On 3 July 2016 the UK’s civil market abuse regime is changing. The Market Abuse Regulation (MAR) has been introduced to provide a standard regulatory framework across EU member states to prevent market abuse and preserve the integrity of, and investor confidence in, the market for financial securities. MAR will have direct effect in the UK and, although there are many similarities with the existing regime, both Main Market and AIM companies need to ensure they are ready for the new system.
- Regulatory changes: significant amendments will be made to the FCA Handbook, including the deletion of the Model Code and the bulk of the Disclosure Rules. The AIM Rules will be updated as the scope of the market abuse regime is extended to include AIM companies.
- Dealings by PDMRs: the regime for the approval and reporting of PDMR dealings is changing to include an express ban on dealings in a close period, a narrower range of permitted exceptions and an annual threshold.
- Disclosure of inside information: inside information must be clearly identified on a company’s website and available for five years. Delayed disclosures must be notified to the FCA and a record must be kept of the reasons for the delay.
- Control of inside information: insider lists must follow a new prescribed format and insiders must acknowledge in writing that they are aware of their obligations.
- Market soundings: conducting market soundings (or ‘pre-marketing’) will not amount to an unlawful disclosure of inside information provided new procedures are followed.