Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss: FCA Consultation Paper: Changes to Information Flows for UK Equity IPOs The Financial Conduct Authority (FCA) has published Consultation Paper CP26/14, which proposes to remove the mandatory seven-day waiting period before syndicate banks can publish connected research on an IPO issuer, and to remove the requirement for syndicate banks to share equal information with unconnected analysts. FCA review: key takeaways for market sounding practices The FCA’s review of market sounding practices has found no material impact on market quality but cautioned that the risk of information leakage increases with the scale of the sounding exercise. FCA Primary Market Bulletin No.62 This edition covers the FCA's enforcement action against Carillion's former directors, concerns regarding manipulative schemes targeting UK small-cap issuers, and observations from the FCA's review of sponsors' work on the modified transfer process. FTSE UK Index Series – What the New Free Float Rules Mean for Market Participants FTSE Russell has announced plans to align the minimum free float requirement for non-UK incorporated companies with that of UK incorporated entities. The proposed changes could have significant implications for non-UK incorporated companies seeking index inclusion. Equality (Race and Disability) Bill Following strong consultation support, the government has announced plans to introduce mandatory ethnicity and disability pay gap reporting for large employers with 250 or more employees.

The société par actions simplifiée (SAS) has become the dominant corporate vehicle for private equity investments, foreign investors and holding structures in France. However, unlike its more heavily regulated counterpart the société anonyme (SA), it provides minority shareholders with almost no statutory protections by default. This article sets out what the statutory framework actually provides, where the gaps are, and what a well-advised investor should insist upon before investing in a French SAS.

Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss: John Wood Group PLC — FCA Final Notice The Financial Conduct Authority (FCA) has imposed a financial penalty of £12,993,700 on John Wood Group PLC ("Wood Group") for serious breaches of the Listing Rules (in particular Listing Principle 1). The breaches involved publishing misleading financial information and failing to maintain adequate internal controls and systems. Consultation on UK Corporate Re-Domiciliation Regime The government has published a consultation paper on corporate re-domiciliation, enabling a foreign-incorporated company to change its place of incorporation whilst retaining its legal identity.  Responses are due by 19 June 2026. FRC comply or explain guidance The FRC has published guidance to help companies improve the quality of their comply or explain reporting under the UK Corporate Governance Code (the “Code”), emphasising that a well-reasoned explanation is itself evidence of good governance and should not be treated as a mere compliance exercise. FCA amends UK Listing Rules on notification of purchase of own securities Issuers running share buyback programmes will have greater flexibility for notifying the market of share buyback transactions. The Parker Review — Annual Report 2026 The Parker Review has published its Annual Report for 2026, which highlights continued progress in Ethnic Minority representation. Recent case highlights the importance of clear draftingSynthos Spolka Akcyjna v Ineos Industries Holdings Ltd [2026] EWHC 83 (Comm) This case is a good reminder of the importance of clear drafting. The courts approach much of the drafting of share purchase agreements as an apportionment of risk by the parties - and they will look to hold them to the bargain they have struck. Supreme court rules that there is no time limit to bringing a claim for unfair prejudiceTHG plc v Zebra Trust Company (Jersey) Ltd [2026] UKSC 6 The Supreme Court has ruled that shareholder claims for unfair prejudice under the Companies Act 2006 are not subject to any statutory limitation period.