Listed company meaning

STOP PRESS: A major overhaul of the UK listing framework took effect on 29 July 2024, removing the premium and standard segments and introducing a single listing category for equity shares in commercial companies. The commercial companies category is strongly disclosure-led, with an emphasis on transparency, and sits alongside other listing categories, such as shell companies, secondary listing and closed-ended investment fund categories. A new UK Listing Rules sourcebook came into force to deliver and implement the reforms, and the previous Listing Rules sourcebook was revoked in full. For further details, see Practice Note: Reform of the UK listing regime—fundamentals. This Checklist reflects the regime as it stood before 29 July 2024. The allotment and issue of shares are governed by statutory rules, which vary according to the type of company proposing the allotment (private or public, listed or unlisted) and whether that company has a single class or multiple classes of shares. This checklist sets out the procedure for a listed company to allot shares and to...

Statutory purpose of sentencing—application to companies The aims of sentencing, as set out in section 57 of the Sentencing Act 2020 (SA 2020), apply in identical terms to companies and to individuals. In deciding the sentence for a corporate offender, the court will have regard to the following purposes: punishing offenders reducing crime reforming and rehabilitating offenders protecting the public, including victims of crime ensuring offenders make reparation to those affected by their offences These purposes inform and shape the court’s choice of sanction for a company. Seriousness of the offence The court must determine the gravity of the offence by reference to the factors listed in SA 2020, s 63, namely: the offender’s culpability in committing the offence; and any harm the offence caused, was intended to cause, or could reasonably have been foreseen In addition, the court will take into account any aggravating and mitigating features of the...

STOP PRESS: A major, wide-ranging overhaul of the UK listing framework took effect on 29 July 2024, abolishing the premium and standard listing segments and introducing a unified category for equity shares of commercial companies. That commercial companies category is strongly disclosure-led and sits alongside other listing categories, including the shell companies, secondary listing and closed ended investment fund categories. A new UK Listing Rules sourcebook commenced to deliver these reforms, and the previous Listing Rules sourcebook was withdrawn at the same time. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals for guidance. This Checklist represents the listing regime as it existed before 29 July 2024. A limited company may acquire its own shares if certain conditions set out in the Companies Act 2006 (CA 2006) are satisfied under that statute. This is commonly referred to as a share buyback or a purchase of own shares. In addition to the provisions of the CA 2006, further rules and guidelines are relevant to a listed company...

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STOP PRESS: A major overhaul of the UK listing framework took effect on 29 July 2024, removing the premium and standard listing segments and introducing a single listing category for equity shares issued by commercial companies. The commercial companies category is strongly disclosure-led and sits alongside other listing categories, namely shell companies, the secondary listing and closed ended investment fund categories. To implement the reforms, a new UK Listing Rules sourcebook came into force, and the former Listing Rules sourcebook was withdrawn. For further details and background, see Practice Note: Reform of the UK listing regime—fundamentals. This Flowchart sets out the listing regime as it applied before 29 July 2024, for ease of reference. You can view or print a full sized PDF version...

Dish Technologies Llc (a company incorporated under the laws of the state of Colorado, USA) and another company v Aylo Premium Ltd (a company incorporated under the laws of Cyprus) and other companies; Aylo Premium Ltd (a company incorporated under the laws of Cyprus) and another company v Dish Technologies Llc (a company incorporated under the laws of the state of Colorado, USA) [2024] EWHC 1310 (Pat) What are the practical implications of this case? This ruling clarifies the stance of the UK Patents Court when faced with a request for an accelerated trial timetable in patent matters before it. Under the Practice Statement, the Court endeavours, where feasible, to have patent actions listed for trial within 12 months of issue counted from the date the claim is issued. Listings begin from the current Trial Window publicised by the Chancery Division Listing Office; however, the Court can fix a trial up to one month before that slot without any formal expedition application, provided doing so enables the matter...

Liberty Mutual Insurance Europe Se and other companies v Bath Racecourse Company Ltd (and 21 other Claimants listed in Appendix 1 to the Particulars of Claim) and other cases [2025] EWCA Civ 153 What are the practical implications of this case? Composite policies are often adopted as an efficient way to cover multiple insured parties, especially members of corporate groups, within a single policy instrument. The Court of Appeal’s reasoning that such a policy operates as a bundle of distinct insurance contracts between the insurer and each insured, together with its ruling here that each insured enjoyed a separate limit of indemnity, signals that limits in composite wordings will usually be treated as attaching to each individual contract, unless the language expressly provides that the limit is aggregated across all insureds under the composite arrangement. The court’s finding that insureds had to give credit for furlough monies is expected to carry broad market consequences for COVID-19 BI claims. The Court of Appeal’s outcome turned on the construction of...

In this issue: Public company takeovers (Offers) Corporate governance Banking and finance for corporate lawyers Daily and weekly news alerts New and updated content Dates for your diary Trackers Latest Q&As Useful information Public company takeovers (Offers) The Takeover Panel publishes three new Panel Statements The Takeover Panel (the Panel) has released three further Panel Statements. PS 2024/8 confirms two fresh appointments to the Panel; PS 2024/9 records the removal of the Pensions and Lifetimes Savings Association (PLSA) as a body entitled to nominate a Panel member; and PS 2024/10 makes minor tweaks to the Takeover Code (the Code) provisions on document charges. See: LNB News 18/04/2024 42. Takeover Panel publishes consultation on scope of Takeover Code application The Code Committee of the Takeover Panel has opened a consultation proposing a new framework designed to narrow which companies fall within the Takeover Code. The intention is to refocus the Code’s application on...

