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Rules and regulations Forms Fees Guides FAQs


RULES AND REGULATIONS

Admissions and disclosure standards

The regulatory requirements and considerations for a Main Market company may
vary depending on the segment of the market. Prospective companies should take
note of London Stock Exchange's Admission and Disclosure Standards and the FCA
handbook.
 
The Main Market is a regulated market which requires a company to produce a
prospectus approved by the Financial Conduct Authority (FCA)  to enable its
securities to be admitted to trading.

The FCA, as the competent authority for the Official List in the UK, also
assesses a company’s eligibility for admission to the Official List. The
admission process involves the FCA reviewing and approving the prospectus (or
listing particulars). This document – which will be submitted to the FCA by your
sponsor or key adviser – primarily contains information on the company and its
business in accordance with the disclosure requirements set out in the
Prospectus Rules and the Listing Rules, as applicable.

The FCA maintains a dialogue with your company’s advisers until the relevant
eligibility requirements are met. In parallel to the FCA application process,
you must apply to London Stock Exchange to have your company’s securities
admitted to trading on its markets and meet the eligibility and disclosure
requirements of the Exchange's Admission and Disclosure Standards. If you are
considering applying to join the Main Market you should contact London Stock
Exchange as early as possible so that we can assist you through the admission
process.  If you’ve already appointed advisers and submitted your eligibility
letter to the FCA, you should contact en@lseg.com to provide London Stock
Exchange with an “early notification”.

Admission becomes effective only when the prospectus has been approved by the
FCA, and the decision to admit the securities to the Official List and to admit
them to trading has been announced jointly by London Stock Exchange and the FCA.
Once a company is admitted, it becomes subject to the continuing
obligations which require a company to publish information such as routine
financial information and information that could affect the value of its
securities on a timely basis.

Admission and Disclosure Standards
01.01.21, PDF, 1.49MB
Continuing obligations

A security is ‘listed’ in the UK when it has been admitted to the Official List
of the FCA.  The listing category will determine the eligibility criteria and
continuing obligations that apply to the company and its securities.  

The initial and ongoing regulatory considerations for a Main Market company
include the requirements of the FCA (discussed further below) and London Stock
Exchange’s Admission and Disclosure Standards. The Admission and Disclosure
Standards include additional disclosure standards for non-listed markets such as
the High Growth Segment.  They also include rules for all companies in relation
to application for further securities and corporate actions that must be
complied with.

In addition, all companies that have securities admitted to the Main Market must
comply with ongoing disclosure requirements, namely, the Market Abuse Regulation
(MAR) and the Transparency Directive, which is implemented in the UK through the
Disclosure Guidance and Transparency Rules (DTRs) of the FCA.  If a company’s
securities are also admitted to the Official List of the FCA then the company
will need to comply with the ongoing disclosure requirements within the Listing
Rules; the ongoing requirements apply to not only disclosure obligations but
also to ongoing requirements that ensure a company meets the eligibility
requirements for admission to the Official List at all times.  The FCA is the
competent authority within the UK for monitoring and enforcing compliance with
the DTRs, MAR and the Listing Rules.  

The main differences between the ongoing obligations for each listing category
can be found here.

 

Useful links

- Market Abuse Regulation 

- DTRs 

- Listing Rules

  

Financial Results 

The DTRs require a company admitted to the Main Market to publish regular or
periodic financial information that demonstrates the performance of the company
for the period under review. The requirements that apply to the publication,
content and timing of annual financial reports and half yearly financial
statements are set out in DTR 4.1 and 4.2 respectively.  A company is required
to publish its annual financial report within four months of the year end date,
the audited financial statements need to be prepared in accordance with an
applicable accounting standard (International Financial Reporting Standards
(IFRS) or an equivalent standard).   The half yearly financial statement must be
issued within three months after the end of the period to which it relates.  

The Financial Reporting Council (FRC) is the body responsible in the UK for
ensuring that annual financial statements have been produced in compliance with
the relevant accounting provisions and standards.  The FRC is also responsible
for developing and monitoring compliance with corporate governance standards in
the UK.

Financial results

The DTRs require a company admitted to the Main Market to publish regular or
periodic financial information that demonstrates the performance of the company
for the period under review. The requirements that apply to the publication,
content and timing of annual financial reports and half- yearly financial
statements are set out in DTR 4.1 and 4.2, respectively.  A company is required
to publish its annual financial report within four months of the year end date,
the audited financial statements need to be prepared in accordance with an
applicable accounting standard (International Financial Reporting Standards
(IFRS) or an equivalent standard).    The half- yearly financial statement must
be issued within three months after the end of the period to which it relates.

The Financial Reporting Council (FRC) is the body responsible in the UK for
ensuring that annual financial statements have been produced in compliance with
the relevant accounting provisions and standards.  The FRC is also responsible
for developing and monitoring compliance with corporate governance standards in
the UK. 

Super equivalent obligations

A Premium listing of equity demonstrates that the company meets London's
world-class standards of regulation − the highest and most trusted globally −
based on 'super-equivalent' requirements set out in the Listing Rules of the FCA
.

The following codes or principles apply to such companies on an ongoing basis.

The UK Corporate Governance Code
Premium listed companies subscribe to the principles laid down in the UK
Corporate Governance Code (which sets out methods for best practice corporate
governance) or must provide an explanation as to why they do not. Effective
corporate governance helps boards achieve their strategic objectives and builds
value in the business which ultimately benefits shareholders. 

Class tests under the Listing Rules
Shareholders invest in a company based on the economics of its operation. Under
the Listing Rules, prior shareholder approval or notice is required for Premium
listed companies to enter into a transaction outside its ordinary course of
business and with certain ‘related parties’. The class tests are used to decide
these circumstances.

Pre-emption rights
Pre-emption rights give existing shareholders in a company the right to
subscribe for their pro rata share of any new shares in that company issued for
cash. By subscribing to the pre-emption right regime, companies are providing
investors with protection against dilution of their investments.

The City Code on Takeovers and Mergers (UK companies only)
The Code is designed principally to ensure that shareholders are treated fairly
and can decide on the merits of a takeover and that shareholders of the same
class are all treated equally by an offeror. The Code also provides an orderly
framework within which takeovers are conducted and - in conjunction with other
regulatory regimes - promotes the integrity of the financial markets.

Accounting standards
These are applied as directed through the Financial Reporting Council and the
International Accounting Standards Board.




FORMS

Company application forms

Please find below company application forms.

Adviser application forms

Please find below Adviser application forms.




FEES

Fees

Please find below fee information for Issuers.

In addition, our fee calculator is available on our calculating fees page.




GUIDES

Guides to listing equity

Please find below guides to listing equity.




FAQS

FAQs

You can access frequently asked questions on equity Main Market.




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