Trend Reports

Trend Reports

Market Standards is a unique service for corporate lawyers housed within the Corporate module. At the heart of the product is a transaction database, with deal summaries of over 8,000 listed company transactions. The deal summaries provide detailed analysis of key transaction features, highlighting relevant material in the underlying deal documentation. The database also allows for monitoring ongoing deal activity and tracking emerging trends and developments via our e-mail alert function. To access the Market Standards deal analysis comparator tool click here.

The Market Standards trend reports look at developments across key areas for publicly listed companies, including public M&A, equity capital markets and corporate governance. The trend reports combine data extracted from our transaction database, with an overview of the legal and regulatory framework, upcoming developments, analysis of key transactions and commentary on market trends from our team of corporate lawyers and analysts. The trend reports also include market insight and practical guidance from a wide range of highly regarded practitioners. The archive of trend reports includes:

2024 trend reports

In 2024, we published the following trend reports:

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Public M&A deals H1 2024—UK—Market Standards Trend Report

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Latest Corporate News

FCA consults on Handbook updates to align with 2024 UK Corporate Governance Code

The Financial Conduct Authority (FCA) has launched its 46th Quarterly Consultation, proposing regulatory changes across several sectors. A key proposal includes updating the FCA’s Handbook to align with the new edition of the UK Corporate Governance Code, published by the Financial Reporting Council (FRC) in January 2024 (the 2024 Code). This includes removing specific references to FRC guidance in the UK Listing Rules (UKLR) and Disclosure Guidance and Transparency Rules (DTR) sourcebooks, along with introducing transitional provisions for UKLR and DTR implementation. The FCA also proposes updating the Code's definition in the Handbook’s Glossary, as well as updating references to the Code’s guidance in the Systems and Controls sourcebook (SYSC), Code of Conduct sourcebook (COCON), Statements of Principle and Code of Practice for Approved Persons sourcebook (APER), and the Decision Procedure and Penalties manual (DEPP). The FCA considers the impact of these proposals to be minimal, and therefore, a detailed cost benefit analysis is not required. The consultation closes on 27 January 2025, with the FCA intending to implement these changes promptly after the consultation and Board approval, without a transition period, as companies subject to the Code are expected to be familiar with the updates.

High Court clarifies position of sole directors under Model Articles and the interaction between UK sanctions regulations and in-court appointment of administrators (Re KRF Services (UK) Ltd and others)

Restructuring & Insolvency analysis: This High Court case (which addresses two important issues in UK company law and sanctions regulations) will be of interest to insolvency practitioners, corporate and restructuring lawyers, sanctions lawyers, and businesses and individuals which are affected by sanctions. Firstly, it clarifies the position of sole directors under the Model Articles for private limited companies. The court ruled that a sole director can validly pass board resolutions and bind the company, regardless of whether they have always been the sole director or were previously part of a multi-member board. This interpretation resolves conflicts between Article 7(2) and Article 11(2) of the Model Articles, with the court favouring Article 7(2)'s provisions. Secondly, the case examines the interaction between UK sanctions regulations and the in-court appointment of administrators. The court determined that making an administration application and order does not breach asset-freezing sanctions, even when the company is designated or controlled by a sanctioned person. While an Office of Financial Sanctions Implementation (OFSI) license is typically required for administrators to act, the court retains discretion to make immediate appointments in urgent situations. Written by Joshua Ray and Duncan Henderson, partners at CANDEY, which acted for the First and Second Applicants on this matter.

Corporate weekly highlights—5 December 2024

This week's edition of Corporate weekly highlights includes amendments made to the Companies Act 2014 in Ireland by the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024, the issuing by the FCA of the second phase of its consultation paper on proposals to increase transparency in enforcement investigations, the publishing of the latest report of UK capital markets by the AFME and amendments made to the Partnership Arrangements (Wales) Regulations 2015. It also includes a judgment where the court considers the statutory regime under the National Security and Investment Act 2021 and expert commentary on the impact of the Autumn Budget 2024.

High Court dismisses judicial review relating to Government order requiring Russian-backed investment firm to sell broadband provider under the NSIA 2021

Corporate analysis: LetterOne Core Investment, S.A.R.L. and another) v Secretary of State for Business, Energy and Industry, concerning a judicial review of a final order made pursuant to section 26(3) of the National Security and Investment Act 2021 (NSIA 2021) made by the Secretary of State for Business, Energy and Industrial Strategy requiring LetterOne to sell broadband business Upp Corp Ltd on national security grounds (Final Order). The High Court dismissed the challenge.