

CSA Announce Final Amendments to Implement an “Access Equals Delivery” Model for Prospectuses of Non-Investment Fund Reporting...

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On January 11, 2024, the Canadian Securities Administrators (“CSA”) announced final amendments and changes to implement an "access equals delivery" model for prospectuses of non-investment fund reporting issuers (the “Access...more

Bennett Jones LLP

Greater Flexibility for Reporting Issuers: Access Equals Delivery

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As an update to our blog post dated April 19, 2022, on January 11, 2024, the Canadian Securities Administration (CSA) published amendments implementing an "Access Equals Delivery" model (AED Model) to generally permit...more

Barnea Jaffa Lande & Co.

Israeli Private Companies and Prospectus Obligations

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A considerable number of Israeli private companies raise funds and approach prospective investors without a comprehensive understanding of the regulatory obligations mandated by the Securities Law. A pivotal provision in this...more

Bennett Jones LLP

Canadian Securities Regulators Propose Permanent Expedited Well-Known Seasoned Issuer Program

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On September 21, 2023, the Canada Securities Administrators (CSA) published a notice and request for comment regarding proposed amendments to National Instrument 44-102—Shelf Distributions (NI 44-102) and other securities law...more

Goodwin

SEC Adopts Rule Enhancements to Prevent Misleading or Deceptive Investment Fund Names

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On September 20, 2023, the US Securities and Exchange Commission (the “SEC”) voted, by a 4-1 vote, to adopt certain amendments (the “final rule” or the “amendments”) to Rule 35d-1 (the “Names Rule”) under the Investment...more

Stikeman Elliott LLP

CSA Propose Amendments to Shelf Prospectus Regime for WKSIs

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On September 21, 2023, the Canadian Securities Administrators (“CSA”) announced proposed amendments to National Instrument 44-102 Shelf Distributions (“NI 44-102”) relating to well-known seasoned issuers ("WKSIs")as well as...more

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2023 Edition

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Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Cadwalader, Wickersham & Taft LLP

ESMA Outlines Expected Sustainability Disclosures in Prospectuses

On July 11, 2023, the European Securities and Markets Authority (ESMA) issued a Public Statement outlining its expectations for sustainability-related disclosures to be incorporated into prospectuses. In its statement, ESMA...more

Latham & Watkins LLP

The Edinburgh Reforms - Where Are We Now?

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As the pace of reform increases, we take a look at key developments and the timeline ahead. Significant progress has been made on the Edinburgh Reforms since they were announced in December 2022, with developments...more

BCLP

Corporate Briefing - August 2023

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue, we discuss...more

A&O Shearman

A Boost for U.K. Financial Services - The U.K. Financial Services and Markets Act 2023

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The U.K.’s newest Financial Services and Markets Act of 2023 (“FSM Act”) received Royal Assent on 29 June 2023. Certain parts came into force on its passing, others will come into effect two months after that, and the...more

Latham & Watkins LLP

FCA Publishes Further Engagement Papers on Prospectus Reforms

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The FCA reveals its initial thinking on the regulatory framework for primary multilateral trading facilities and public offer platforms. On 13 July 2023, the FCA published its fifth and sixth engagement papers to solicit...more

Mayer Brown Free Writings + Perspectives

ESMA release Public Statement on Sustainability Disclosures in Prospectuses

On 11 July 2023, the European Securities and Markets Authority (ESMA) published a public statement on sustainability disclosure in prospectuses, available here: ESMA32-1399193447-441 Statement on sustainability disclosure in...more

BCLP

The Mansion House speech - Prospectus Reform and Investment Research Review

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The Chancellor has delivered his first Mansion House speech with a focus on bolstering the UK capital markets. The speech highlighted the: ..highly innovative step and global first of establishing a new ‘intermittent...more

Stikeman Elliott LLP

CSA Provide Guidance on the Listed Issuer Financing Exemption

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On June 1, 2023, the Canadian Securities Administrators (CSA) published CSA Staff Notice 45-330: Frequently Asked Questions about the Listed Issuer Financing Exemption (the Notice) providing guidance on questions market...more

Latham & Watkins LLP

Recent Developments for UK PLCs - June Edition

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This edition covers proposed major reforms to the listing and prospectus regimes, corporate governance reforms largely relating to audit and internal controls, and proposed changes to the Takeover Code affecting the...more

Proskauer - Corporate Defense and Disputes

Supreme Court Requires Traceability for Securities Act Claims Arising from Direct Listings

The U.S. Supreme Court held that purchasers of shares sold to the public through a direct listing cannot sue under Section 11 of the Securities Act of 1933 unless they can trace their shares to an allegedly defective...more

Stikeman Elliott LLP

OSC Seeks to Extend Relief for Well-known Seasoned Issuers

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On May 18, 2023, the Ontario Securities Commission (OSC) announced OSC Rule 44-502 Extension to Ontario Instrument 44-501 Certain Prospectus Requirements for Well-known Seasoned Issuers (the Rule). The Rule extends the...more

Latham & Watkins LLP

FCA Commences Dialogue on Prospectus Reforms

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FCA takes an innovative approach to obtain feedback from industry and stakeholder groups. In May 2023, the FCA launched a process of engagement and dialogue on how the UK’s future prospectus regime could operate....more

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