Sponsor competency rules

On September 26 2014 the Financial Conduct Authority (FCA) published its final rule changes (CP14/21) in response to its consultation in CP14/2, which was published on January 30 2014. The changes to Chapters 8 and 11 and to the definitions in the Listing Rules took effect on February 1 2015.

CP14/21 also included a further consultation on joint sponsors, and a call for views on whether the existing rules and guidance on sponsor conflicts are appropriate and effective and whether any changes should be made to them. The consultation closed on December 30 2015.

On March 26 2015 the FCA published its final amendments on joint sponsors. The FCA has confirmed that it is retaining the joint sponsor regime and has made amendments to LR8 relating to them. The FCA will also adopt the new technical note on joint sponsors' communications with the FCA, which it consulted on. The changes and the new note took effect on April 1 2015.

Amendments to Listing Rules, Prospectus Rules and Disclosure and Transparency Rules

Final rule changes in response to the FCA's consultation paper (CP14/18) were published on January 30 2015. Most of these changes took effect on February 1 2015, except for the rules relating to narrowing the scope of circular vetting and the new investment policy vetting arrangement, which took effect on April 1 2015.

FCA quarterly consultation

On June 5 2015 the FCA published its quarterly consultation paper CP15/19. This includes proposed minor amendments to the Listing Rules and Disclosure Rules and Transparency Rules. Responses to these changes are due by August 5 2015.

Primary Market Bulletin 10

On January 30 2015 the FCA published Primary Market Bulletin 10. Two new technical notes setting out the FCA's approach to sponsor competence have been added to the UK Listing Authority (UKLA) Knowledge Base.

Primary Market Bulletin 11

On March 30 2015 the FCA published Primary Market Bulletin 11. This summarises feedback received and changes made to the technical notes proposed in Primary Market Bulletins 8 and 9. It also consults on further new notes and amendments to existing ones.

Pre-emption Group statement of principles

On March 12 2015 the Pre-emption Group published a revised statement of principles for the disapplication of pre-emption rights. This statement replaces the statement published in 2008. It is intended to provide guidance to companies and shareholders on the circumstances in which flexibility might be appropriate and the factors to take into account when considering whether to disapply pre-emption rights. It is supported by the National Association of Pension Funds and the Investment Association. Companies are encouraged to use the revised statement now, but the Pre-emption Group acknowledged that, as the 2015 annual general meeting season was imminent, some flexibility may be required.

ICAEW guidance on pro forma financial information

On February 10 2015 the Institute of Chartered Accountants in England and Wales (ICAEW) published new guidance which replaces its 1998 guidance. The ICAEW guidance has been updated to reflect the updated version of the European Securities and Markets Authority Questions and Answers and the UKLA's technical note on pro forma financial information (UKLA/TW/633).

For further information on this topic please contact Chris Horton or Colin Bole at Simmons & Simmons LLP by telephone (+44 20 7628 2020) or email (chris.horton@simmons-simmons.com or colin.bole@simmons-simmons.com). The Simmons & Simmons LLP website can be accessed at www.simmons-simmons.com.

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