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Free float meaning

What does Free float mean?
Free float describes the portion of a listed or admitted class of securities that is genuinely available to trade by the public, usually expressed as a percentage of the issued class (excluding treasury shares). It excludes holdings that are not freely tradable, such as those of directors and their connected persons, controlling or significant shareholders, employee benefit trusts, cornerstone or locked-up investors, and other strategic or government stakes. The term is a market expression. In UK practice it aligns with the Listing Rules concept of shares in public hands, used to assess eligibility for admission and compliance with continuing obligations. The FCA’s Listing Rules require a minimum proportion to be in public hands (currently 10% for most Main Market share listings), with limited scope for waivers where sufficient liquidity is otherwise demonstrated. In Ireland, Euronext Dublin’s Main Securities Market applies a similar public-hands threshold. AIM and Euronext Growth do not prescribe a fixed percentage but expect an adequate free float to support an orderly market. Free float is also used by index providers (for example, FTSE) in free-float-adjusted market capitalisation calculations; those methodologies are proprietary and may differ from the Listing Rules. Usage is broadly consistent across England & Wales, Scotland, Northern...
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View the related Practice Notes about Free float

PRACTICE NOTES
Archived resource note: FCA LR 6 premium listing (commercial companies) eligibility (pre‑29 July 2024)—track record, independence, controlling shareholders, free float, specialist companies, and transition to UK Listing Rules

ARCHIVED: This Practice Note has been archived and is not maintained. A major restructuring of the UK listing regime took effect on 29 July 2024, removing the premium and standard listing segments and introducing a single listing category for equity shares in commercial companies. This commercial companies category is predominantly disclosure-based and sits alongside other listing categories, including the shell companies, secondary listing and closed ended investment fund categories. To give effect to the reforms, the UK Listing Rules sourcebook came into force and the Listing Rules sourcebook was revoked. For further information, see Practice Note: Reform of the UK listing regime—fundamentals. This Resource Note reflects the regime as it stood before 29 July 2024 and has been retained for reference. It brings together relevant commentary, analysis and resources to assist with interpretation and to provide practical guidance on applying Chapter 6 of the former Listing Rules that were in force prior to 29 July 2024...

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PRACTICE NOTES
UK listing and prospectus regime reform since Lord Hill: FCA UKLR 2024 restructuring, SPACs, DCSS, free float, secondary capital raising, investment research and PISCES—recommendations, implementation and status

This Practice Note summarises the principal proposals to overhaul the UK listing regime set out in Lord Hill’s report of 3 March 2021, and outlines how the government and the FCA are progressing those proposals. For more on changes to the listing and prospectus framework, see Practice Notes: Reform of the UK listing regime—fundamentals UK prospectus regime reform The public offers and admissions to trading regime (POATRs)—fundamentals UK Secondary Capital Raising Review UK listing and prospectus regime reform—progress tracker —call for evidence On 19 November 2020, ahead of the end of the Brexit implementation period, HM Treasury opened a review of the UK listing regime to be led by Lord Hill, a former EU financial services commissioner. The process began with a Call for Evidence inviting market participants’ views on five core topics: free float requirements, dual class share structures, track record conditions, prospectuses, and dual and secondary listings. Broader observations on how the UK’s capital markets could attract more...

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PRACTICE NOTES
UKLR 5 for equity shares (commercial companies): FCA listing eligibility, externally managed companies, controlling shareholders, weighted voting rights, free float and 2024 reforms—practical guidance and resources

This Resource Note brings together commentary, analysis and tools to aid interpretation of, and deliver practical guidance on applying, UKLR 5 of the UK Listing Rules, which prescribes the requirements for admitting equity shares to listing in the equity shares (commercial companies) category (also referred to as the commercial companies category). Materials addressed in this Resource Note include, where relevant: the Financial Conduct Authority (FCA) Handbook FCA guidance in its Knowledge Base—Procedural notes and Technical notes (which constitute formal guidance and are binding on the FCA) FCA consultation papers (CP), discussion papers (DP), policy statements (PS) and feedback statements (FS) Primary Market Bulletins and other FCA publications former UKLA technical and procedural notes and the UKLA’s newsletter List!, where still relevant to the interpretation or application of a provision assimilated EU legislation EU Directives and EU Regulations, where relevant to interpretation of a provision Lexis+® UK Practical Guidance and Lexis+® UK Legal Research resources UKLR 5—Setting...

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