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Corporate weekly highlights—12 June 2025

This week's edition of Corporate weekly highlights includes publication of the FCA’s final rules for the PISCES sandbox to allow trading in private company shares, and a speech by the FCA’s Sarah Pritchard on modernising public markets and regulatory innovation. In addition, it also includes a number of cases involving (i) an application to convene a creditor meetings under Part 26 schemes of arrangement, (ii) the construction of shareholders’ agreements and non-financial unfair prejudice, (iii) the conversion of members’ voluntary liquidation to creditors’ voluntary liquidation, and (iv) the validity of statutory filings made without proper authority under a company’s articles and Companies Act 2006 (CA 2006).

ESMA finalises advice on prospectus streamlining and liability framework

The European Securities and Markets Authority (ESMA) has published final reports on the EU Prospectus Regulation (Regulation (EU) 2017/1129) and civil prospectus liability, offering technical advice and recommendations to reduce regulatory burdens and support capital market activity. Both reports have been submitted to the European Commission, which must decide within three months—extendable by one month—on the proposed updates to data reporting requirements. Additionally, the Commission is required to present a report by 31 December 2025 assessing whether further harmonisation of prospectus liability across the EU is warranted.

FCA publishes final rules for the PISCES sandbox to allow trading in private company shares

The Financial Conduct Authority (FCA) has published policy statement PS25/6, establishing the final rules for the Private Intermittent Securities and Capital Exchange System (PISCES)—a new platform where shares in private companies can be traded on an intermittent basis. The platform will be delivered through a sandbox approach, allowing the FCA to test the design before finalising a permanent regime in 2030. The sandbox is now open and prospective operators should apply to the FCA for a PISCES approval notice. Once approved they will be able to run intermittent trading events.

Corporate weekly highlights—5 June 2025

This week's edition of Corporate weekly highlights includes news of the FCA publishing the UK Stewardship Code 2026, launching of a consultation on the proposed UK version of ISSA 5000 and finalising the amendments to FRS 101, also included is the publication of the new Enforcement Guide by the FCA, the issuing if a joint statement on corporate governance principles by the chairs of eight national corporate governance code institutions and a case considering breach of fiduciary duties and acting in bad faith in a share transfer deal.

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