PRACTICE NOTES
UK MAR and employee share incentives: implementation, amendments, PDMR notifications, closed-period dealing restrictions, insider lists, and practical guidance (CGI dealing code, AIM guidance, CLLS/ESMA Q&As)
Implementation of MAR in the UK
Regulation (EU) No 596/2014, the Market Abuse Regulation (MAR), took effect on 3 July 2016 and applied directly in the UK. MAR set out the framework governing insider dealing, unlawful disclosure of inside information, market manipulation, and measures designed to prevent market abuse. As a consequence, the Financial Conduct Authority (FCA) deleted the Model Code from the Listing Rules, and updated the FCA’s Disclosure Rules regarding the reporting of transactions by persons discharging managerial responsibilities (PDMRs) and persons closely associated with them (PCAs).
The European Union (Withdrawal) Act 2018 (EU(W)A 2018), as amended by the European Union (Withdrawal Agreement) Act 2020, created the structure and process for onshoring and preserving most EU and EU‑derived law to secure legal continuity following the UK’s exit from the EU. This included statutory instruments (SIs) which modify EU legislation so that it continued to operate effectively once the UK ceased to be subject to EU law—and those SIs also make amendments, mainly consequential in nature, to UK legislation. The SIs made under EU(W)A 2018 include...
Share Incentives