Capital Markets Update: November 2022

October’s news

FRC publishes report on barriers to senior leadership

On 4 October 2022, the Financial Reporting Council (FRC) published Navigating barriers to senior leadership for people from minority ethnic groups. The aim of the research was to develop a greater understanding of the barriers preventing individuals from minority ethnic groups from progressing to the boards of FTSE 100 and FTSE 250 companies.

FCA fines regulated firm for market abuse

On 6 October 2022, the Financial Conduct Authority (FCA) announced that it had fined the Sigma Broking Limited £531,600 for failing to comply with transaction reporting rules and report suspicious orders and transactions in breach of the EU Market Abuse Regulation and provisions of the FCA Handbook. The FCA has also issued Final Notices to the company’s three directors, imposing fines totalling £221,100 and prohibiting two directors from holding significant management functions in regulated firms.

LSE publishes responses to its Voluntary Carbon Market consultation

On 10 October 2022, the London Stock Exchange (LSE) published Market Notice N19/22. The Notice provides feedback on its recent consultation on the Voluntary Carbon Market and confirms the resulting changes to the Admission and Disclosure Standards. With one specified exception, the updated Standards have immediate effect.

Report published to assist with net zero reporting

On 11 October 2022, the FRC Lab published a report which provides companies with practical tips and questions to consider when preparing disclosures in their financial reports on net zero and other greenhouse gas emission reduction commitments. The FRC Lab has also published a number of practical examples of current good practice to assist companies in improving their disclosures.

ESMA updates its Q&As on the EU Prospectus Regulation

On 12 October 2022, the European Securities and Markets Authority (ESMA) published an updated version of its Q&As on the EU Prospectus Regulation to provide clarification as to the meaning of ‘approval’.

TCFD publishes status report

On 13 October 2022, the Taskforce on Climate-related Financial Disclosures (TCFD) published its 2022 Status Report. The report sets out findings from a review of developments and progress in the reporting of climate-related financial risk information.

FRC Lab consults on materiality in corporate reporting

On 18 October 2022, the FRC Lab issued a call for participants in a new project to understand how companies develop, assess and use materiality in corporate reporting and to consider how enhancements to disclosure about materiality processes might assist investors.

Proposed amendments to the Takeover Code relating to the offer timetable in competitive bid situations

On 19 October 2022, the Takeover Panel issued Panel Statement 2022/19 announcing a consultation proposing a number of amendments to the Takeover Code relating to the application of the contractual offer timetable in competitive takeover bid situations.

FCA fines Barclays Bank

On 21 October 2022, the FCA published decision notices for Barclays plc and Barclays Bank plc and announced that it was imposing fines totalling £50 million on the banking group. The FCA held that Barclays failed to disclose certain arrangements agreed with key investors as part of its capital raisings in 2008 and that, consequently, Barclays’ conduct in respect of the capital raising was reckless and lacked integrity. Barclays have referred the decision notices to the Upper Tribunal and so any findings in the notices are currently provisional.

FRC publishes annual review of corporate reporting

On 27 October 2022, the FRC published its Annual Review of Corporate Reporting 2021/22. The review sets out the FRC’s view of the current state of UK corporate reporting and identifies areas for improvement.

FCA issues supervisory notice

On 28 October 2022, the FCA published a first supervisory notice issued to Umuthi Healthcare Solutions PLC stating that it had decided to cancel the listing of its standard shares from the Official List with immediate effect. The company has referred the decision to the Upper Tribunal.

Looking ahead to November 2022

17 November – Autumn Statement from Government containing a medium-term fiscal plan.