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Efforts to Retain Firms: London Stock Market Unveils Tougher Regulations

July 11, 2024
The owner of Paddy Power moved its main listing to New York this year. Photograph: Gary Calton/The Observer
  • Changes will allow companies to skip shareholder votes on takeovers, which critics say risk ‘diluting the quality’ of the UK market

This month, the City watchdog will implement the most significant changes to the London stock market's regulations in almost 30 years, with the goal of attracting more investors to list their shares in the UK.

The Financial Conduct Authority (FCA) announced on Thursday that, following months of handwringing about the departure of companies from the London Stock Exchange for other financial hubs, it would simplify and relax regulations for listed companies on July 29.

The revamped rules will scrap the UK’s two-tier system of standard and premium listings. The premium listing heaped extra requirements on companies in exchange for a more prestigious label and entry into FTSE-branded indices.

Ditching the premium label means companies will no longer have to hold shareholder votes before approving large mergers or takeovers. While current rules have been criticised by some for delaying or increasing the cost of standard deals meant to help companies grow, the change has raised concerns about eroding shareholder democracy.

Companies will soon operate under one set of rules, simplifying what some industry bodies have claimed was a “complex” and costly listing regime.

“Our aim is to encourage a wider range of companies to choose to list, raise capital and grow in the UK, while maintaining high standards of market integrity and consumer protection,” said the FCA’s chief executive, Nikhil Rathi.

The changes are a result of recommendations put forward in 2021 by Jonathan Hill, a former EU commissioner for finance. The FCA has already slashed the proportion of shares that must be offered to outside investors from 25% to 10%, and allows companies to issue dual-class shares that give founders more control of listed firms, in response to Lord Hill’s report. Both sets of rules came into force in December 2021.

It is also hoped that the latest changes reduce the number of companies leaving or snubbing London for overseas rivals, including the US.

“The need for change is clear and widely acknowledged,” Rathi said. “The risk otherwise is that our regime falls increasingly out of step with those of other jurisdictions, making it less likely that companies eager to grow choose the UK as a place to list their shares.”

The investment platform AJ Bell said the overhaul came with “some serious potential negatives”.

“The government is clearly desperate to bolster UK listings as part of efforts to revitalise the City of London,” said Dan Coatsworth, an investment analyst at AJ Bell.

“The FCA’s reforms risk diluting the quality of the UK stock market to a house made out of balsa wood. This includes giving shareholders less of a voice on matters like acquisitions, even though they are a company’s owners.”

In May, the owner of Paddy Power, Flutter, announced it would switch its primary listing to New York, while the UK chip designer Arm opted to list on Wall Street last August after the government failed to convince it to float in London. The British fund supermarket Hargreaves Lansdown said in June it would accept a proposed offer from private equity investors, which would leave another hole in the FTSE 100 index.