A consultation that will remain open until 11 April 2023 offers further clarity on the proposals to regulate buy-now-pay-later products. By Rob Moulton, Becky Critchley, Ella McGinn, and Dianne Bell On 14 February 2023, HM Treasury published its consultation and accompanying draft legislation on the regulation of buy-now-pay-later (BNPL) lending. The consultation follows the proposals … Continue Reading
A new Latham & Watkins guide examines the recent increase in whistleblowing and poses self-assessment questions against which firms can benchmark themselves. By David Berman, Andrea Monks, Nell Perks, Nathan H. Seltzer, Becky Critchley, and Charlie Bowden Many sectors, including financial services, have encountered a discernible increase in whistleblows in recent times — a trend … Continue Reading
The timetable sets out three tranches of extensive regulatory changes to UK and EU law in 2023 and 2024. By Rob Moulton, Becky Critchley, Denisa Odendaal, and Dianne Bell The “Edinburgh Reforms”, a series of announcements made on 9 December 2022 by the Chancellor of the Exchequer (see here), set out the UK government’s reforms … Continue Reading
The FCA stated that the perpetrator’s character is key to non-financial misconduct investigations, which suggests a mismatch with recent case law. By David Berman, Nicola Higgs, Jon Holland, Andrea Monks, Rob Moulton, and Nell Perks In last year’s Frensham[1]case, the Upper Tribunal considered how relevant a (non-dishonesty-based) criminal offence committed in one’s personal life is … Continue Reading
The Financial Services Skills Commission has issued an insight paper outlining how companies can collect and evaluate data on employees’ socioeconomic backgrounds. By David Berman, Nicola Higgs, Rob Moulton, and Dianne Bell Socioeconomic backgrounds of employees and socioeconomic diversity at senior levels across the UK financial services industry is beginning to feature more prominently in … Continue Reading
A reminder of the ongoing reforms to implement recommendations from the Lord Hill and Kalifa Reviews. By James Inness, Anna Ngo, and Johannes Poon The outcome of the UK Secondary Capital Raising Review, launched on 12 October 2021 to improve further capital raising processes for UK publicly traded companies, was published by HM Treasury on … Continue Reading
The landmark UK Secondary Capital Raising Review Report takes a holistic approach in making bold and comprehensive recommendations to improve the UK secondary capital raising processes and ecosystem. By James Inness, Anna Ngo, Ryan Benedict, and Johannes Poon On 19 July 2022, HM Treasury published the UK Secondary Capital Raising Review Report (the Report) that … Continue Reading
The regulator continues its Primary Markets Effectiveness Review to promote the competitiveness of a UK listing. By Chris Horton, James Inness, Anna Ngo, and Johannes Poon On 26 May 2022, the FCA published a discussion paper (DP22/2) to seek further views on how to make the UK listing regime more effective, easier to understand, and … Continue Reading
The new rules provide issuers with flexibility to report on representation of women by reference to either gender identity or sex. By Chris Horton, James Inness, Anna Ngo, Nicola Higgs, David Berman, Rob Moulton, and Johannes Poon On 20 April 2022, the FCA published its final policy decision on the proposals set out in CP … Continue Reading
The changes indicate a more dynamic and flexible UK prospectus regime with the FCA to play a central role through enhanced rule-making powers By Chris Horton, James Inness, Anna Ngo, and Johannes Poon On 1 March 2022, the UK government (through HM Treasury (HMT)) announced the outcome of its consultation to reform the UK prospectus … Continue Reading
Broad reform to listing regimes, growing ESG scrutiny, and increasing retail participation in fundraisings are among the areas to watch. By Chris Horton, James Inness, Anna Ngo, and Johannes Poon Last year was memorable for UK equity capital markets (ECM). The IPO market was at its busiest since 2014, and we encountered innovative deal structures such as the emergence … Continue Reading
The expansion would include Shenzhen Stock Exchange and potentially European stock exchanges, and would permit overseas issuers to raise capital in China through CDR listings. By Chris Horton, James Inness, Anna Ngo, Terris Tang, Cathy Yeung, and Johannes Poon On 17 December 2021, the China Securities Regulatory Commission (CSRC) launched a consultation that proposes a … Continue Reading
