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In this issue: Public company takeovers Equity capital markets Corporate governance Partnerships Private equity Members LexTalk®Corporate: a Lexis®Nexis community Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Public company takeovers Takeover Panel publishes note on cancellation of admission to trading The Takeover Panel (Panel) has issued a new note offering advisers guidance on cancelling an admission to trading for companies caught by the Takeover Code (Code). It confirms that companies with registered offices in the UK, the Channel Islands or the Isle of Man, whose securities are traded on specified markets, remain within the Code for two years after cancellation, irrespective of where central management and control is located or whether they re-register as private companies. The Panel encourages early engagement with the Panel Executive when a cancellation is contemplated, to ensure shareholders receive suitable disclosure about the Code’s continued effect, and it outlines...
In this issue Market Standards Trend Report Equity capital markets Economic crime and corporate transparency Audit Corporate crime for corporate lawyers Restructuring and insolvency for corporate lawyers Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Market Standards Trend Report Market Standards Trend Report—2025 AGM Season This edition reviews FTSE 350 voting behaviour at annual general meetings held throughout the 2025 AGM season and sets out the key points that companies planning ahead for the 2026 season should keep in mind. See News Analysis: Market Standards Trend Report—2025 AGM Season. Equity capital markets LSE has updated the AIM Rules for Companies to give effect to the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (POATRs), which supersede the UK Prospectus Regulation. The revisions bring the AIM Rules into line with the Financial Conduct Authority (FCA)’s final provisions set out in Policy...
In this issue: Equity capital markets Market abuse Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Equity capital markets LSE confirms final rules for Private Securities Market following consultation The London Stock Exchange (LSE) has approved the definitive set of rules for its Private Securities Market, which functions as a Private Intermittent Securities and Capital Exchange System (PISCES). It confirmed that no amendments were proposed to the LSE’s Rules or to the Admission and Disclosure Standards. Refer to: LNB News 05/02/2026 31. Market abuse FCA imposes fines totalling £108,731 on two individuals for insider dealing The Financial Conduct Authority (FCA) has issued penalties to Dipesh Kerai and Bhavesh Hirani for insider dealing involving shares in Bidstack Group Plc....
STOP PRESS : Significant reforms to the UK prospectus regime came into force on 19 January 2026. The new rules covering public offers of securities and admissions to trading activities in the UK are contained and set out in the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (the POATRs) and the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market (PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have been repealed. The measures aim to streamline capital raising and materially cut the instances when a company is obliged to publish an FCA-approved prospectus for a subsequent share issue. For full information on the changes, see Practice Note: UK prospectus regime reform. This Practice Note reflects the prospectus regime in force prior to 19 January 2026...
STOP PRESS: A sweeping overhaul of the UK listing framework came into force on 29 July 2024, removing the premium and standard listing segments and, in their place, creating a single listing class for equity shares issued by commercial companies. This commercial companies class is strongly disclosure-led and sits alongside other listing categories, including shell companies, secondary listing and closed ended investment fund categories, within the wider regime. A new UK Listing Rules sourcebook commenced to deliver and codify these reforms, and the former Listing Rules sourcebook was withdrawn in full. For more detail see Practice Note: Reform of the UK listing regime—fundamentals. This Practice Note describes the regime as it stood prior to 29 July 2024. A dividend is one form of distribution that a company may make to its members. Indeed, dividends are the most prevalent form of distribution made by a company. The requirements in Part 23 of the Companies Act 2006 (CA 2006), together with the common law rules on distributions (as adapted by those...
ARCHIVED: This Practice Note has been archived and is now unmaintained. NOTE: With effect from 19 January 2026, the UK Prospectus Regulation was revoked, and a replacement framework for public offers of securities and the admission of securities to trading in the UK entered into force in its place nationwide with effect. Accordingly, this Practice Note is no longer maintained from 19 January 2026 with effect. For information on how the successor regime applies to employee share schemes, refer to Practice Note: The public offers of securities and prospectus regimes in the context of employee share plans. Introduction and legal framework As in many jurisdictions, the UK controls public offers of securities via a range of investor-protection measures, including requiring securities issuers to meet specified minimum disclosure standards set out in applicable rules therein. Unless an offer benefits from an exemption or otherwise sits beyond the public offer regime, the offering company must prepare and submit a prospectus to the Financial Conduct Authority (FCA)...
STOP PRESS : Major changes to the UK prospectus framework took effect on 19 January 2026. The updated regime for public offers of securities and for admissions to trading in the UK is primarily contained in the Public Offers and Admissions to Trading Regulations 2024 (SI 2024/105) (the POATRs) and the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market (PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have been revoked. These reforms aim to streamline capital raising and significantly reduce the instances when a company must produce an FCA-approved prospectus for a further share issue. Accordingly, fewer further issues will necessitate an FCA approved prospectus. For a full explanation of the changes, see Practice Note: UK prospectus regime reform. This Practice Note covers the prospectus regime that applied before 19 January 2026. UKLR: UK Listing Rules PRR: Prospectus Regulation Rules DTR: Disclosure Guidance and Transparency Rules LSE A&D: London Stock Exchange’s Admission and Disclosure Standards... ...
STOP PRESS Significant reforms to the UK prospectus regime take effect on 19 January 2026. From that date, the core rules for public offers of securities and UK admissions to trading will chiefly be contained in the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (the POATRs), together with the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market (PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules will be revoked. The changes are intended to streamline capital raising and markedly cut the circumstances in which a company must publish an FCA approved prospectus for further share issues. For full information on the changes see Practice Note: UK prospectus regime reform. 1 Introduction 1.1 This memorandum has been prepared for the directors and proposed directors (the Directors) of the Company to give a broad overview of the principal responsibilities and obligations of a director of a company whose shares are admitted to the equity shares (commercial companies) category on the...
STOP PRESS : Major changes to the UK prospectus framework officially took effect on 19 January 2026. The updated standards for public offers of securities and for admissions to trading in the UK are chiefly set out in the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (the POATRs), and the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market (PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have both been revoked. These reforms aim to streamline capital raising and significantly cut the instances when a company must produce an FCA approved prospectus for a further share issue. For comprehensive further details on the amendments, see Practice Note: UK prospectus regime reform. This Practice Note describes the prospectus regime then in force prior to 19 January 2026...