Depositary meaning

This timeline outlines key developments linked to the Alternative Investment Fund Managers Directive (EU) 2011/61/EU (EU AIFMD) from January 2024 onwards. For earlier developments, see Alternative Investment Fund Managers Directive (AIFMD)—timeline [Archived]. For further guidance on EU AIFMD, see Practice Note: EU AIFMD—essentials. For guidance on the UK Alternative Investment Fund Managers (AIFM) regime, see Practice Note: UK regulation of alternative investment fund managers—essentials. 2026 13 March 2026 — ESMA — Guidelines on Liquidity Management Tools (LMTs) for UCITS and open-ended AIFs. The European Securities and Markets Authority (ESMA) has published guidelines on LMTs for UCITS and open-ended AIFs...

When will a report be covered by without prejudice privilege? (BNP Paribas v Briggs & Forrester) BNP Paribas Depositary Services Ltd and another v Briggs & Forrester Engineering Services Ltd [2024] EWHC 2575 (TCC) What are the practical implications of this case? This ruling clarifies when without prejudice privilege (WPP) can protect a document that is not an exchange between the parties, but is created to aid the resolution of a dispute. Where a report—such as a survey, condition assessment or defects report—is procured to underpin settlement discussions, WPP may attach if clear steps are taken to align the report with the settlement process. To maximise protection, ensure the report is obtained for the purpose of facilitating negotiations and is treated in a manner consistent with confidentiality throughout its lifecycle. In particular, any party seeking to rely on WPP for such material should ensure the following are in place at the outset: Commission the report under a mutual agreement or shared understanding between the...

The budget Irish carrier said two brokers will execute the programme, which is slated to conclude by 31 October 2024. Citigroup Global Markets Europe AG will buy back Ryanair stock valued at up to €300m from Euronext Dublin. Wealth manager J&E Davy Unlimited Co will purchase American depositary shares — US dollar-denominated equity in a non‑US company — worth as much as €400m on the Nasdaq stock market. Ryanair said all repurchased shares will be cancelled. Legal counsel details for the buyback were not immediately disclosed. Shareholders gave the green light to the buyback at the company’s general meeting in September 2023...

In this issue: UK, EU and international regulators and bodies Beyond Brexit Permissions, approvals and oversight Operational resilience Financial crime and sanctions Consumer protection Complaints, redress and claims management Capital markets regulation Dispute resolution for financial services lawyers Sustainable finance and ESG Banks and mutuals Investment funds and asset management UK MiFID II EU MiFID II Insurance regulation Consumer credit, mortgages and home finance AI regulation in FS Daily and weekly news alerts New and updated content Dates for your diary Financial Services Enforcement Database LexTalk®Financial Services: a Lexis®Nexis community UK, EU and international regulators and bodies FSB sets priorities for 2026 work plan at Riyadh plenary The Financial Stability Board (FSB) Plenary met in Riyadh, Saudi Arabia on 18–19 November 2025 to examine global financial vulnerabilities, the pressures facing emerging market and developing economies (EMDEs), and to shape priorities for...

FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: From 2027, stamp duty and SDRT will be replaced by a single, self-assessed tax on securities—the securities transfer charge (STC)—which will be paid and reported via a new online portal. The STC’s features will largely reflect the proposals for that tax set out in the 2023 consultation. Finance Bill 2026 (FB 2026) provides a power, commencing on Royal Assent, to introduce secondary legislation so taxpayers can pilot the digital service by self-assessing their stamp taxes on securities liabilities and submitting transactions electronically. For more on the modernisation of stamp taxes on securities, see: News Analyses: Budget 2025—Tax analysis—Stamp and transfer taxes Tax update spring 2025—Stamp taxes on shares modernisation Tax update spring 2025—Tax analysis—Stamp and transfer taxes TAMD 2023—Stamp taxes on shares modernisation TAMD 2023—consultation—stamp taxes on shares Tax Administration and Maintenance Day—27 April 2023—Stamp and transfer taxes...

