Public M&A podcast – how the Takeover Code applies in a distressed situation

The Covid-19 pandemic has hit a huge number of businesses and they will be exploring various options to repair their balance sheet or protect their business. Those options might include: seeking a full takeover or finding a cornerstone investor for the company In each case, if the company is governed by the UK Takeover Code, … Read more

FRC publishes AGM best practice report

The Financial Reporting Council (FRC) has published a report, AGMs: An Opportunity for Change, which reviews how listed companies conducted their AGMs this year against the backdrop of the Covid-19 pandemic. The report also sets out best practice guidance as to how listed companies could conduct their AGMs in 2021. The FRC reviewed AGMs held between … Read more

Recent additions to Corporate Notes

Updates recently added to our Corporate Notes blog include posts considering a slew of FRC and FRC Lab reports, covering AGM best practice, section 172 statements, corporate reporting during the Covid-19 pandemic, and the very future of corporate reporting. Ethnic diversity on boards is covered, as is the status of the LPDT rules post-Brexit. There … Read more

FRC Lab report on section 172 statements

The FRC’s Financial Reporting Lab has published a guidance note on section 172 statements. The Companies (Miscellaneous Reporting) Regulations 2018 (SI 2018/860) introduced a range of stakeholder reporting measures, including a requirement for certain companies to include in their strategic report a statement that describes how the directors of the company have had regard to the matters set … Read more

FRC Lab report on corporate reporting and Covid-19

The FRC’s Financial Reporting Lab has published two reports on corporate reporting issues in light of the ongoing Covid-19 pandemic. One covers Resources, action, the future and the other Going concern, risk, and viability. Both reports summarise the key messages from the FRC Lab’s previous reports discussing these issues which were published in June 2020 (see our blog … Read more

FRC paper on the future of corporate reporting

The FRC has published a discussion paper, A Matter of Principles: The Future of Corporate Reporting. The discussion paper explores ideas for fundamental changes to the corporate reporting framework in the UK, to make it more effective and engaging for a company’s stakeholders. It asks whether the traditional concept of the annual report remains fit for … Read more

Ethnic diversity on boards

The Investment Association (IA) has published a statement calling for greater transparency on ethnic diversity on boards. The statement notes the progress that has been made in relation to gender diversity on listed company boards following the Hampton-Alexander Review (see our blog post at the time). It also notes that the Parker Review on the ethnic … Read more

LPDT rules post-Brexit

The Financial Conduct Authority (FCA) has published a Handbook Notice on the changes to the Listing Rules, the Disclosure Guidance and Transparency Rules, and the Prospectus Regulation Rules (and other parts of the FCA Handbook) that will take effect when the transition period for the UK’s exit from the EU ends on 31 December 2020. The Notice … Read more

Payment practices – consultation on new powers for the Small Business Commissioner

The Department for Business, Energy and Industrial Strategy (BEIS) has published a consultation on new powers for the Small Business Commissioner to tackle the ongoing issue of late payments. In March 2020, responsibility for the voluntary Prompt Payment Code moved to the Small Business Commissioner following the Government’s call for evidence on how to create a responsible payment … Read more