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Capital Markets Update: July 2022

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.

June’s news

QCA publishes non-executive director survey report

On 1 June 2022, the Quoted Companies Alliance (QCA) published the results of its survey of 107 small and mid-sized quoted companies which gathered insights into various aspects of the role played by their non-executive directors and how their boards operate.

Takeover Panel publishes new practice statement

On 13 June 2022, the Takeover Panel issued Panel Statement 2022/12 announcing that the Panel Executive has published a new Practice Statement No 33 in relation to purchases of target shares by a bidder during an offer period.

Takeover Panel publishes panel bulletin on document charges

On 13 June 2022, the Takeover Panel issued Panel Bulletin No 4 concerning the calculation of offer value for the purposes of calculating the charge payable to the Panel on bid documents and Rule 9 circulars.

FRC issues updated guidance on the strategic report

On 16 June 2022, the Financial Reporting Council (FRC) published an updated version of its Guidance on the Strategic Report. The guidance has been revised in light of the new requirement for publicly quoted companies, large private companies and LLPs to disclose climate-related financial information in their annual reports for financial years beginning on or after 6 April 2022.

FCA outlines strategy for tackling market abuse

On 17 June 2022, the Financial Conduct Authority (FCA) issued a Press Release outlining its strategy for tackling market abuse and manipulation, one of the regulator’s priorities described in its Strategy 2022-25.

Changes to climate change reporting by occupational pension schemes

On 17 June 2022, Government published Response: climate and investment reporting by occupational pension schemes. This follows a consultation launched in October 2021 proposing that trustees of larger occupational pension schemes and authorised schemes should be required to measure and report on the alignment of their investment portfolios with the Paris Agreement on climate change.

FRC announces consultation on audit quality indicators

On 22 June 2022, the FRC published a consultation on the public reporting of audit quality indicators intended to provide users of audit services and other stakeholders with a range of comparable indicators on audit quality. The consultation closes on 18 August 2022.

Companies House publishes update on register of overseas entities

On 23 June 2022, Companies House published Update: Progress on the Register of Overseas Entities, which summarises progress on the register since Companies House’s previous update on the 27 April 2022 and states that secondary legislation was laid before Parliament on 22 June 2022.

FCA publishes statements on ESG

On 29 June 2022, the FCA published Feedback Statement 22/4: ESG integration in UK capital markets, which summarises feedback the FCA received on the wider integration of environmental, social and governance (ESG) matters in UK debt capital markets. In addition, the FCA has published Primary Market Bulletin 41 which expands on the FCA’s response to feedback in relation to listed ESG-labelled debt instruments.

Looking ahead to July 2022

11 July – closing date for responses to the London Stock Exchange’s consultation on Admission and Disclosure Standards amendments and Voluntary Carbon Market.

28 July – closing date for responses to FCA Discussion Paper 22/2, which sets out proposals to reform the listing regime to create a single unified segment for equity shares in commercial companies.

29 July – end of consultation period for the International Sustainability Standards Board’s first two proposed IFRS Sustainability Disclosure Standards on climate and general sustainability disclosure requirements.

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