| 1 | When is a prospectus required? This practice note considers when a prospectus is required under the Financial Services and Markets Act 2000, the available exemptions and also when a supplementary prospectus is required. It contains a table towards the end of the note setting out the prospectus requirements for certain corporate transactions including an IPO and various secondary share issues. | Practice notes | Maintained |
| 2 | What's Market: Secondary issues | Practice notes | Maintained |
| 3 | What's Market: Rights issues | Practice notes | Maintained |
| 4 | What's Market: Placings | Practice notes | Maintained |
| 5 | What's Market: Open offers | Practice notes | Maintained |
| 6 | What's Market: Cash box placings | Practice notes | Maintained |
| 7 | What's Market (UK): recent deals published A practice note listing the recent deals published on What's Market. | Practice notes | Maintained |
| 8 | Verification: secondary issues The purpose of undertaking a verification exercise is to help ensure that statements in a shareholder circular (including a prospectus) which investors might rely on are true, accurate and not misleading. This practice note looks at the reasons for verification, the forms which it can take, who should be involved and its limitations. | Practice notes | Maintained |
| 9 | US securities laws: Introduction to US registered and ... This note compares registered and unregistered offerings of securities in the US (and outside the US under Regulation S). It gives a general overview of these offerings for non-US companies. It discusses the main advantages and disadvantages of registered and unregistered offerings, key issues to be aware of when conducting a registered offering, and the basic requirements of the three main unregistered offering exemptions and safe harbours (Rule 144A, Section 4(a)(2) (formerly Section 4(2)) and Regulation D, and Regulation S). It also discusses the special accommodations available to non-US companies that qualify as "emerging growth companies" under the US Jumpstart Our Business Startups Act of 2012 (JOBS Act). | Practice notes | Maintained |
| 10 | UKLA procedural and technical notes: destination table A destination table showing the location of items from the UKLA technical and procedural notes (published or endorsed on or around 7 October 2010) in the new UKLA technical and procedural notes published on 7 December 2012. | Practice notes | 07-Dec-2012 |
| 11 | Trombone rights issues The structure and reasons for making a trombone rights issue. | Practice notes | Maintained |
| 12 | The role of the investment bank: secondary issues In a secondary issue requiring a prospectus, an investment bank acting for a company will often fulfil a tri-partite role: financial adviser, sponsor and underwriter. Where the secondary issue involves a simple cash placing which does not require a prospectus or Class 1 circular, the investment bank will act as financial adviser only. This practice note looks at the duties and responsibilities of the investment bank in various circumstances. | Practice notes | Maintained |
| 13 | Tax on chargeable gains: general principles This note is a general summary of the UK rules applying to the taxation of chargeable gains. It describes what chargeable gains are, what assets are affected, when disposals arise, the way in which gains are calculated and the manner in which they are taxed, exceptions from taxation, anti-avoidance rules and how allowable losses may be used. This note is intended as a general overview, so you should be aware that the tax treatment in a particular case may differ from the general position described in this note. | Practice notes | Maintained |
| 14 | Tax legislation tracker: owner-managed business A document tracking the development of certain notable pieces of proposed new legislation relating to the taxation of owner-managed businesses. | Practice notes | Maintained |
| 15 | Tax legislation tracker: corporate A document tracking the development of certain notable pieces of proposed new legislation relating to corporate taxation. | Practice notes | Maintained |
| 16 | Tax legislation tracker: archive A document containing items formerly found in PLC Tax legislation trackers but that are now in force. | Practice notes | Maintained |
| 17 | Stamp duty reserve tax This practice note considers the practical impact of stamp duty reserve tax in the context of commercial transactions. NOTE: This resource is being reviewed in light of the 2013 Budget. For more information, see Legal update, 2013 Budget: key business tax announcements. | Practice notes | Maintained |
| 18 | Short selling: regulation and disclosure An overview of the UK, European and US restrictions on short selling relating to equity financial instruments. | Practice notes | Maintained |
| 19 | Share issues: tax An issue of shares may be structured in a number of ways. This note outlines the different structures and then considers the main tax issues by reference to each of the relevant taxes: corporation tax, capital gains tax, income tax, value added tax, stamp duty and stamp duty reserve tax. | Practice notes | Maintained |
| 20 | Secondary issues: overseas shareholders: United States The considerations involved where a UK company with US shareholders carries out a secondary issue. | Practice notes | 01-Oct-2006 |
| 21 | Secondary issues: overseas shareholders: Spain The considerations involved where a UK company with Spanish shareholders carries out a secondary issue of securities. | Practice notes | 11-Dec-2009 |
| 22 | Secondary issues: overseas shareholders: South Africa The considerations involved where a UK company with South African shareholders carries out a secondary issue. | Practice notes | 29-Sep-2006 |
| 23 | Secondary issues: overseas shareholders: Japan The considerations involved where a UK company with Japanese shareholders carries out a secondary issue. | Practice notes | 22-Jan-2010 |
| 24 | Secondary issues: overseas shareholders: Italy The considerations involved where a UK company with Italian shareholders carries out a secondary issue. | Practice notes | 01-Oct-2006 |
