On 5 June 2025, the GC100 and Investor Group published an updated version of their Directors’ Remuneration Reporting Guidance. This revision reflects evolving best practices and incorporates changes introduced by the...more
7/2/2025
/ Amended Regulation ,
Corporate Governance ,
Corporations Code ,
Directors ,
Disclosure Requirements ,
Executive Compensation ,
Financial Conduct Authority (FCA) ,
Guidance Update ,
Listing Rules ,
New Guidance ,
Publicly-Traded Companies ,
Reporting Requirements ,
Sustainability ,
UK
On 3 June 2025, the Financial Reporting Council (FRC) published the UK Stewardship Code 2026. The new Code, effective from 1 January 2026, aims to foster long-term sustainable value creation and improve engagement quality...more
6/6/2025
/ Corporate Governance ,
Corporate Taxes ,
Corporate Transparency Act ,
Disclosure Requirements ,
Financial Reporting ,
Financial Reporting Council (FRC) ,
Fraud ,
Investors ,
Market Participants ,
New Legislation ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities Regulation ,
Stewardship Code ,
UK
On 14 April 2025, the FCA published its updated regulatory initiatives grid, which sets out its regulatory pipeline — the first update since the new UK government came to power. The new grid outlines the expected timings of...more
On 14 March 2025, the FCA published Primary Market Bulletin 54, which raised concerns around the leaking of inside information by individuals at a company or by its advisers on live M&A transactions. The FCA specifically...more
4/2/2025
/ Acquisitions ,
Board of Directors ,
Confidential Information ,
Contract Terms ,
Corporate Governance ,
Diversity ,
Diversity and Inclusion Standards (D&I) ,
Financial Conduct Authority (FCA) ,
FTSE ,
Insider Trading ,
Mergers ,
Publicly-Traded Companies ,
Target Company ,
UK
On 15 November 2024, the FCA released Primary Market Bulletin 52, offering guidance on compliance with MAR and DTR requirements, particularly in identifying and disclosing inside information, managing shareholder...more
12/3/2024
/ Compliance ,
Consultation ,
Corporate Culture ,
Disclosure Requirements ,
Financial Conduct Authority (FCA) ,
Financial Reporting Council (FRC) ,
Fraud ,
Insider Information ,
Market Abuse ,
New Guidance ,
Publicly-Traded Companies ,
Shareholders ,
Stewardship Code ,
Transparency ,
UK ,
White Collar Crimes
On 6 September 2024, the Capital Markets Industry Taskforce (CMIT) published the Capital Markets Of Tomorrow report (CMOT). CMOT sets out the “UK elevator pitch” for the reformed UK capital markets, engages in some judicious...more
10/4/2024
/ Capital Markets ,
Climate Change ,
Economic Growth ,
Entrepreneurs ,
Foreign Private Issuers ,
FTSE ,
Investment Opportunities ,
Listing Rules ,
Listing Standards ,
Pension Funds ,
Publicly-Traded Companies ,
Regulatory Agenda ,
Retail Investors ,
Sponsors ,
Stewardship Code ,
UK
On 13 August 2024, the Financial Reporting Council (FRC), as part of a cross-regulatory group comprising the FCA, Companies House, HMRC and Charity Commission for England and Wales, published a discussion paper on the future...more
On 29 May 2024, the European Securities and Markets Authority (ESMA) issued a statement on good practices to be followed in relation to pre-close calls with research analysts. The calls take place immediately before the close...more
FCA Issues Reminders on Annual Reporting and LTIP Disclosure Requirements -
On 22 May 2024, the FCA published Primary Market Bulletin 49 (PMB 49) reminding listed companies of certain continuing obligations under the...more
6/5/2024
/ Annual Reports ,
Bribery ,
Corporate Governance ,
Criminal Convictions ,
Disclosure Requirements ,
Employee Incentive Plans ,
Financial Conduct Authority (FCA) ,
Financial Statements ,
Incentives ,
Listing Rules ,
Public Officials ,
Publicly-Traded Companies ,
Sustainability ,
UK ,
UK Bribery Act
While class actions are well established in the US, they are increasingly common in the UK, driven by market volatility, availability of litigation funding, legal reforms, regulatory settlements, and growing scrutiny of...more
5/29/2024
/ Acquisitions ,
Class Action ,
Corporate Governance ,
Environmental Social & Governance (ESG) ,
Financial Conduct Authority (FCA) ,
FSMA ,
Mergers ,
Opt-Outs ,
Publicly-Traded Companies ,
Risk Mitigation ,
Shareholder Litigation ,
Shareholders ,
UK