A relic of the dot-com era may prove useful in attracting investors seeking specific exposures that are ESG-aligned. By Roberto L. Reyes Gaskin and Anna Ngo Shareholders, regulators, and other stakeholders continue to drive the integration of environmental, social, and governance (ESG) considerations into corporate strategy and practice. Recent surveys of institutional investors revealed that … Continue Reading
The new rules aim to make London a more attractive listing venue for founder-led and other innovative IPO candidates. By Chris Horton, James Inness, Anna Ngo, and Johannes Poon On 2 December 2021, the UK Financial Conduct Authority (FCA) published a Policy Statement (PS21/22) confirming the following key changes to its listing rules that took … Continue Reading
The judgment clarifies the Court’s approach to proposed transfers under Part VII of FSMA, as well as the scope and application of s. 110(1)(b). On 24 November 2021, the High Court of England and Wales (the Court) sanctioned a £10.1 billion annuity book transfer from The Prudential Assurance Company Limited (PAC) to Rothesay Life Plc … Continue Reading
By Francesco Lione, Charles Armstrong, Tom Evans, Dominic Newcomb, David Walker, and Catherine Campbell Undrawn credit lines are essential to private equity but in short supply from banks. Undrawn revolving credit facilities (RCFs) are essential to private equity. They are a backup in the event of mismatches in the working capital cycle, provide comfort for a … Continue Reading
A restructuring plan completed earlier this year by Smile Telecoms notches up a number of firsts. By James Chesterman and Tom Davies African telecommunications provider Smile Telecoms Holding Limited, incorporated in Mauritius, successfully completed a restructuring plan (the Plan) under Part 26A of the UK Companies Act 2006 at the end of March 2021. The … Continue Reading
Proposals reflect growing investor focus on the ESG performance of listed companies. By Chris Horton, James Inness, Rob Moulton, Anna Ngo, and Johannes Poon The UK Financial Conduct Authority (FCA) has launched a consultation setting out proposed changes to its Listing Rules (LRs) and Disclosure Guidance and Transparency Rules (DTRs). The proposals seek to: (i) … Continue Reading
In Lexology’s Getting the Deal Through: Digital Health 2021 (UK) Latham & Watkins considers the key regulatory and transactional issues faced by market players and practitioners. By Frances Stocks Allen, Oliver Mobasser, Sara Patel, Mihail Krepchev, and Robbie McLaren The UK has an active digital health market comprising both the private and public sectors. Venture … Continue Reading
Italian Securities Commission returns to ordinary reporting requirements for listed issuers. By Antonio Coletti, Isabella Porchia, Guido Bartolomei, and Marta Negro The Italian Securities Commission (CONSOB), by press release dated April 12, 2021, announced its decision to end the more stringent reporting requirements originally introduced on April 9, 2020, as a response to the impact … Continue Reading
By Rob Moulton, Nicola Higgs, Anne Mainwaring, Becky Critchley, and Anna Lewis-Martinez The latest edition of our Private Bank Briefing provides a roundup of legal and compliance issues impacting private banks and their clients from Q1 2021. In this edition, we cover some of the key regulatory announcements relating to MiFID II and the impact … Continue Reading
The recommended reforms aim to make the UK’s listing regime more competitive while maintaining high standards of corporate governance, shareholder rights, and transparency. By Chris Horton, James Inness, and Anna Ngo A new independent review (the Review), led by Lord Hill, has been released that provides recommendations on how the UK can improve its listings … Continue Reading
More stringent reporting obligations regarding relevant shareholdings and investment objectives for Italian-listed issuers will continue until 13 April 2021. By Antonio Coletti, Guido Bartolomei, Marta Negro, and Isabella Porchia On 13 January 2021, the Italian Securities Commission (CONSOB) adopted Resolution 21672 (the Resolution), further extending for three months the more stringent reporting requirements for relevant … Continue Reading
Court of Appeal sets out correct approach to transfer of long-term Insurance. By Victoria Sander, Jon Holland, Alex Cox, and Duncan Graves Latham & Watkins has won an appeal on behalf of Rothesay Life Plc (Rothesay) in an unprecedented challenge to the High Court’s refusal to sanction the transfer of around 370,000 annuity policies in … Continue Reading