| 25 | Secondary issues: overseas shareholders: Ireland The considerations involved where a UK company with Irish shareholders carries out a secondary issue. | Practice notes | 01-Oct-2006 |
| 26 | Secondary issues: overseas shareholders: Germany The considerations involved where a UK company with German shareholders carries out a secondary issue. | Practice notes | 19-May-2008 |
| 27 | Secondary issues: overseas shareholders: France The considerations involved where a UK company with French shareholders carries out a secondary issue. | Practice notes | 22-May-2008 |
| 28 | Secondary issues: overseas shareholders: Canada The considerations involved where a UK company with Canadian shareholders carries out a secondary issue of securities. | Practice notes | 28-Sep-2006 |
| 29 | Secondary issues: overseas shareholders: Australia The considerations involved where a UK company with Australian shareholders carries out a secondary issue of securities. | Practice notes | 21-May-2008 |
| 30 | Secondary issues and acquisitions: cash box and vendor ... This article explains the cash box structure and examines why it would be used by a listed company that wishes to issue new ordinary shares. It also looks at vendor placings, when they might be used and advantages and disadvantages. | Practice notes | Maintained |
| 31 | Scrip dividends and dividend reinvestment plans: tax A practice note on the tax treatment of scrip dividends and dividend reinvestment plans (DRIPs). | Practice notes | Maintained |
| 32 | Rights issues: overseas shareholders: Australia The considerations involved where a UK company with Australian shareholders carries out a rights issue. | Practice notes | 06-Feb-2006 |
| 33 | Rights issues: notification of major shareholdings under DTR ... This note considers the requirements for the notification of major shareholdings in chapter 5 of the FCA's Disclosure Rules and Transparency Rules in relation to a rights issue. | Practice notes | Maintained |
| 34 | Rights issues, open offers and placings: employee share ... This note considers the impact of a rights issue, open offer or placing on the share option schemes, share incentive plans and other employee share schemes operated by a listed company. | Practice notes | Maintained |
| 35 | Prospectus Rules know-how: PR App 3 (Schedules and ... This note provides access to know-how relating to Annexes I to III, X and XXII of the Prospectus Regulation, as set out in Appendix 3 of the Prospectus Rules, giving links to the Appendix and a summary of and links to know-how which may assist with the interpretation and understanding of the relevant provisions. | Practice notes | Maintained |
| 36 | Prospectus Rules know-how: PR 5 (Other provisions) This note provides access to know-how relating to Chapter 5 of the Prospectus Rules, giving links to the underlying rules and a summary of and links to know-how which may assist with the interpretation and understanding of those rules. | Practice notes | Maintained |
| 37 | Prospectus Rules know-how: PR 4 (Use of languages and ... This note provides access to know-how relating to Chapter 4 of the Prospectus Rules, giving links to the underlying rules and a summary of and links to know-how which may assist with the interpretation and understanding of those rules. | Practice notes | Maintained |
| 38 | Prospectus Rules know-how: PR 3 (Approval and publication ... This note provides access to know-how relating to Chapter 3 of the Prospectus Rules, giving links to the underlying rules and a summary of and links to know-how which may assist with the interpretation and understanding of those rules. | Practice notes | Maintained |
| 39 | Prospectus Rules know-how: PR 2 (Drawing up the ... This note provides access to know-how relating to Chapter 2 of the Prospectus Rules, giving links to the underlying rules and a summary of and links to know-how which may assist with the interpretation and understanding of those rules. | Practice notes | Maintained |
| 40 | Prospectus Rules know-how: PR 1 (Preliminary) This note provides access to know-how relating to Chapter 1 of the Prospectus Rules, giving links to the underlying rules and a summary of and links to know-how which may assist with the interpretation and understanding of those rules. | Practice notes | Maintained |
| 41 | Proportionate disclosure regime An overview of the proportionate disclosure regime for prospectuses under the Prospectus Directive. | Practice notes | Maintained |
| 42 | Placings and open offers This article introduces and covers the principal points arising from an issue of shares by way of a placing and open offer. It assumes that the issuing company is a public company whose existing shares are already admitted to the Official List of the Financial Conduct Authority (FCA) with a premium listing and to trading on the London Stock Exchange's main market for listed securities. | Practice notes | Maintained |
| 43 | LR know-how: LR 9 (Continuing obligations) This note provides access to know-how relating to Chapter 9 of the Listing Rules (LR 9), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 44 | LR know-how: LR 8 (Sponsors: Premium listing) This note provides access to know-how relating to Chapter 8 of the Listing Rules (LR 8), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 45 | LR know-how: LR 6 (Additional requirements for premium ... This note provides access to know-how relating to Chapter 6 of the Listing Rules (LR 6), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 46 | LR know-how: LR 2 (Requirements for listing: All securities) This note provides access to know-how relating to Chapter 2 of the Listing Rules (LR 2), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 47 | LR know-how: LR 15 (Closed-Ended Investment Funds ... This note provides access to know-how relating to Chapter 15 of the Listing Rules (LR 15), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 48 | LR know-how: LR 11 (Related party transactions: Premium ... This note provides access to know-how relating to Chapter 11 of the Listing Rules (LR 11), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 49 | LR know-how: LR 10 (Significant transactions: Premium listing ... This note provides access to know-how relating to Chapter 10 of the Listing Rules (LR 10), giving links to the relevant provisions of the Listing Rules and a summary of, and links to, know-how that may assist with the interpretation and understanding of those provisions. | Practice notes | Maintained |
