Today, the Financial Conduct Authority (“FCA”) has issued a Statement of Policy containing a series of measures intended to assist listed companies during the coronavirus (COVID-19) pandemic. These measures include: 

  • support for the Pre-Emption Group’s temporary guidance with respect to its Statement of Principles, including encouraging investors to support non-pre-emptive offerings of up to 20 per cent. of a company’s existing shares admitted to trading in certain circumstances;
     
  • encouragement to issuers to consider using shorter-form prospectuses, where permitted under the Prospectus Regulation, for secondary offers targeted at investors in the UK and European Union;
     
  • a modified approach to working capital statements in prospectuses and circulars to allow certain coronavirus (COVID-19) related-assumptions to the reasonable worst case scenario to be disclosed in an unqualified (or “clean”) working capital statement; and
     
  • a modified approach to the requirement to hold a general meeting to approve a Class 1 transaction under Listing Rule 10 or a related party transaction under Listing Rule 11 in circumstances where the issuer secures written undertakings from sufficient shareholders in support of the transaction.

If you have any questions regarding the matters covered in this publication, please reach out to any of the lawyers listed below or your usual Davis Polk contact.

This communication, which we believe may be of interest to our clients and friends of the firm, is for general information only. It is not a full analysis of the matters presented and should not be relied upon as legal advice. This may be considered attorney advertising in some jurisdictions. Please refer to the firm's privacy notice for further details.

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