The UK’s financial watchdog has announced plans to shake up its rules in a bid to attract more companies to list shares on UK stock markets. The Financial Conduct Authority (FCA) said its proposals would simplify regulations to make the UK “more competitive” with stock markets abroad. But there are concerns the changes could erode shareholders’ rights. The move comes after British tech firm Arm and other businesses have shunned the UK and chosen to list in the US. Arm’s decision raised concerns over the attractiveness of the UK’s stock markets. The FCA’s proposals include replacing two listing categories with one single one and removing the requirement for shareholders to have a vote on transactions such as acquisitions. While the UK has been Europe’s biggest financial hub for many years, listings in the country have dropped by 40% since 2008, according to a government review.
The revamp of the listing rules also comes after the boss of Microsoft hit out at the UK after the firm was blocked from buying US gaming firm Activision. He claimed the EU was a better place to start a business. With the government making one of its post-Brexit goals to bring in a “light-touch” set of rules for science and technology to encourage economic growth, companies deciding the list abroad and British firms being taken over by overseas ones has stoked fears that the UK is not as attractive. Listing a firm on a stock exchange takes it from being a private to a public company, with investors able to buy and sell shares of a company’s stock on specific exchanges. Companies often list on stock exchanges to gain access to a wide range of investors.
The FCA said it wanted to make the listing regime, which are the rules companies must follow to be allowed to list their shares in the UK, “more effective, easier to understand and more competitive”. It said the current regulations had been seen by some as “too complicated and onerous”, though it pointed out decision by firms to list is based on more factors than regulation alone, such as taxation and investment opportunities.
The changes to the rulebook includes replacing existing “standard” and “premium” listing categories with one single category and set of requirements. It would mean eligibility requirements that can deter start-ups and newer companies are removed, the FCA said. Currently, businesses wanting to list shares on any of the FTSE indexes – which include some of the largest global firms – have to hold a premium listing and are required to comply with the UK’s highest standards of regulation and pay substantial costs. The FCA has also proposed the removal of mandatory shareholder votes on transactions such as acquisitions to reduce frictions to companies pursuing their business strategies.
‘Rebalance rules’
Nikhil Rathi, chief executive of the FCA, said the reforms would “rebalance” the burden of regulation to benefit listed companies and investors. “We want to encourage more companies to list and grow in the UK, versus other highly competitive international markets,” he added. But Mr Rathi said while regulation “plays an important part” in where a company lists, it would be “influenced by many factors so substantive change will require a concerted effort from government and industry as well”. Investment groups broadly welcomed the plans, but there were warnings that the current proposals could erode shareholders’ rights and undermine market standards. Richard Wilson, chief executive of interactive investor, said his firm “strongly” supported the principles of reforming the listing rules, but said “eroding shareholder rights risks undermining market standards, and this is not the right answer”. He warned that removing mandatory shareholder votes on transactions was a “major red flag”.
Anne Fairweather, head of government affairs and public policy at investment company Hargreaves Lansdown, said the move from the FCA was “welcome”, but said there needed to be consideration over the impact removing some investors’ rights would have. “A focus on disclosure and engagement of investors, rather than reems of paper in a prospectus which aren’t read, is welcome,” she added. Andrew Griffith, Economic Secretary to the Treasury, said the proposals were an “important step forward” in improving the international competitiveness of the UK. “We are the largest financial centre outside the US but we recognise that companies and investors have a choice and it is important our rule book keeps pace with practices elsewhere whilst still benefiting from the high-quality reputation of our markets,” he said.
