Following a consultation on the UK Prospectus Regime, the Government has today published the Prospectus Regime Review Outcome.
The document sets out important reforms to the UK’s regime for the public issuance of securities and admission to trading on capital markets including:
- a general prohibition on public offerings of securities against which there will be exemptions (including a retention of many of the current exemptions), in place of the current more general requirement to produce a prospectus;
- investors who can show they have sustained losses as a result of false or misleading information in, or the omission of information from, a prospectus will be able to seek compensation through the courts; and
- a new regime of regulatory deference for offers into the UK of securities listed on certain designated overseas stock markets.
The government also aims to delegate a greater degree of responsibility to the FCA to set out the detail of the new regime through rules which will take full effect after the FCA has consulted on, and is ready to implement, new rules under its expanded responsibilities.
The Government will replace the regime currently contained in the UK Prospectus Regulation and “will legislate to do so when parliamentary time allows”.