June’s news

GC100 publishes updated guidance on remuneration reporting

On 5 June 2025, the GC100 and Investor Group published a revised version of its Directors’ Remuneration Reporting Guidance. Key changes include: new guidance on engagement with shareholders and consideration of shareholders’ views; ESG measures in variable pay; consideration of general workforce pay; and potential windfall gains.

FCA publishes final rules for PISCES

On 10 June 2025, the Financial Conduct Authority (FCA) published a policy statement on the final rules for the Private Intermittent Securities and Capital Exchange System (PISCES). PISCES is a new type of regulated trading platform that will enable the intermittent trading of existing shares in private companies. The PISCES sandbox is now open, with shares likely to be traded later in 2025.

PISCES shares exempt from stamp duty

On 10 June 2025, the Private Intermittent Securities and Capital Exchange System (Exemption from Stamp Duties) Regulations 2025 (SI 2025/666) were made. The regulations exempt from stamp duty and stamp duty reserve tax transfers of PISCES shares in connection with a trading activity that takes place on PISCES.

CMA consults on changes to its merger guidance

On 20 June 2025, the Competition and Markets Authority (CMA) published a consultation on proposed changes to its merger guidance on jurisdiction and procedure and to the merger notice template. The proposed changes are designed to embed the CMA’s new “4Ps” (pace, predictability, process and proportionality) framework into the mergers processes.

IFRS Foundation publishes guidance on transition plan disclosures

On 23 June 2025, the IFRS Foundation published new guidance to support organisations making disclosures on their transition to a low carbon economy, including information about transition plans. The guidance supports IFRS S2, which supplements the core disclosure requirements in IFRS S1 with specific climate-related risk management disclosures and reporting metrics. IFRS S2 does not require organisations to have a transition plan but requires them to provide material information about their climate-related transition. The guidance is designed to help organisations provide high-quality information about their climate-related transition when applying IFRS S2.

Government announces consultation on amending NSIA foreign direct investment regime

On 23 June 2025, the Department for Business Trade (DBT) published a policy paper on the UK’s Modern Industrial Strategy, which includes certain comments about the role of competition policy and the work of the Competition and Markets Authority. Within the policy paper, Government also announced the launch of a 12-week consultation on updating the list of 17 sensitive sectors where notification is mandatory and suspensory under the National Security and Investment Act 2021 (NSIA).

DBT seeks views on sustainability reporting standards

On 25 June 2025, the DBT published a consultation seeking views on UK Sustainability Reporting Standards: UK SRS 1 and UK SRS 2, which are based on the standards published by the International Sustainability Standards Board (ISSB) in June 2023. The consultation closes on 17 September 2025. If endorsed, Government aims to publish the final UK SRS S1 and UK SRS S2 in autumn 2025.

Government seeks views on climate-related transition plans

On 25 June 2025, the Department for Energy Security and Net Zero published a consultation on introducing climate-related transition plan requirements. The consultation explores whether to extend the scope of transition plan requirements beyond the manifesto commitment of requirements on financial institutions and FTSE100 companies. However, small to medium-sized companies would not be in scope. The consultation closes on 17 September 2025.

LSE to launch Private Securities Market

On 26 June 2025, the London Stock Exchange (LSE) published market notice NO5/25, announcing plans to launch its new Private Securities Market later in 2025, pending PISCES regulatory approval from the FCA. The market notice provides member firms with further details on proposed changes to the rules of the LSE and trading system to support the new market. These proposed rule changes will be subject to market consultation and will be formally communicated through a Stock Exchange notice in due course.

FCA publishes Handbook Notice 131

On 27 June 2025, the FCA published Handbook Notice 131, which sets out amendments made to the FCA Handbook and other material by the Executive Regulation and Policy Committee of the FCA and the FCA Board in May and June 2025. Amendments include minor changes to UKLR 11.5 and UKLR 11.6.

Looking ahead to July 2025

1 July – Hague 2019 Convention on recognition and enforcement of foreign judgments in civil or commercial matters enters into force in the UK.

3 July – regulations come into force exempting from stamp duty and SDRT transfers of shares in connection with trading activity on a PISCES platform.

21 July – closing date for HMRC consultation on modernising the 1.5% higher rate stamp duty charge on certain transfers of UK securities overseas.

21 July – regulations expanding existing protections from disclosure on the public register come into force.

31 July – new requirement for registered overseas entities to include information regarding previous beneficial owners in their next update statement comes into force.

31 July – FCA aims to finalise four updated Technical Notes relating to the UK listing regime and digital reporting by this date.

31 July – new Practice Statement for schemes of arrangement under Part 26 is expected by this date.