Related party transactions—listed companies—prior to 29 July 2024 [Archived]

Published by a LexisNexis Corporate expert
Practice notes

Related party transactions—listed companies—prior to 29 July 2024 [Archived]

Published by a LexisNexis Corporate expert

Practice notes
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ARCHIVED: This Practice Note has been archived and is not maintained.

A significant restructuring of the UK listing regime came into effect on 29 July 2024 which included the removal of the premium and standard listing segments and the creation of a single listing category for equity shares in commercial companies. The commercial companies category is heavily disclosure-based and sits alongside other listing categories such as the shell companies, secondary listing and closed ended investment fund categories.  The UK Listing rules sourcebook came into force to implement the changes and the Listing Rules sourcebook was revoked. For further information see Practice Note: Reform of the UK listing regime—fundamentals. This Practice Note reflects the listing regime prior to 29 July 2024 and has been retained for reference purposes.

If a premium listed company (listed company) proposes to enter into a transaction with a ‘related party’ it must comply with the rules in chapter 11 of the Listing Rules (LR) of the Financial Conduct Authority (FCA).

In addition, the revised Shareholder Rights Directive

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Jurisdiction(s):
United Kingdom
Key definition:
Related party definition
What does Related party mean?

Under Chapter 11 of the Listing Rules, parties who are related to a listed company in connection with transactions undertaken with that company. They include a substantial shareholder; a person who is or was, in the 12 months before the transaction or arrangement, a director or shadow director of the listed company or of any other company which is (and, if they have ceased to be such, was while they were a director or shadow director of such other company) its subsidiary undertaking, parent undertaking or a fellow subsidiary of its parent undertaking; a person exercising significant influence (that is, a person or entity which exercises significant influence over the listed company); and an associate of any of the above.

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