Corporate Law Update: 9 - 15 December 2023

15 December 2023

This week:

FRC publishes report and recommendations on structured digital reporting

The Financial Reporting Council (FRC) has published a short review of structured financial reporting by companies admitted to regulated markets in the UK, along with recommendations for improvement.

Under the Disclosure Guidance and Transparency Rules (DTR) of the Financial Conduct Authority (FCA), a company whose securities are admitted to a UK regulated market (such as the London Stock Exchange Main Market) is required to prepare its annual financial statements in a structured digital format (including using iXBRL tagging) under the UK’s Single Electronic Format (UKSEF) rules.

The report is based on a review of 50 reports filed to the FCA’s National Storage Mechanism during the second year of mandatory reporting under UKSEF.

Read the FRC’s report on structured digital reporting

Takeover Code changes come into force

Changes to the Takeover Code, which regulates mergers and takeovers of public companies in the UK and certain other jurisdictions, came into effect on 11 December 2023.

The Panel has introduced non-material changes to Rule 21.1 of the Code, which prohibits a target company from taking actions designed to frustrate an offer (so-called poison pill tactics).

There are also small changes to Rules 21.3 (which deals with equality of information on competing offers) and 21.4 (which deals with management buy-outs).

The Panel has published an updated version of the Takeover Code incorporating the changes.

The Panel has also published a new Practice Statement 34 with guidance on various aspects of Rule 21.1 of the Takeover Code, and it has withdrawn Practice Statement 32.

Read about the changes to Rule 21.1 of the Takeover Code in our previous Corporate Law Update

Read Takeover Panel Statement 2023/15 on the changes to the Takeover Code (opens PDF)

Access the updated Takeover Code

Read Takeover Panel Practice Statement 34