UKLA

 

This page consists of UKLA newsletter articles listed by title after the Prospectus Directive was implemented.

 
Date Articles Rule
June 2005
Issue 9

Inside information - framework for handling

DTR 2.2

Communications with shareholders and other interested parties

DTR 2.2.10

Analysts DTR 2.2.10
Press speculation and market rumours DTR 2.7
Close periods (listed companies only) LR 9, Model code
Takeovers and mergers DTR 2.2
Announcements by industry regulators, trade associations and government departments  
Disclosing information under an embargo DTR 2.5
The internet DTR 2.3
Regulatory information services (RIS) DTR 2.2.1
Insider lists DTR 2.8
Persons discharging managerial responsibilities DTR 3
Contact details LR 9.2.11
June 2005
Issue 10
Definition of public offer FSMA s102B
Offers to discretionary private client brokers PR1.2.1
Definition of public offer for determination of home competent authority PR1.2.1
Employee share schemes and options PR 1.2.2(5), PR 1.2.3(6)
Exemptions from the requirement to produce a prospectus PR 1.2.2
Working capital statements LR 6.1.16, PR Annex 3
6 day rule 3.1 PR 3.2.3
Annual information updates PR 5.2
Prospectus summaries PR 2.1.2
Sept 2005
Issue 11
Supplementary prospectuses PR 3.4
Withdrawal rights - specifically in relation to takeovers and rights issues s87Q FSMA
Six day rule PR 3.2.3
How we will deal with documents from AIM issuers PR 2.2, 2.3, 2.4
Mini-prospectuses PR 3.3
The requirement for a suspension on announcement of a reverse takeover LR 10.6
Notification requirements for class 2 and 3 transactions LR 10.3, LR 10.4
4.1 Exemption letters LR 3.3.2(c)
Tranche fee payment system Process
Medium term note issuance Process
How to become an eligible employee LR 8.6
Sponsor independence LR 8.3.7
Non qualifying investments (NQIs) held in venture capital trusts (VCTs) LR 16.2.3
Changes for property companies LR 10.7, PR 1.1.8, PR
Historical financial information on a guarantor in a non equity prospectus 5.5.3
Requirement to disclose cashflow - retail debt PD Annex 1V 13.1
Transactions by persons discharging managerial responsibilities and their connected persons DTR 3.1.8R
Dealing on own account DTR 3.1.2
Identifying UKLA representatives
Loss numbers in class tests LR10 Annex 1
Working capital statement in prospectus for investment entity/VCT LR6.1.16, PR Annex 3
100,000 Euro exemption S86(1)(e) FISMA
Sponsor independence - what is meant by 'significant interest' in debt securities LR 8.3.6(1)
Shares in public hands held outside EEA LR 6.1.19
Amendment to LR 9.3.7 - proxy forms for re-election of retiring directors LR 9.3.7

 

Back to topBack to top

 
Date Articles Rule
Feb 06
Issue 12
Underwriting rights issues  
Incorporation by reference PR 2.4
Directors' indemnities LR 11, Annex 1R
Application of the disclosure rules  
Fees LR Appendix 2
Block listing returns LR 3
Creation and maintenance of records LR 8.6.12G(5)
Alterations to investment management fees LR 11
VCTs and co-investments by investment managers' employees LR 11
Share buy-back programmes - Market abuse 'safe harbour' DTR
Definition of ordinary business LR 9.6
Insider lists and persons acting on an issuer's behalf DTR 2.8
Short names
Turnbull guidance on internal controls LR 9.8.6
Alternative performance measures
Passporting issues of interest PR 2.2.9
Definition of home member states under the PD
Advertisement regime PR 2.3; PR 3.3
Errata LR 9.1.2; LR 9.3.4
LR Definitions
March 06
Issue 12 Supplementary Edition
Working capital statements in limited access acquisitions  
  Related party transactions  
Sept 06
Issue 13
Reverse takeover requirements – approach to suspensions LR 5
Class tests – figures used to classify assets and profits LR 10, Annex 1
Timing on helpdesk queries
Submission of written helpdesk queries
Timing of supplementary prospectuses
Application of profits test to disposals or acquisitions of minority interests
Multiple break fees LR 10.2.7
Vetting of schemes of arrangement documents
Central Debt Desk timetables and training seminars
Convertible bond issuers and purchase of own securities LR 12.5.1
Financial information required for guarantors of debt issues
Electronic transfer of UKLA fee payments
Cancellation of listing in relation to a takeover offer LR 5.2.10
Sponsor independence and sponsor confirmation of independence LR 8.3.6; LR8.7.12
Mineral expert's reports LR 13.4.6; LR 13.4.7
Transactions with sponsors who are part of the investment manager's group LR 11.1.7; LR 11.1.10
Annual information update PR 5.2
Contents of half-yearly report and preliminary statement of annual results LR 9.9.8; LR 9.7.2
Incorrect new issue and corporate action details sent to CREST for input
Consultation paper (CP06/4)
CESR market survey
Financial promotions
Statement of principles on the disapplication of pre-emption rights and Pre-emption statement 1 & 2
Dec 06
Issue 14
Transparency Directive  
Apr 07
Issue 14
updated
Transparency Directive  
April 07
Issue 15
Market User Survey  
July 07
Issue 16
Reverse takeovers: scenarios covered by the working capital statement  
Disclosure requirements in limited access situations  
28 day circulars in hostile takeover situations LR13.4.3
Prospectus drafting issues  
Financial information in 'listed for listed' circulars  
Helpdesk submissions using email  
Submissions using our Electronic Submission System  
Information sheet  
How do I approach a working capital statement in a combined class 1 circular and prospectus?  
Interpretation of the disclosure requirements under Annex 1 16.2  
Does the share purchase agreement in a class 1 circular need to go on display?  
PD Article 4.2(g) – convertible exemption  
Articles containing restrictions on transfer LR2.2.4
Articles containing compulsory acquisition provisions  
Reclassified shares in an investment trust wind up/rollover  
Common questions on REITS  
Targets/forecasts being construed as profit forecasts  
Retail debt cascades  
GDR eligibility letters LR18
Summaries in non-equity prospectuses PR2.1.4-2.1.7
UKLA payment form  
Increases to the size of a previously approved debt issuance programme LR3.4.7(1)
Early redemption of securities  
Comfort letters for schemes of arrangement  
Subdivision or consolidation PR1.2.2(1); PR1.2.3(2)
Fees  
UKLA Sponsor Form  
Sponsor standard comments  
Insider lists and project lists DTR 2.8.1
Persons discharging managing responsibilities  
Timing of results announcements  
Internal results briefings DTR 2.5
Market expectations  
Trading statements DTR 2.2
Equivalence of third country accounting standards  
PD Article 4(1)(d) – securities allotted free of charge  

