HM Treasury has published a policy statement setting out its approach to the repeal of financial services retained EU law. As part of this, it has also published an illustrative statutory instrument on public offers and admissions to trading (SI) which demonstrates how it will make its proposed changes to the prospectus and public offers regime. The policy statement … Read more

The Takeover Panel has published the final changes to the definition of “acting in concert” and the circumstances in which the Panel will presume parties to be acting in concert with each other (RS 2022/2). The main focus of the changes is the Panel’s approach to groups of companies and investment entities. The changes will … Read more

The EU Corporate Sustainability Reporting Directive (EU) 2022/2464 (CSRD) has been published in the Official Journal of the European Union. It will enter into force on 5 January 2023. Notwithstanding the UK’s withdrawal from the EU, the CSRD may impact UK companies because of its extra-territorial application. Companies within scope of the CSRD will be required to … Read more

The Financial Reporting Council (FRC) has published guidance for companies preparing their annual report and accounts (ARA) as part of its “What Makes a Good” publication series. The FRC focuses on two core themes which it believes underpin a good ARA: Corporate reporting principles – These are the principles that the FRC says that issuers should follow when … Read more

The FCA has fined Metro Bank PLC £10 million for breaches of Listing Rule 1.3.3R (misleading information not to be published). This follows the warning notice issued to Metro Bank in January 2022 (but only published in March 2022). The FCA has also provisionally fined Metro Bank’s former CEO and former CFO £223,100 and £134,600, respectively, for being knowingly … Read more

The Financial Conduct Authority (FCA) has published market guidance for issuers, on a range of topics, in Primary Market Bulletin 42 and for firms, on insider lists, in Market Watch 71. Primary Market Bulletin No. 42 Topics covered in Primary Market Bulletin 42 include: Unlawful disclosure of inside information – The FCA describes the situations and types of behaviour that crop up repeatedly in enquiries … Read more

In November 2022, Herbert Smith Freehills organised its first hybrid regional conference themed – New Priorities, New Prospects and the Changing Dimensions of APAC M&A. Asia corporate partners, guest speakers and clients reflected on mergers and acquisitions activity in the current economic environment and discuss what’s more to come in our Asia M&A Conference.  Over 200 … Read more

Institutional Shareholder Services (ISS) and Glass Lewis have published updates to their proxy voting guidelines for the 2023 AGM season. Both ISS and Glass Lewis support the updated 2022 Pre-Emption Group Statement of Principles on the disapplication of pre-emption rights and will not recommend votes against resolutions for authorities sought and used in line with … Read more