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Listing Rules
The UK Listing Rules (UKLR) are a set of regulations applicable to any company listed on a United Kingdom stock exchange, subject to the oversight of the Financial Conduct Authority (FCA). The UK Listing Rules set out mandatory standards for any company wishing to list its shares or securities for sale to the public, including principles on executive pay and the requirement to comply or explain noncompliance with the UK Corporate Governance Code, the requirements of information in a prospectus before an initial public offering of shares, new share offers, rights issues, disclosure of price sensitive information, or takeover bids for companies. History The London Stock Exchange has had a long tradition of self-regulation. Previous versions of the same kinds of rules were known as the rules on "Admission of Securities to Quotations" or "Admission of Securities to Listing". By 2011, the former UK Listing Authority was part of the government-appointed Financial Services Authority. ...
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United Kingdom
The United Kingdom of Great Britain and Northern Ireland, commonly known as the United Kingdom (UK) or Britain, is a country in Northwestern Europe, off the coast of European mainland, the continental mainland. It comprises England, Scotland, Wales and Northern Ireland. The UK includes the island of Great Britain, the north-eastern part of the island of Ireland, and most of List of islands of the United Kingdom, the smaller islands within the British Isles, covering . Northern Ireland shares Republic of Ireland–United Kingdom border, a land border with the Republic of Ireland; otherwise, the UK is surrounded by the Atlantic Ocean, the North Sea, the English Channel, the Celtic Sea and the Irish Sea. It maintains sovereignty over the British Overseas Territories, which are located across various oceans and seas globally. The UK had an estimated population of over 68.2 million people in 2023. The capital and largest city of both England and the UK is London. The cities o ...
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Closed-end Fund
A closed-end fund (CEF), also known as a closed-end mutual fund, is an investment vehicle fund that raises capital by issuing a fixed number of shares at its inception, and then invests that capital in financial assets such as stocks and bonds. After inception it is closed to new capital, although fund managers sometimes employ leverage. Investors can buy and sell the existing shares in secondary markets. CEFs are the oldest form of pooled investment still used in the United States, dating to the 1800s. In the United States, closed-end funds sold publicly must be registered under both the Securities Act of 1933 and the Investment Company Act of 1940. U.S.-based closed-end funds are referred to under the law as ''closed-end companies'' and form one of three SEC-recognized types of investment companies along with mutual funds and unit investment trusts. Like their better-known open-ended cousins, closed-end funds are usually sponsored by a fund management company. The fund's ...
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US Corporate Law
United States corporate law regulates the governance, finance and power of corporations in US law. Every state and territory has its own basic corporate code, while federal law creates minimum standards for trade in company shares and governance rights, found mostly in the Securities Act of 1933 and the Securities and Exchange Act of 1934, as amended by laws like the Sarbanes–Oxley Act of 2002 and the Dodd–Frank Wall Street Reform and Consumer Protection Act. The US Constitution was interpreted by the US Supreme Court to allow corporations to incorporate in the state of their choice, regardless of where their headquarters are. Over the 20th century, most major corporations incorporated under the Delaware General Corporation Law, which offered lower corporate taxes, fewer shareholder rights against directors, and developed a specialized court and legal profession. Nevada has attempted to do the same. Twenty-four states follow the Model Business Corporation Act, while New ...
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UK Company Law
British company law regulates corporations formed under the Companies Act 2006. Also governed by the Insolvency Act 1986, the UK Corporate Governance Code, European Union Directive (European Union), Directives and court cases, the company is the primary legal vehicle to organise and run business. Tracing their modern history to the late Industrial Revolution, public companies now employ more people and generate more of wealth in the United Kingdom economy than any other form of organisation. The United Kingdom was the first country to draft modern corporation statutes, where through a simple registration procedure any investors could incorporate, limit liability to their commercial creditors in the event of business insolvency, and where management was delegated to a centralised board of directors. An influential model within Europe, the Commonwealth of Nations, Commonwealth and as an international standard setter, British law has always given people broad freedom to design the i ...
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Option (finance)
In finance, an option is a contract which conveys to its owner, the ''holder'', the right, but not the obligation, to buy or sell a specific quantity of an underlying asset or instrument at a specified strike price on or before a specified date, depending on the style of the option. Options are typically acquired by purchase, as a form of compensation, or as part of a complex financial transaction. Thus, they are also a form of asset (or contingent liability) and have a valuation that may depend on a complex relationship between underlying asset price, time until expiration, market volatility, the risk-free rate of interest, and the strike price of the option. Options may be traded between private parties in '' over-the-counter'' (OTC) transactions, or they may be exchange-traded in live, public markets in the form of standardized contracts. Definition and application An option is a contract that allows the holder the right to buy or sell an underlying asset or financia ...
