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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 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Rules sourcebook came into force to deliver and implement the reforms, and the previous Listing Rules sourcebook was revoked in full.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...
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 A new UK Listing Rules sourcebook commenced to deliver these reforms, and the previous Listing Rules sourcebook was withdrawn at the same time.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...
ARCHIVED: This checklist sets out a comparison of the admission requirements and principal ongoing obligations that formerly applied to a commercial company with equity securities listed on the premium and standard listing segments before 29 July 2024. It is no longer updated and is supplied for background information purposes only. A major overhaul 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 of commercial companies. The commercial companies category is strongly disclosure-led and sits alongside other categories within the regime, including the shell companies, secondary listing and closed ended investment fund categories. The UK Listing Rules sourcebook commenced to implement these reforms and the Listing Rules sourcebook was revoked accordingly. For more detailed information, see Practice Note: Reform of the UK listing regime—fundamentals. This checklist captures the regime as it stood before 29 July 2024 and is preserved for historical reference purposes only. For an overview of the eligibility requirements that...
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...
In this issue: General election announced for 4 July 2024 Company law and regulatory New and updated content Useful information Weekly highlights from other practice areas General election announced for 4 July 2024 Prime Minister Rishi Sunak has sought and obtained the King’s consent to dissolve Parliament, calling a general election for 4 July 2024. Parliament will be prorogued on 24 May 2024, and dissolved on 30 May 2024 under the Dissolution and Calling of Parliament Act 2022. This analysis considers what the announcement signifies for bills now before parliament, as well as the implications for government and public bodies until polling day. See News Analysis: General election announced for 4 July 2024. Company law and regulatory FCA Primary Market Bulletin 49—review on LTIP reporting and performance targets The Financial Conduct Authority (FCA) Primary Market Bulletin 49 sets out a 2023 review of 25 premium listed commercial companies over three years, examining compliance with disclosure requirements...
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...
ARCHIVED: This Practice Note is archived and is no longer maintained. A major overhaul 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. That commercial companies category is predominantly disclosure-led and sits beside other categories, including shell companies, secondary listing and closed ended investment fund categories. The UK Listing Rules sourcebook came into force to deliver these changes, while the Listing Rules sourcebook was revoked. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals. This fundamentals note reflects the position before 29 July 2024 and has been kept for reference. It looks at the class tests used to assess the size of a transaction by a listed company under the Listing Rules prior to 29 July 2024. What are the class tests used for? The class tests (also known as percentage ratios) are a set of measures used to gauge and categorise the scale...
ARCHIVED: This Practice Note has been archived and is not maintained. On 29 July 2024, a major overhaul of the UK listing framework took effect, abolishing the premium and standard segments and introducing a single category for equity shares of commercial companies, alongside additional categories defined by company and security type. To give effect to these reforms, a new UK Listing Rules sourcebook came into force to implement the changes, and the previous Listing Rules sourcebook was revoked. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals. This Practice Note describes the regime as it stood before 29 July 2024 and has been retained for reference purposes. The Listing Principles (Listing Principles) and the Premium Listing Principles (Premium Listing Principles) (together, the Principles) are set out in Chapter 7 of the Listing Rules (LR) published by the Financial Conduct Authority (FCA). The Principles overarch the LR, the Disclosure Guidance and Transparency Rules (DTR), together with the corporate governance rules, and, as with other provisions of the...
STOP PRESS: A major overhaul of the UK listing framework took effect on 29 July 2024, abolishing the premium and the standard listing segments and introducing a single listing category for equity shares issued by commercial companies. This commercial companies category is strongly disclosure-led and now sits alongside other listing categories that include shell companies, the secondary listing and the closed ended investment fund categories. To deliver these reforms, a new UK Listing Rules sourcebook entered into force and the earlier Listing Rules sourcebook was revoked. For more detailed information, see Practice Note: Reform of the UK listing regime—fundamentals. This Precedent describes the position under the listing regime as it stood before 29 July 2024...
STOP PRESS: A major overhaul of the UK listing framework became effective on 29 July 2024, eliminating the premium and standard listing segments and introducing a single listing category for equity shares issued by commercial companies, replacing the prior segmentation approach across the listing regime. This commercial companies category relies strongly on disclosure and sits alongside other categories, including those for shell companies, secondary listing and closed-ended investment funds. To deliver these reforms, a new UK Listing Rules sourcebook took effect and the former Listing Rules sourcebook was withdrawn. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals. This Precedent represents the position under the listing regime as it stood before 29 July 2024...
STOP PRESS: A major overhaul of the UK listing framework took effect on 29 July 2024, removing premium and standard listing segments and replacing them with a single listing category for equity shares in commercial companies. The commercial companies category is disclosure-led and sits alongside listing categories, such as shell companies, secondary listing and closed ended investment fund categories. To implement these changes, a new UK Listing Rules sourcebook came into force, and the previous Listing Rules sourcebook was revoked. This represents a significant restructuring of the regime. For more details, see Practice Note: Reform of the UK listing regime—fundamentals. This Precedent sets out the listing regime as it was prior to 29 July 2024...