Capital Markets Update – September 2021

1st September 2021

Welcome to the current edition of Capital Markets Update, the monthly briefing from the Corporate Group at Walker Morris rounding up the previous month’s regulatory developments within the equity capital markets and looking ahead to future developments.

August’s news

ESMA updates Q&As on EU MAR

On 6 August 2021, the European Securities and Markets Authority (ESMA) published an updated version of its Q&As on the EU Market Abuse Regulation (EU MAR). Although not directly applicable to UK MAR following the United Kingdom’s withdrawal from the European Union, the Financial Conduct Authority has said that it will still take account of ESMA’s Q&As when interpreting UK MAR.

QCA publishes report into aspects of ESG

On 9 August 2021, the Quoted Companies Alliance (QCA) published a report on how companies with recent IPOs have performed as regards the ‘social’ aspect of environmental, social and governance (ESG).

SPACs listing rules come into force

On 10 August 2021, changes to the Listing Rules in relation to special purpose acquisition companies (SPACs) came into force. The new rules, set out in LR 5.6.18A G – LR 5.6.18F R, remove the presumption in certain circumstances that an issuer’s listed securities should be suspended on the announcement of a reverse takeover provided certain investor protection safeguards are put in place.

Plans to strengthen Audit Firm Governance Code

On 26 August 2021, the FRC launched a consultation which sets out proposals to update and strengthen the Audit Firm Governance Code. The code, which was last updated in 2016, aims to improve governance at the largest audit firms to promote public confidence in the audit process. The consultation closes on 18 November 2021.

Looking ahead to September 2021

1 September – deadline for responses to the consultation launched by the International Accounting Standards Board on the possible new accounting requirements for M&A deals involving companies within the same group.

10 September – deadline for responses to the FCA’s consultation papers enhancing climate-related disclosures.

14 September – FCA consultation on reforms to improve the effectiveness of UK primary markets closes.

24 September – Government consultation on the effectiveness of regulation in relation to wholesale capital markets closes.

24 September – Government consultation on a review of the UK prospectus regime closes.