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The UK Listing Rules (UKLR) are a set of regulations applicable to any company listed on a
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, Scotlan ...
stock exchange A stock exchange, securities exchange, or bourse is an exchange where stockbrokers and traders can buy and sell securities, such as shares of stock, bonds and other financial instruments. Stock exchanges may also provide facilities for ...
, subject to the oversight of the
Financial Conduct Authority The Financial Conduct Authority (FCA) is a financial regulatory body in the United Kingdom. It operates independently of the UK Government and is financed by charging fees to members of the financial services industry. The FCA regulates financi ...
(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 Executive compensation is composed of both the financial compensation (executive pay) and other non-financial benefits received by an executive from their employing firm in return for their service. It is typically a mixture of fixed salary, varia ...
and the requirement to comply or explain noncompliance with the
UK Corporate Governance Code The UK Corporate Governance code, formerly known as the Combined Code (from here on referred to as "the Code") is a part of UK company law with a set of principles of good corporate governance aimed at companies listed on the London Stock Exchang ...
, the requirements of information in a prospectus before an
initial public offering An initial public offering (IPO) or stock launch is a public offering in which shares of a company are sold to institutional investors and usually also to retail (individual) investors. An IPO is typically underwritten by one or more investm ...
of shares, new share offers, rights issues, disclosure of price sensitive information, or
takeover In business, a takeover is the purchase of one company (the ''target'') by another (the ''acquirer'' or ''bidder''). In the UK, the term refers to the acquisition of a public company whose shares are publicly listed, in contrast to the acquisi ...
bids for companies.


History

The
London Stock Exchange The London Stock Exchange (LSE) is a stock exchange based in London, England. the total market value of all companies trading on the LSE stood at US$3.42 trillion. Its current premises are situated in Paternoster Square close to St Paul's Cath ...
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 The Financial Services Authority (FSA) was a quasi-judicial body accountable for the regulation of the financial services industry in the United Kingdom between 2001 and 2013. It was founded as the Securities and Investments Board (SIB) in 1985 ...
. After the FSA's abolition in 2013, it became part of the newly formed
Financial Conduct Authority The Financial Conduct Authority (FCA) is a financial regulatory body in the United Kingdom. It operates independently of the UK Government and is financed by charging fees to members of the financial services industry. The FCA regulates financi ...
, and since 2017 reference to the UKLA as a separate body has been phased out. In July 2024, the Listing Rules were overhauled and simplified, the biggest change in over 30 years.


List of Rules

*UKLR 1, Preliminary: all securities *UKLR 2, Listing Principles *UKLR 3, Requirements for listing: all securities *UKLR 4, Sponsors: responsibilities of issuers *UKLR 5, Equity shares (commercial companies): requirements for admission to listing *UKLR 6, Equity shares (commercial companies): continuing obligations *UKLR 7, Equity shares (commercial companies): significant transactions and
reverse takeover A reverse takeover (RTO), reverse merger, or reverse IPO is the acquisition of a public company by a private company so that the private company can bypass the lengthy and complex process of going public. Sometimes, conversely, the public compa ...
s *UKLR 8, Equity shares (commercial companies): related party transactions *UKLR 9, Equity shares (commercial companies): further issuances, dealing in own securities and
treasury shares A treasury stock or reacquired stock is stock which is bought back by the issuing company, reducing the amount of outstanding stock on the open market ("open market" including insiders' holdings). Stock repurchases are used as a tax efficien ...
*UKLR 10, Equity shares (commercial companies): contents of circulars *UKLR 11, Closed-ended investment funds: requirements for listing and continuing obligations *UKLR 12, Open-ended investment companies: requirements for listing and continuing obligations *UKLR 13, Equity shares ( shell companies): requirements for listing and continuing obligations *UKLR 14, Equity shares (international commercial companies secondary listing): requirements for listing and continuing obligations *UKLR 15, Certificates representing certain securities ( depositary receipts): requirements for listing and continuing obligations *UKLR 16, Non-equity shares and non-voting equity shares: requirements for listing and continuing obligations *UKLR 17,
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. Co ...
and debt-like securities: continuing obligations *UKLR 18, Securitised
derivative In mathematics, the derivative is a fundamental tool that quantifies the sensitivity to change of a function's output with respect to its input. The derivative of a function of a single variable at a chosen input value, when it exists, is t ...
s: requirements for listing and continuing obligations *UKLR 19, Warrants, options and other miscellaneous securities: continuing obligations *UKLR 20, Admission to listing: processes and procedures *UKLR 21, Suspending, cancelling and restoring listing and transfer between listing categories: all securities *UKLR 22, Equity shares (transition): continuing obligations *UKLR 23, Listing particulars for professional securities market and certain other securities: all securities *UKLR 24, Sponsors In addition, there are 10 transitional provisions.


See also

*
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 th ...
*
London Stock Exchange The London Stock Exchange (LSE) is a stock exchange based in London, England. the total market value of all companies trading on the LSE stood at US$3.42 trillion. Its current premises are situated in Paternoster Square close to St Paul's Cath ...
*
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 governa ...
* NYSE Listed Company Manual
here


Notes

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External links


The Listing Rules, in the FCA HandbookHistorical Listing Rules
United Kingdom company law