STOP PRESS: A major overhaul of the UK listings regime took effect on 29 July 2024, scrapping both the premium and the standard listing segments and replacing them with a single category for equity shares in commercial companies. That commercial companies category is heavily disclosure-led and sits alongside other listing categories, including the shell companies category, the secondary listing category and the closed ended investment fund category, among others. A new UK Listing Rules sourcebook came into force to deliver these changes, and the previous Listing Rules sourcebook was revoked. For further information and detail, see Practice Note: Reform of the UK listing regime—fundamentals. This Practice Note reflects the regime as it existed prior to 29 July 2024. A limited company may buy back shares in itself, provided conditions set out in the Companies Act 2006 (CA 2006) are satisfied, where applicable. This is known as a share buyback or a purchase of own shares. In addition to CA 2006, there are other rules and guidelines that are relevant...

This Practice Note summarises the law, guidelines and market practice in relation to holding a general meeting It serves both practitioners and company secretaries dealing with and advising companies whose equity shares are listed on the Main Market of London Stock Exchange plc (listed companies), as well as companies with equity shares admitted to AIM (AIM companies). For details on the notice requirements for a general meeting of a listed or AIM company, refer to Practice Note: General meetings—notice requirements for listed public companies for further information and context. Members of a company may convene and hold a general meeting at any time, and as frequently as required within a year, as needed, so that they can pass resolutions to implement specified changes or to authorise particular actions. The Companies Act 2006 (CA 2006) sets out detailed provisions governing the calling and conduct of general meetings. The CA 2006 also imposes additional obligations on a public company that is a traded company or a quoted company. This captures listed...

Rules and guidance The principal rules on publishing and laying a company’s annual accounts and reports appear in Part 15 of the Companies Act 2006 (CA 2006). For these purposes, a company’s annual accounts and reports comprise: the annual accounts the directors' report the strategic report (unless the company is not obliged to prepare one) the directors' remuneration report, which may include a directors’ remuneration policy, and any separate corporate governance statement not included in the directors' report (for a quoted company) the auditor’s report on the accounts, the directors’ report, the strategic report, the auditable part of any directors’ remuneration report and any separate corporate governance statement (unless the company qualifies for audit exemption) Certain statutory requirements governing publication and laying differ according to whether the company is public or private, and whether it is quoted or unquoted. Quoted companies cover UK companies with shares listed in the UK or in another EEA state; AIM companies do...

STOP PRESS : Significant reforms to the UK prospectus regime came into force on 19 January 2026 Major changes to the UK regime for public offers and admissions to trading took effect on 19 January 2026. The framework for securities offers and UK market admissions is now chiefly 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 have been repealed. The reforms aim to simplify capital raising and substantially lessen the circumstances in which a company must publish an FCA-approved prospectus for a further share issue. For full details of the changes, see Practice Note: UK prospectus regime reform. This Practice Note sets out the prospectus regime that applied before 19 January 2026...

Board minutes—private M&A—share purchase—exchange—buyer Company no: [insert company number]. [insert company name] [Limited OR plc]. Board meeting at [insert place] on [insert date] at [insert time]. [insert name] chaired, confirmed due notice and quorum. Business: to consider and, if appropriate, approve documents and matters for the Company’s proposed purchase of the entire issued share capital of [insert target name] Limited from [insert seller name] [Limited OR PLC], subject to conditions, including any required shareholders’ approval. Directors declared interests per CA 2006 and the Articles; quorum and voting confirmed. Key documents tabled included the draft sale and purchase agreement, any loan note instrument, disclosure letter, stock transfer form(s), voting power of attorney, circular and proxy (if relevant), verification notes and responsibility documents, consents, irrevocable undertakings, announcement and ancillary papers. The board noted conditions precedent and long‑stop; consideration (cash, loan notes and/or consideration shares); warranties/indemnities with time limits, caps and thresholds, subject to disclosures; post‑completion non‑compete/non‑solicit; and key loan note terms (interest, redemption, guarantee/security, convertibility). RESOLVED...

SPECIAL RESOLUTION[S] 1 THAT, if [ insert reference to the resolution granting authority to allot ] is approved, the Board shall be empowered to issue equity securities (as defined in the Companies Act 2006) for cash under the authority conferred by that resolution and/or to dispose of ordinary shares held by the Company in treasury for cash, as though section 561 of the Companies Act 2006 did not apply to any such issue or sale, such power to be restricted as follows: [ insert wording to limit the authority to disapply pre-emption rights to allotments for rights issues and other pre-emptive issues ]; to the issue of equity securities or the disposal of treasury shares (other than pursuant to paragraph (A) above) up to an aggregate nominal amount of £[ insert amount, to be not more than 10 per cent of the issued ordinary share capital (excluding treasury shares) of the Company as at the latest practicable date prior to publication of the notice of...