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Warrant (finance)
In finance, a warrant is a Security (finance), security that entitles the holder to buy or sell stock, typically the stock of the issuing company, at a fixed price called the exercise price. Warrants and option (finance), options are similar in that the two contractual financial instruments allow the holder special rights to buy securities. Both are discretionary, and have expiration dates. They differ mainly in that warrants are only issued by specific authorized institutions (typically the corporation on which the warrant is based), and in certain technical aspects of their trading and exercise. Warrants are frequently attached to Bond (finance), bonds or preferred stock as a sweetener, allowing the issuer to pay lower interest rates or dividends. They can be used to enhance the Yield (finance), yield of the bonds and make them more attractive to potential buyers. Warrants can also be used in private equity deals. Frequently, these warrants are detachable, and can be sold inde ...
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Derivative (finance)
In finance, a derivative is a contract between a buyer and a seller. The derivative can take various forms, depending on the transaction, but every derivative has the following four elements: # an item (the "underlier") that can or must be bought or sold, # a future act which must occur (such as a sale or purchase of the underlier), # a price at which the future transaction must take place, and # a future date by which the act (such as a purchase or sale) must take place. A derivative's value depends on the performance of the underlier, which can be a commodity (for example, corn or oil), a financial instrument (e.g. a stock or a bond), price index, a price index, a currency, or an interest rate. Derivatives can be used to insure against price movements (Hedge (finance)#Etymology, hedging), increase exposure to price movements for speculation, or get access to otherwise hard-to-trade assets or markets. Most derivatives are price guarantees. But some are based on an event or p ...
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Debt
Debt is an obligation that requires one party, the debtor, to pay money Loan, borrowed or otherwise withheld from another party, the creditor. Debt may be owed by a sovereign state or country, local government, company, or an individual. Commercial debt is generally subject to contractual terms regarding the amount and timing of repayments of #Principal, principal and interest. Loans, bond (finance), bonds, notes, and Mortgage loan, mortgages are all types of debt. In financial accounting, debt is a type of financial transaction, as distinct from equity (finance), equity. The term can also be used metaphorically to cover morality, moral obligations and other interactions not based on a monetary value. For example, in Western cultures, a person who has been helped by a second person is sometimes said to owe a "debt of gratitude" to the second person. Etymology The English term "debt" was first used in the late 13th century and comes by way of Old French from the Latin verb ' ...
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Non-voting Stock
Non-voting stock is the stock that provides the shareholder very little or no vote on corporate matters, such as election of the board of directors or mergers. This type of share is usually implemented for individuals who want to invest in the company's profitability and success at the expense of voting rights in the direction of the company. The investors still get dividends and can participate in capital gains as the shares can be bought and sold in the same way as normal shares. Preferred stock typically has non-voting qualities. Many countries such as Germany, Russia, the United Kingdom and other commonwealth realms have laws or policies against multiple/non-voting stock. In the US, not all corporations offer voting stock and non-voting stock, nor do all stocks usually have equal voting power. Warren Buffett's Berkshire Hathaway corporation has two classes of stocks, Class A voting stock () and Class B non-voting stock (). The Class B stock carries 1/10,000th of the voting righ ...
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Depositary Receipts
A depositary receipt (DR) is a negotiable financial instrument issued by a bank to represent a foreign company's publicly traded securities. The depositary receipt trades on a local stock exchange. Depositary receipts facilitates buying shares in foreign companies, because the shares do not have to leave the home country. Depositary receipts that are listed and traded in the United States are American depositary receipts (ADRs). European banks issue European depositary receipts (EDRs), and other banks issue global depository receipts (GDRs). How it works A depositary receipt typically requires a company to meet a stock exchange’s specific rules before listing its stock for sale. For example, a company must transfer shares to a brokerage house in its home country. Upon receipt, the brokerage uses a custodian connected to the international stock exchange for selling the depositary receipts. This connection ensures that the shares of stock actually exist and no manipulation oc ...
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Cross Listing
Cross-listing (or multi-listing, or interlisting) of shares is when a firm lists its equity shares on one or more foreign stock exchange in addition to its domestic exchange. To be cross-listed, a company must thus comply with the requirements of all the stock exchanges in which it is listed, such as filing. Cross-listing should not be confused with other methods that allow a company's stock to be traded in two different exchanges, such as: * Dual listed companies, where two distinct companies (with separate stocks listed on different exchanges) function as one company. * Depositary receipts, which are only a representation of the stock, issued by a third-party bank rather than by the company itself. However, in practice the two terms are often used interchangeably. * ''Admitted for trading'', where a foreign share is accessible in a different market through an exchange convention and not actually registered within that different market. Generally such a company's primary listin ...
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Shell Corporation
A shell corporation is a company or corporation with no significant assets or operations often formed to obtain financing before beginning business. Shell companies were primarily vehicles for lawfully hiding the identity of their beneficial owners, and this is still the defining feature of shell companies due to the loopholes in the global corporate transparency initiatives. It may hold passive investments or be the registered owner of assets, such as intellectual property, or ships. Shell companies may be registered to the address of a company that provides a service setting up shell companies, and which may act as the agent for receipt of legal correspondence (such as an accountant or lawyer). The company may serve as a vehicle for business transactions without itself having any significant assets or operations. Shell companies are used for legitimate purposes but can be used for tax evasion, tax avoidance, money laundering, to dodge current or future lawsuits or to achi ...
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