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Hey Everyone! 🌍 Let’s Dive into the Big Picture!
Today, we’re examining the latest macroeconomic shifts and their impact on the market. Stay tuned as we explore the ripple effects on the global stage! 💡📊
FCA Finalises New Rules for Public Offers and Admission to Trading
Gif by cbs on Giphy
What is happening?
On 15 July 2025, the FCA published Policy Statement 25/9, confirming final rules that will replace the UK Prospectus Regulation with a new regime for public offers and admissions to trading. This includes replacing the PRR sourcebook with a new “Prospectus Rules: Admission to Trading on a Regulated Market (PRM)” sourcebook.
Why is this important/relevant?
This marks a significant reform of the UK capital markets regime, improving flexibility for issuers and encouraging retail participation in IPOs. It also reduces regulatory burdens and aligns the UK with global competitiveness goals.
When will it take effect?
19 January 2026
Which industry will be affected?
Capital Markets
Corporate Finance & M&A
Equity Capital Markets (ECM)
Retail Investment Platforms
Key points to know:
Prospectus threshold raised to 75% (from 20%) for further issues (100% for closed-ended funds).
No prospectus is required for offers below the threshold (the voluntary option remains).
IPO prospectus publication period shortened from six to three working days.
Climate disclosures are required if they are relevant to an issuer’s risks or opportunities.
Defines “protected forward-looking statements” with lower liability threshold.
Aspiring Solicitors should know:
Understand the reduced disclosure obligations and how this impacts IPO timelines and due diligence.
Be aware of climate disclosure developments - increasingly relevant in ECM and corporate law.
Familiarise yourself with liability standards for forward-looking statements - key for risk advice.
FCA Confirms Final Rules for Public Offer Platforms (POPs)
What is happening?
On the same day, Policy Statement 25/10 introduces a new regulated activity: operating a public offer platform (POP), which enables companies to raise capital without issuing a prospectus if not admitted to a public market.
What is a Public Offer Platform (POP)
It is a new type of regulated service in the UK that allows companies to offer securities (like shares and bonds) directly to the public - without needing to issue a full prospectus - as long as those securities are not admitted to trading on a public market (like the LSE - London Stock Exchange) Why is this important?
This opens new avenues for private capital raising, especially for start-ups and SMEs, and boosts the UK’s retail investment environment.
Effective Date:
19 January 2026
Affected Industries:
Private equity/ venture capital
Start-ups
Crowdfunding and fintech platforms
Key Points:
POPs enable broader access to investment without needing a full prospectus.
Existing crowdfunding platforms are likely to apply for POP status.
Crowdfunding Platforms
These are online platforms that allow individuals or organisations to raise money from a large number of people, typically through small contribution from each investor or donor.
They connect business or creator directly with the public, removing the need for traditional financial intermediaries like banks or venture capital firms.
Example: Equity Crowdfunding - where investors receive shares (equity) in the company they invest in.
Crowdcube, Seedrs (Popular ones in the UK)Aspiring Solicitors Should Know:
Understand regulatory frameworks for non-public offers and investor protection.
POPs will intersect with corporate, fintech, and financial services law.
Useful for interviews or case study questions on capital raising in tech/ start-up sectors.
HM Treasury Publishes UK Wholesale Financial Markets Digital Strategy
What is happening?
New Policy paper outlines reforms to digitise and modernise wholesale markets, with a focus on DLT, AI, and smart data.
What is DLT?
DLT stands for Distributed Ledger Technology. It is a type of digital system used to recor and store transactions and data across multiple locations and participants simultaneously - without relyinh on a single central authority.
Blockchain is the most well-known type of DL (used in Bitcoin and Ethereum). Why is this important?
It aims to reduce inefficiencies, automate processes, and bring UK markets up to speed with tech advances.
Key Points
Dematerialisation of shares and end of paper-based transactions.
Use of DLT and smart contracts in post-trade processes.
Digital identity and data sharing under review.
Aspiring Solicitors should know:
Expect clients in financial services to seek advice on DLT, smart contracts, and compliance.
Be aware of merging legal issues in AI governance and digital finance transformation.
Digitalisation Taskforce Final Report - Share Ownership Reform
What is happening?
The UK will abolish paper share certificates by the end of 2027 and transition to fully digitised share ownership via a staged process.
Why is this important?
This modernises the securities infrastructure, enhances investor protection, and supports digital finance innovation.
Effective Timeline:
Paper share certificates will be abolished by the end of 2027.
Affected industries:
Corporate Law
Capital Markets
Private Companies
Key points:
Staged transition from paper shares to fully intermediate (digital) ownership.
New rights for ultimate investors under section 90A FSMA.
Review of Companies Act and FSMA to support investor rights.
Aspiring Solicitors should know:
Understand digitisation’s impact on shareholder rights and governance.
Watch for legislative reforms to FSMA and Companies Act.
Be ready to advise on compliance, corporate structure, and investor protection.
Companies House Confirms April 2027 Implementation of ECCTA 2023 Filing Reforms
What is happening?
Companies House confirms that from April 2027, all accounts must be filed digitally, with more detailed reporting required for small and micro-entities.
Why is this important?
This enhances transparency and closes regulatory loopholes in financial reporting.
Effective date:
1 April 2027
Key changes:
Digital-only accounts filing via software
No more abridged accounts for small companies
Profit & loss account required for micro-entities
Aspiring Solicitors should know:
Know which reporting obligations apply to different company sizes.
Useful for corporate compliance, especially advising SMEs and startups.
Understand how this fits into broader transparency and AML frameworks under ECCTA 2023.
UK Government Scraps Green Taxonomy Plans
What is happening?
HM Treasury has decided not to proceed with the development of a UK green taxonomy, citing a lack of evidence that it would materially support green investment.
Green Taxonomy
This is a classification system that defines which economic activities are considered environmentally sustainable. Its purpose is to guide investors, companies, and policymakers by creating a clear and consistent framework for identifying "green" or "sustainable" activities. Why is this important?
This is a major policy shift in the sustainable finance agenda, signalling a move towards pragmatic alternatives.
Key Points:
No formal green taxonomy to classify sustainable economic activities.
Focus will shift to other tools to promote green finance.
Aspiring solicitors should know:
While the taxonomy is off the table, sustainability reporting, ESG, and climate disclosures remain vital.
Clients will still need guidance on non-binding frameworks (e.g. ISSB, TCFD).
Stay aware of international taxonomies (EU/US/Asia) which may affect cross-border deals.
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