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Section 793 notice meaning

What does Section 793 notice mean?
A Section 793 notice is a statutory information request used by a UK public company to trace beneficial ownership and other interests in its shares. It derives from Companies Act 2006, section 793. A public company (listed or unlisted) may serve it on any person it knows or has reasonable cause to believe is, or within the previous three years has been, interested in its shares, or knows the identity of someone who is or was so interested. The notice can require the recipient to confirm or deny the interest, provide full particulars (including the nature and extent of the interest and details of the registered holder), and identify any other person with an interest or who has given instructions in relation to the shares. Non-compliance can lead to restrictions being imposed on the relevant shares and/or court-ordered sanctions under Part 22 of the Companies Act 2006; misleading responses may attract criminal liability. In practice, Section 793 notices are widely used in share-tracing exercises and investor relations, and, for listed and AIM companies, operate alongside DTR 5 (major shareholding disclosures) and, during offers, Rule 8 of the Takeover Code. Usage is consistent across England & Wales, Scotland and Northern Ireland. In Ireland,...
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View the related Practice Notes about Section 793 notice

PRACTICE NOTES
UK directors’ interests: Section 793 investigations, PDMR/PCA transaction notifications under UK MAR, DTR 5 major shareholdings, and maintaining a directors’ interests register

This Practice Note summarises the duties on directors to declare their interests in shares under the Companies Act 2006 (CA 2006) and the UK Market Abuse Regulation, including reporting obligations for dealings by directors and other persons discharging managerial responsibilities (PDMRs) of listed companies. This Practice Note does not cover the disclosure obligations of companies. Register of directors' interests in shares—continued relevance for all companies Under the Companies Act 1985, companies were obliged to keep a register of directors’ interests in the company’s shares. There is no equivalent obligation in CA 2006, so this register is no longer mandatory. In practice, however, companies (in particular public companies) are likely to retain a register of directors’ interests to monitor any notifications made, eg disclosures by PDMRs under the UK Market Abuse Regulation (see Disclosures by PDMRs under the Market Abuse Regulation below). A company may have to disclose information about directors’ interests in certain situations, eg during a takeover offer. Keeping a register of directors’ interests means the necessary...

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PRACTICE NOTES
Public companies: Section 793 CA 2006 investigations into voting share interests - powers, scope, sanctions and registers; UK Listing Rules/DTR 5 interplay and 2025 PISCES sandbox changes

STOP PRESS: The Financial Services and Markets Act 2023 (Private Intermittent Securities and Capital Exchange System Sandbox) Regulations 2025, SI 2025/583 (the PISCES Regulations) have established a five‑year regulatory sandbox for financial market infrastructure. It authorises the creation of share trading platforms to support secondary dealing in private and unquoted public company shares via intermittent trading events. Commencing on 5 June 2025, the PISCES Regulations temporarily adjust the Companies Act 2006 (CA 2006), particularly the provisions allowing a public company to investigate interests in its shares, for the sandbox’s duration. For these purposes, references to public companies in CA 2006, ss 791–828 are to be read as including companies with voting shares traded on an approved private intermittent securities and capital exchange system (PISCES); CA 2006, ss 803–807 are treated as disapplied; and the reference in CA 2006, s 819(1) to a company ceasing to be a public company is to be interpreted as a company ceasing to have voting shares traded on an approved PISCES. For additional detail,...

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View the related Precedents about Section 793 notice

PRECEDENTS
Section 793 Companies Act 2006 (public companies): template notice requesting information on interests in shares, counterparties and agreements, including three‑year history, response deadline and consequences of non‑compliance

[ Insert name of company ] [ Insert address of company ] [ Insert fax number of company ] [ Insert email address of company ] [ Insert name of recipient and/or their job title, if appropriate, eg company secretary/directors of [ name of company ] ] [ Insert address of recipient ] [ Insert date ] Dear [ [ Insert name of recipient ] OR [ Insert job title, eg company secretary or directors ] ] Section 793 of the Companies Act 2006—request for information about interest in the [[ insert class ]] shares of [ insert name of company ] It is our view that you either presently have, or have had within the three years prior to the date of this notice, an interest in the [[ insert class ]] shares of [ insert name of company ] (the Company). This notice is given under section 793 of the Companies Act 2006, and...

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