 

Back to topBack to top

 
Date Articles Rule
Nov 07
Issue 17
September 2007 changes and future developments LR15; LR16
Introducing the new rules  
Background LR15
Differences between the old and the new regimes LR15; LR16
Summary of key changes LR15.2.9; LR15.2.10; LR15.2.6; LR 15.2.2; LR15.2.2(3)(old)/LR15.2.3; LR15.5.1; LR15.6.3-4;
Investment Policies LR15.2.7-8
Publication arrangements LR15; LR15.2.7; PR Item 1.1 Annex XV
Assessing the materiality of changes  
Contents of the policy LR15; 2.8G
Secondary Listings LR14; LR15
Open-ended funds LR16
Gaining admission to the Official List LR4; LR16
Working Capital statements
Venture capital trusts LR15; LR Transitional Rule 2/3/4
Migration from secondary to primary listing LR6; LR 14; LR15; LR 16
Shareholder approval  
Unusual voting structures
Acquiring assets during investment trust rollovers LR15.5.2
Treatment of securities lending/borrowing LR15.2.12
  Securities lending  
  Securities borrowing  
  Single-tenanted property funds LR15; LR 15.2.2
  Frequently asked questions (eligibility)  
  Eligibility letters  
  Transfer from AIM to the Official List  
  Scientific research based companies LR6.1.12; LR 6.1.7
  Listing on the back of a passported prospectus  
  Electronic communications to shareholders LR1.4.9; DTR 6.1.8; Companies Act 2006 Schedule 5
  Shares in Public Hands LR6.1.19; LR5.2.1; LR5.2.2(2); Art. 18(2) CARD
 
Date Articles Rule
March 08
Issue 18
Transaction Issues LR15; LR16

Listing transactions approach to high risk transactions

Part VI FSMA; Proceeds of Crime Act 2002

Significant Transaction fees – One year on

CP07/03

Sponsor Supervision: CP08/5 "sponsor Regime – a targeted review"

DP08/5; DP/08/1; LR 8; LR 8.2; LR 8.3;LR 8.3.1(1)-(2); LR 8.4.5-6; LR 8.6.5-7; LR 8.6.14; LR 8.7.7; LR 8.6.15; LR 8.7.7(2); LR 8.7.22(3); LR8.7.24

Equity  

Do the associate rules in LR11 apply to interests in a partnership held by a related party?

LR 11; LR 11.1.5(3)

How does the UKLA approach LR 6.1.19(4(e) in relation to shareholdings held by Corporate Shareholders such as fund managers?

LR 6.1.19(4(e)

The requirement for a 3 year track record under LR6.1.4

LR 6.1.4; LR 6.1.4(1); LR 6.1.3(1):  LR 6.1.3(1)(a): LR 6.1.5

To what standard should "stub" prepared in order to ensure the issuer complies with LR 6.1.3(1)(b) be prepared?

LR 6.1.3(1)(b); IAS 34;

What about circumstances where an issuer is preparing a prospectus and, in order to comply with Annex 1, 20.1, is required to audit a period of less than one year?

PR Annex 1 20.1; IAS 34

Enlarged group working capital statements for reverse takeovers

LR 10.6.2

Rescues, Refinancing and Reconstructions

LR 9.5.12; LR 13.3; LR 13.3.1(1)/(3); PR A3 3.1

Reverse takeovers of targets listed on other exchanges

LR 10.6.3

PD Issues  

CESR FAQs on information included in Final Terms, SPs or Securities Note

PD Regs Article 22.2; PD Article 16

Requests for transfers to another Competent Authority made under PR3.1.12

PR 3.1.12; PR 3.1.12(2)(a); PR 3.1.12(2)(c)

Listing Applications

Letters relating to amendments to the Official List resulting from reclassifications and redenominations

 

Important – new forms

 

Conditions on using the streamlined approach to the listing of debt tranches

LR 3.4.4; LR 3.4.8

  Disclosure and Transparency  
 

Half-yearly financial reports

DTR 4; DTR 4.2.7(2); DTR 4.2.10; DTR 6; DTR 6.3.2-5

 

Preliminary results announcements

LR 9.7A.1; IAS 34; List! 14

 

Clarifying the close periods for issuers that report on a quarterly basis

Annex to LR 9;

 

Requirement for GDR issuers to comply with DTR5

DTR 5; TD Article 9(1); LR 18.4.7; LR 14.3.23; LR 18.4.3(2); LR 14.3: DP 08/1

 

Continuing obligations- pure debt issuers

DTR 2

 

Administration

 

 

Use of the Electronic Submission System (ELS) for final documents

 

 

Passporting out- new "Template Passport Request Letter" for issuers

 

 

Copies of prospectuses and other approved documents and the Document Viewing Facility