This Resource Note summarises the key provisions in Chapter 5 of the Disclosure Guidance and Transparency Rules (DTR 5). It addresses the reporting duties of holders and issuers of interests in voting rights in an issuer whose shares are admitted to trading on a regulated or prescribed market in the United Kingdom. It signposts relevant commentary, analysis and resources to aid interpretation and provide practical guidance on applying DTR 5. Setting the scene Where relevant, the materials referenced include: the Financial Conduct Authority (FCA) Handbook FCA Guidance in the FCA Knowledge Base—Procedural notes and Technical notes (which constitute formal guidance and bind the FCA) FCA consultation papers, discussion papers, policy statements, feedback statements and warnings Primary Market Bulletins and other FCA publications former UKLA technical and procedural notes and the UKLA’s newsletter List!, where still relevant to interpreting or applying a provision assimilated EU legislation EU Directives and EU Regulations, where still pertinent to construing a provision materials...

This Practice Note explores the position of depositaries under the UK framework that transposes the Alternative Investment Fund Managers Directive (Directive 2011/61/EU) (AIFMD). It examines the depositary obligations within the UK AIFM regime, setting out which UK entities can serve as a depositary, the scope of their functions (including oversight), and the rules on delegation, liability, and the depositary agreement. For details on the parallel EU regime, see Practice Note: EU AIFMD—depositaries. UK implementation of AIFMD depositary requirements The AIFMD has been given effect in the UK through a blend of primary legislation in the Financial Services and Markets Act 2000 (FSMA 2000), secondary legislation—principally the Alternative Investment Fund Managers Regulations 2013, SI 2013/1773 (AIFM UK Regulations)—and rules made by the Financial Conduct Authority (FCA) across its Handbook, chiefly in the Investment Funds sourcebook (FUND). Within the FCA Handbook, AIF depositary provisions sit mainly in FUND 3.11 (in accordance with the table in FUND 3.11.2 R and FUND 3.11.3 R). These rules are supplemented by Articles 83 to...

Parties Issuer [ • ] Guarantor [ • ] Lead Manager [ • ] Settlement Manager [ • ] Principal Paying Agent [ • ] Trustee [ • ] Registrar [ • ] Auditors [ • ] Tax Advisers Lead Manager Legal Advisers [ • ], acting as legal counsel to the Lead Manager, and [ • ], acting as legal counsel to the Trustee Issuer Legal Advisers [ • ], serving as legal counsel to the Issuer and the Guarantor The Depository Trust Company ( DTC ) Euroclear Bank SA/NV ( Euroclear ) Clearstream Banking S.A. ( Clearstream ) Common Depositary [ • ], in its role as Common Depositary [ The London Stock Exchange plc ] ( Stock Exchange ) [ The Financial Conduct Authority ] ( FCA ) [ Regulatory News Service of the Stock Exchange ] ( RNS ) SIGNING AGENDA ...

ARCHIVED: This Precedent has been archived and is no longer maintained [ ISSUER ] Offering (the ‘Offering’) of [ ● ] global depositary receipts (the ‘GDRs’), with each GDR evidencing an interest in [ ● ] ordinary share[s] of nominal value [ ● ] (the ‘Shares’). 1 Parties involved in the offering Issuer ( ILC ) Custodian ( Custodian ) Clearstream Banking, société anonyme ( Clearstream, Luxembourg ) Issuer’s Counsel ( IC ) Manager’s Counsel ( MC ) Euroclear BankS.A./N.V. as operator of the Euroclear System ( Euroclear ) Issuer ( Company ) Selling Shareholder (Selling Shareholder) Manager 1 ‘ [ ● ] ’ and ‘ Stabilisation Manager ’ Manager 2 ‘ [ ● ] ’ and ‘ Settlement Agent ’ London Stock Exchange ( LSE ) Manager 1 and 2 ( Managers ) Depository ( Depository ) The Depository Trust Company ( DTC ) Financial Conduct Authority ( FCA )...

ORDINARY RESOLUTION That the directors be [ specifically authorised to [ insert details of the specific authority ] OR generally and unconditionally authorised to allot shares and grant rights to subscribe for or convert securities into shares up to an aggregate nominal amount of £[ insert figure being not more than two-thirds of the issued share capital ], comprising: ] £[ insert figure not being more than one-third of the issued share capital ]; and £[ insert figure being not more than one-third of the issued share capital ] as equity securities (section 560 Companies Act 2006) for a rights issue, open for a period set by the directors, to holders of ordinary shares (excluding the Company) on any directors’ record date, pro rata, subject to director‑determined exclusions/arrangements for fractions, overseas legal/practical issues, regulatory/stock exchange requirements [ or depositary receipts ] or any other matter. This authority ends at the next annual general meeting (or, if earlier, at close of business on...