To assist in-scope UK companies comply with the new mandatory climate-related financial disclosures when reporting next year, the Government has published some helpful non-binding guidance.
Separately, the first report...more
The FCA has published Primary Market Bulletin No.37 (PMB) with the findings of its review of conflict queries since the publication of Technical Note 701.3. In general, there have been fewer conflict queries but the review...more
Following on from the FCA’s consultation on the effectiveness of the Primary Market, the FCA has published final rules on, amongst other things, free float and minimum market capitalisation, which come into force on 3...more
12/3/2021
/ Capitalization ,
Consultation ,
Corporate Governance ,
Disclosure Requirements ,
Final Rules ,
Financial Conduct Authority (FCA) ,
Listing Standards ,
Prospectus ,
Share Classes ,
Stock Float ,
Transparency ,
UK ,
Voting Rights
The London Stock Exchange (the “Exchange”) has publicly censured and fined an AIM company £580,000 for breach of Rule 13 (the related party transaction rules) and Rule 31 of the AIM Rules for Companies (liaison with the...more
The FCA has published Primary Market Bulletin No. 36 to introduce specific Task Force on Climate-related Financial Disclosures (TCFD) aligned climate-related disclosure requirements for listed companies and to set out the...more
Building on the work of the Task Force on Climate-Related Financial Disclosures (TCFD), the London Stock Exchange has created a practical guide to help listed and AIM companies effectively disclose and communicate their...more
10/21/2021
/ Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Green Finance ,
London Stock Exchange ,
Publicly-Traded Companies ,
Reporting Requirements ,
Sustainable Business Practices ,
Sustainable Finance ,
Task Force on Climate-related Financial Disclosures (TCFD) ,
UK
Due to a lack of standardised and mandatory transparency about diversity on listed company boards, particularly those outside of the FTSE 350, and in response to the demand from investors to focus on topics around ESG, the...more
Lord Hill’s review of the Listing Regime along with the Kalifa Review of UK FinTech highlighted specific elements of the listing regime that act as barriers to companies listing. According to the Lord Hill’s review, the...more
Lord Hill’s findings on the UK Listings Regime in March 2021 recognised a need for change and reform including a fundamental rethink of the current prospectus regime.
In response to this, HM Treasury is consulting on...more
7/6/2021
/ Consultation ,
Corporate Governance ,
Financial Conduct Authority (FCA) ,
FSMA ,
HM Treasury ,
Initial Public Offering (IPO) ,
Privately Held Corporations ,
Prospectus ,
Public Offerings ,
Securities Regulation ,
Trading Policies ,
UK
As part of the UK government’s roadmap towards mandatory climate-related disclosures across the entire UK economy by 2025, the FCA is proposing to extend the application of its new climate-related disclosure requirements to...more
6/23/2021
/ Capital Markets ,
Climate Change ,
Consultation ,
Corporate Governance ,
Corporate Issuers ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Financial Conduct Authority (FCA) ,
Financial Statements ,
Listing Rules ,
Policy Statement ,
Publicly-Traded Companies ,
UK
The Financial Services Act 2021 (the “Act”) has received Royal Assent and is now law.
What does this mean for issuers?...more
Last year the Takeover Panel (the “Panel”) published a consultation paper proposing a number of amendments to (i) simplify the offer timetable under the Code (ii) provide certainty that once a firm offer has been announced it...more
The Financial Conduct Authority (FCA) has published Primary Market Bulletin No.33 (PMB No.33) featuring Brexit-related changes for EEA audit firms, details of their new online portal for submitting major shareholdings...more
The UK government has made another stride in its green finance ambitions – a consultation on mandatory climate-related financial disclosures for UK large corporates. The proposals, based on the Financial Stability Board...more
3/25/2021
/ Climate Change ,
Consultation ,
Corporate Counsel ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Financial Stability Board ,
Financial Statements ,
Green Finance ,
HM Treasury ,
Publicly-Traded Companies ,
UK
The Government has published its long-awaited White Paper on the reform of the UK’s audit, corporate reporting and corporate governance system including a package of measures aimed at improving the UK’s audit, corporate...more
3/19/2021
/ Audits ,
Board of Directors ,
Consultation ,
Corporate Governance ,
Financial Conduct Authority (FCA) ,
Internal Controls ,
Proposed Regulation ,
Public Interest Entities ,
Publicly-Traded Companies ,
Reporting Requirements ,
UK ,
UK Companies Acts ,
White Papers
The FCA has welcomed Lord Hill’s recommendations from the UK Listings Review, launched by HM Treasury last November.
The review has highlighted that the listing regime is in need of reform and now is the time to act....more
3/4/2021
/ Capital Formation ,
Capital Raising ,
Corporate Governance ,
Dual Class Share Structures ,
Financial Conduct Authority (FCA) ,
HM Treasury ,
Initial Public Offering (IPO) ,
Listing Standards ,
Prospectus ,
Publicly-Traded Companies ,
Retail Investors ,
Special Purpose Acquisition Companies (SPACs)
The FRC has published advice, based on an analysis of 100 companies (FTSE 100 & 250 and Small Cap companies), on how listed companies can report transparently and effectively when departing from provisions of the 2018 UK...more
The Final Hampton-Alexander Review regarding women on boards has been published. This business-led independent Review has achieved significant progress - women now make up around 40%, in aggregate, of the non-executive...more
The current flexibilities offered in the Corporate Governance and Insolvency Act 2020 for holding general meetings are due to expire on 30 March 2021 and although the Government continues to pursue the opportunity to...more
Executive pay has been a hot topic for a number of years but the uncertainty created by the pandemic has resulted in an increased level of scrutiny of public company pay decisions and revised related proxy voting...more
1/27/2021
/ AIM ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Disclosure Requirements ,
Executive Compensation ,
Financial Conduct Authority (FCA) ,
Glass Lewis ,
Ireland ,
Proxy Statements ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Remuneration ,
Time Extensions ,
UK
The Investment Association (IA) has published its Shareholder Priorities for 2021 setting out investor expectations on (i) climate change (ii) audit quality (iii) stakeholder engagement and (iv) diversity. This year there is...more
The Financial Conduct Authority (FCA) has published Primary Market Bulletin No.32 (PMB No.32) to remind issuers of the changes to market rules as a result of Brexit. Separately the QCA and UHY Hacker Young have published...more
The Financial Conduct Authority (FCA) conducted a review of Delayed Disclosure of Inside Information (DDII) notifications which identified a number of areas where it will be increasing its oversight in the future. This note...more
The Investment Association (IA) has published (i) additional guidance on shareholder expectations for executive remuneration in light of COVID; (ii) its 2021 Principles of Remuneration; and (iii) its statement on executive...more
The FCA are making changes to the way TR-1 Forms (notifications of major shareholdings) are submitted pursuant to DTR 5. Investors in Main Market companies are being advised to complete the new 2-step registration process,...more