September’s news

Hearings Committee refuses investor group’s request to review mandatory offer ruling

On 4 September 2025, the Takeover Panel published Panel Statement 2025/15, setting out a ruling of the Chairman of the Hearings Committee in relation to proposals which included the acquisition of interests in Third Point Investors Ltd (TPIL) by Third Point LLC. The Chairman rejected a request from a group of interested investors to review an earlier ruling of the Panel Executive in which it concluded that there was no obligation on the part of Third Point to make a mandatory offer for TPIL pursuant to Rule 9 Takeover Code. The Chairman found that the decision of the Executive was ‘plainly correct’ and that any appeal against the Executive’s ruling had no reasonable prospect of success.

FCA publishes newsletter focusing on market abuse risks

On 8 September 2025, the Financial Conduct Authority (FCA) published Market Watch 83, which discusses findings from a series of reviews of corporate finance firms that provide advisory and corporate broking services to small and mid-cap quoted companies. The reviews focused on the effectiveness of firms’ systems and controls for handling inside information about their corporate clients. The FCA’s observations are intended to help firms benchmark the systems and controls required under the UK Market Abuse Regulation and assess their arrangements against the standards expected by the regulator.

FCA launches new Handbook website

On 8 September 2025, the FCA launched its new Handbook website following a period of beta testing earlier this year (see our previous Capital Markets Update). No changes have been made to the structure or content of the Handbook as part of the website redesign. The new site offers improved functionality, making it easier to navigate and find information, understand the connections between Handbook rules and compare different versions of Handbook text to see what has changed over time. The previous Handbook website will remain live for a short period and both versions will be updated as usual.

FCA proposes amendments to UKLR 9

On 10 September 2025, the FCA published Quarterly Consultation Paper 49, which consults on miscellaneous amendments to the FCA Handbook. The proposed changes include amendments to share buyback reporting obligations under UKLR 9 and plans to extend existing penalty policies and procedures to PISCES.

LSE publishes 2026 Dividend Procedure Timetable

On 8 September 2025, the London Stock Exchange (LSE) published its Dividend Procedure Timetable 2026. The Dividend Procedure Timetable is published annually as a guide for companies with shares listed on the LSE’s Main Market or admitted to trading on AIM on setting their interim and final dividend programmes. The latest timetable sets out a series of ex-dividend dates for 2026, its associated record date and the corresponding latest announcement date.

FCA fines and bans bond traders for market manipulation

On 12 September 2025, the FCA published the final notices (all dated 5 August 2025) that it has issued to Mr Urra, Mr Lopez Gonzalez and Mr Sheth, who were all bond traders. The FCA has banned the bond traders from performing any functions relating to regulated activity for engaging in behaviour that amounted to market manipulation. It has also imposed fines of £223,400, £100,000 and £57,600 respectively.

LSE publishes updated Admission and Disclosure Standards and Rules

On 15 September 2025, the LSE published amended versions of its LSE Admission and Disclosure Standards and Rules of the London Stock Exchange. The rulebooks have been updated to reflect the creation of PISCES, the new Private Securities Market. The updated rulebooks took effect on 15 September 2025.

Revised Schemes of Arrangement practice statement published

On 18 September 2025, the Chancellor of the High Court issued a revised Practice Statement (Companies: Schemes of Arrangement and Restructuring Plans under Part 26 and Part 26A CA 2006) (Schemes Practice Statement), which replaces the previous version issued in June 2020. The Schemes Practice Statement outlines the practice to be followed on applications to the court for sanctioning schemes under Part 26 Companies Act 2006. The revised Schemes Practice Statement will apply in all cases where an application for a meetings order is to be dealt with at a convening hearing listed on any date on or after 1 January 2026.

Listing regime arrangements over Christmas 2025/26

On 18 September 2025, the FCA published details of its approach to reviewing and processing listing applications over the Christmas and New Year period 2025/26. This includes changes to the FCA’s standard turnaround times for reviewing documents and guidance requests, as well as the process for listing hearings.

AQSE proposes alternative to corporate advisors

On 24 September 2025, Aquis Stock Exchange (AQSE) launched a consultation seeking views on its proposal to allow companies with securities admitted to trading on its markets to use a new service (called Aquis Support Services) to support their ongoing compliance. Use of the service would be instead of retaining a corporate adviser for this purpose. Under the proposals, admitted companies electing to use Aquis Support Services will receive direct support from an approved law firm participating in the offering. Responses to the consultation are requested by 31 October 2025 and it is expected that the changes to the rulebooks will come into effect in November 2025.

Looking ahead to October 2025

13 October – Companies House WebFiling service will only be accessible via GOV.UK One Login from this date.

14 October – closing date for the consultation on proposals to update and refine the scope of mandatory notification obligations under the NSIA 2021 (Notifiable Acquisition) (Specification of Qualifying Entities) Regulations 2021.

15 October – closing date for comments on the FCA’s proposals to change share buyback notification obligations under UKLR 9 and the extension of FCA penalty policies and procedures to the PISCES sandbox.

23 October – closing date for DBT consultation on legislative measures designed to tackle late payments, as well as preventing long payment terms and frivolous late payment disputes between businesses.

31 October – closing date for responses to the AQSE consultation on proposals to allow companies admitted to trading on its markets to use Aquis Support Services instead of retaining a corporate advisor.