| 50 | Income tax: use of losses This note is a general summary of how losses may be used under the UK income tax rules. It also provides links to notes describing other aspects of the UK income tax rules, such as how income is taxed and exemptions from income tax. | Practice notes | Maintained |
| 51 | Income tax: general principles This note is a general summary of the principles underpinning UK income tax. It describes what income is and how it is taxed. It also provides links to notes describing other aspects of the UK income tax rules, such as calculation of income and exemptions from income tax. | Practice notes | Maintained |
| 52 | Income tax: exemptions and reliefs This note is a general summary of exemptions and relief from UK income tax. It also provides links to notes describing other aspects of the UK income tax rules, such as how income is calculated for income tax purposes and how income is taxed. | Practice notes | Maintained |
| 53 | Income tax: calculation of income profits This note is a general summary of the rules for calculating income for the purposes of UK income tax. It also provides links to notes describing other aspects of the UK income tax rules, such as how income is taxed and exemptions from income tax. | Practice notes | Maintained |
| 54 | Income tax: anti-avoidance and secondary liability This note is a general summary of the anti-avoidance rules applying for the purposes of UK income tax and the situations in which one person may be liable for income tax primarily chargeable to another person. It also provides links to notes describing other aspects of the UK income tax rules, such as how income is taxed and exemptions from income tax. | Practice notes | Maintained |
| 55 | Guide to UKLA technical and procedural notes A table showing the main items covered in the UKLA technical and procedural notes published in the UKLA Knowledge Base. | Practice notes | Maintained |
| 56 | DTR know-how: DTR 5 Know-how relating to DTR 5. Includes links to the underlying rules and links to documents which may help interpretation of the relevant rules. | Practice notes | Maintained |
| 57 | Dividends: tax A practice note on the tax treatment of dividends. | Practice notes | Maintained |
| 58 | Direct taxes This practice note gives an overview of direct taxes in the UK tax regime. It covers income tax, corporation tax and capital gains tax. It discusses the principles of calculation, rates, payment and compliance, and reliefs (such as capital allowances and research and development (R&D) relief). | Practice notes | Maintained |
| 59 | CREST: rights issues An examination of the issues arising when handling rights issue acceptances through the CREST system. | Practice notes | Maintained |
| 60 | CREST: open offers An examination of the issues arising when handling open offer acceptances through CREST systems. | Practice notes | Maintained |
| 61 | Comparative table of secondary issues Tables comparing the key features of the principal types of secondary issues of shares by companies with a premium listing. | Practice notes | Maintained |
| 62 | An introduction to CREST An introduction to the CREST electronic settlement system and to the holding of shares in CREST. | Practice notes | Maintained |
| 63 | A toolkit for a rights issue: general meeting required Note outlining the procedure for a UK issuer with a premium listing undertaking a rights issue where shareholder approval is required. | Practice notes | Maintained |
| 64 | Taper relief: overview This note is a brief overview of the key features of capital gains tax (CGT) taper relief as it applied to shares and securities. Taper relief was available to individuals, personal representatives and trustees.Taper relief has been abolished for disposals made on or after 6 April 2008 (see paragraphs 23 to 56 of Schedule 2 to the Finance Act 2008). Taper relief does not apply to deferred gains which come into charge after 5 April 2008. | Practice note: overview | 05-Apr-2008 |
| 65 | Rights issues: overview The overview looks at what a rights issue is, explains the principal steps involved for a company with a premium listing of equity shares and looks briefly at other methods for UK listed companies to raise money in the equity markets. | Practice note: overview | Maintained |
| 66 | Rights issues and secondary issues: tax overview A discussion of some of the main tax issues in relation to a secondary issue of shares or loan stock. | Practice note: overview | Maintained |
| 67 | Prospectus Rules know-how: index A series of notes giving summaries of and links to know-how relating to provisions of the Prospectus Rules. | Practice note: overview | Maintained |
| 68 | Prospectus Directive: overview A brief introduction to the Prospectus Directive and its implementation in the UK and links to PLC resources on the Directive. | Practice note: overview | Maintained |
| 69 | Alternative structures for secondary issues: overview This practice note provides a brief overview of the different methods of issuing shares for cash for a company with a premium listing of equity shares, namely rights issues, open offers, placings, cash-box placings and vendor placings as well as how an accelerated bookbuild works. It also covers block trades, when a shareholder wants to sell a large block of the company's shares. | Practice note: overview | Maintained |
| 70 | Acquisition finance: funding sources for acquisitions This note considers the commercial factors that influence the buyer's choice of finance for an acquisition and analyses the most common forms of debt and equity finance. This practice note also contains a link to an overview of acquisition financing by equity and/or debt in the United States. | Practice note: overview | Maintained |