Equity Capital Markets

Recent Articles

•  

  09.11.2022

  England and Wales

  Pre-Emption Group is­sues new State­ment of Prin­ciples on the dis­ap­plic­a­tion of pre-emption rights

  On 4 November 2022 the Financial Reporting Council issued, on behalf of the Pre-Emption Group, a new Statement of Principles - Disapplying pre-emption rights (the Principles). The Principles have been revised in line with the recommendations of the UK Secondary Capital Raising Review and its proposed adjustments to the guidance on non-pre-emptive issues, and are welcomed by market participants. The Principles relate to issues of equity securities (the Securities) for cash other than on a pre-emptive basis (i.e. other than pro rata to existing shareholders) by all companies with shares admitted...

  Read more
•  

  16.09.2022

  United Kingdom

  Dir­ect­ors’ re­spons­ib­il­ity for identi­fy­ing in­side in­form­a­tion - Les­sons to be learnt from the FCA’s de­cision in re­la­tion to Sir Chris­toph­er Gent

  This article considers the decision of the Financial Conduct Authority (FCA) to fine Sir Christopher Gent the sum of £80,000 for the unlawful disclosure of inside information. The article discusses certain points arising from the decision and suggests some practical steps for boards and issuers to take. For a full understanding of the decision and the circumstances surrounding Sir Christopher’s disclosures, it is worth reading the Final Notice published by the FCA, which can be found here. Of particular interest are the FCA’s responses to representations made by Sir Christopher,...

  Read more
•  

  17.08.2022

  Turkiye

  Tur­key’s CMB pub­lishes Guide on Green Debt In­stru­ments/Lease Cer­ti­fic­ates 

  After the 3 November 2021 publication of the Draft Guide on Green Bonds and Green Lease Certificates, the Capital Markets Board (CMB) introduced the Applicable Version of the Guide on 25 February 2022. Our comments on the Draft Guide are available here. Similar to the Draft Guide, the Applicable Guide can regulate projects that are financed with green/sustainable debt instruments, including the use and management of the funds obtained from the issuance, and public disclosure and obligations regarding reporting and provision of external appraisal services. Since this Guide has been introduced to...

  Read more
•  

  17.08.2022

  Turkiye

  Tur­key sig­ni­fic­antly amends the Reg­u­la­tion on Com­mer­cial Ad­vert­ising and Un­fair Com­mer­cial Prac­tices

  Turkey has made substantial amendments to the Regulation on Commercial Advertising and Unfair Commercial Practices. The Amendment Regulation was published in the Official Gazette on 1 February 2022 and entered into force on 1 March 2022 ("Amendment Regulation"). These amendments extend consumer protection by changing the content of advertisements and expanding the examples of misleading commercial practices, as well as the obligations of sellers and complaint possibilities. Amendments in detail Notable changes introduced by the Amendment Regulation include: Price information that is determined...

  Read more
•  

  29.07.2022

  United Kingdom

  The fu­ture of UK Sec­ond­ary Fun­drais­ings

  The long-anticipated UK Secondary Capital Raising Review has landed. The Review was led by Freshfields partner, Mark Austin, following consultation with numerous market participants. The Review follows Lord Hill’s UK Listing Review and fits with the Treasury’s Prospectus Regime Review and the FCA’s Primary Markets Effectiveness Review. It strikes an ambitious and positive tone, motivated by the need to modernise the UK listing landscape post-Brexit. The overarching goals of the Review are to increase the efficiency of the capital raising process to allow companies to raise money...

  Read more
•  

  07.06.2022

  England and Wales

  FCA dis­cus­sion pa­per on UK list­ing re­gime re­forms, in­clud­ing the new single list­ing seg­ment

  On 26th May 2022 the FCA published a discussion paper (DP 22/2) seeking views on how the UK listing regime could be further reformed in order to make it more effective, easier to access and flexible. The discussion paper follows on from the FCA's consultation paper (CP21/21) on primary market effectiveness and Lord Hill's UK Listing Review recommendations. One of the potential reforms set out in the discussion paper is the establishment of a new single listing segment for equity shares in commercial companies which would replace the current premium and standard listing segments. The discussion...

  Read more