On 5 March 2024, the Pre-Emption Group (PEG) published its first report monitoring the use of its updated Statement of Principles on the disapplication of pre-emption rights for UK listed companies. The Principles were...more
4/5/2024
/ Board of Directors ,
Corporate Governance ,
Diversity ,
Enforcement ,
Enforcement Guidance ,
Ethnicity ,
Financial Conduct Authority (FCA) ,
FTSE ,
Information Reports ,
Listing Standards ,
Minorities ,
Publicly-Traded Companies ,
UK
The UK market continues to prove a fertile hunting ground for shareholder activism, with US-based investors spearheading a significant proportion of public campaigns during 2023. These seasoned investors with a track record...more
1/12/2024
/ Acquisitions ,
Best Practices ,
Corporate Governance ,
Investors ,
Mergers ,
Public Limited Companies (PLC) ,
Publicly-Traded Companies ,
Shareholder Activism ,
Shareholders ,
Strategic Planning ,
Target Company ,
UK
On 16 October 2023, Nikhil Rathi, Chief Executive of the FCA, delivered a speech at the City Dinner at Mansion House which describes the FCA’s work in supporting international competitiveness and growth. Amongst other things,...more
11/2/2023
/ Climate Change ,
Consultation ,
Corporate Governance ,
Financial Conduct Authority (FCA) ,
Green Finance ,
Listing Standards ,
Net Zero ,
New Guidance ,
Publicly-Traded Companies ,
Reporting Requirements ,
Sustainable Business Practices ,
Takeover Bids ,
Takeovers ,
Target Company ,
UK
Companies Invited to Voluntarily Adopt New Nature-related Financial Disclosure Framework -
On 18 September 2023, the Taskforce on Nature-related Financial Disclosures (TNFD) published its final recommendations for...more
10/3/2023
/ Climate Change ,
Consultation ,
Corporate Governance ,
Financial Conduct Authority (FCA) ,
IFRS ,
Listing Standards ,
Publicly-Traded Companies ,
Risk Management ,
Sustainability ,
Sustainable Business Practices ,
Task Force on Climate-related Financial Disclosures (TCFD) ,
UK ,
Voluntary Disclosure
On 10 August 2023, the FCA published Primary Market Bulletin 45, which describes its process for developing its policy position in relation to the new ISSB standards and developing climate-related transition plan guidance for...more
9/5/2023
/ Climate Change ,
Code of Conduct ,
Consultation ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Financial Conduct Authority (FCA) ,
Listing Rules ,
Publicly-Traded Companies ,
Ratings ,
Task Force on Climate-related Financial Disclosures (TCFD) ,
UK
This edition covers the new Investment Association Share Capital Management Guidelines and Shareholder Priorities for 2023, FRC publications on ESG and corporate governance, and the FCA’s Primary Market Bulletin 43....more
Sustainable finance and its surrounding infrastructure offers growing potential for deals and green innovation.
The global sustainable finance market has expanded rapidly in recent years, approaching US$320 billion in new...more
12/9/2019
/ Acquisitions ,
Asset Management ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Debt Market ,
Environmental Social & Governance (ESG) ,
EU ,
Green Bonds ,
Green Finance ,
Investment ,
Mergers ,
Private Equity ,
Private Equity Funds ,
Publicly-Traded Companies ,
Sustainability ,
UK ,
United Nations
Drawing on Latham’s Sixth Private M&A Market Study, we explore trends and developments in consideration mechanics and deal conditionality.
Uncertainty has been a significant market factor in 2019....more
Buyers’ best defence against M&A fraud requires rigorous, pre-closing due diligence — when fraud is suspected, deal teams should seek legal advice and proceed with caution.
Recent high-profile fraud cases gravely...more
10/29/2019
/ Accounting Fraud ,
Acquisitions ,
Auditors ,
Contract Terms ,
Due Diligence ,
Forensic Accounting ,
Fraud ,
Limitation of Liability Clause ,
Mergers ,
Publicly-Traded Companies ,
Representations and Warranties ,
Risk Management ,
UK
Companies previously considered immune from activist campaigns have come under pressure, driving new public and private deal opportunities for private equity.
US shareholder activists are an established presence in Europe....more
6/25/2019
/ Acquisitions ,
Complex Corporate Transactions ,
Corporate Governance ,
EU ,
Financial Sponsors ,
Mergers ,
Private Equity ,
Privately Held Corporations ,
Publicly-Traded Companies ,
Shareholder Activism ,
Shareholders ,
Short Selling ,
UK