On 27 April 2026, the Financial Conduct Authority (FCA) issued Primary Market Bulletin 63 (PMB 63).

In PMB 63 the FCA highlight:

  • Finalisation of Technical Note (TN) 717.3 on Sponsors’ Record Keeping Requirements: The FCA has finalised TN 717.3 following its guidance consultation on TN 717.2 in PMB 61, which was based on the final rules for the public offers and admissions to trading regime (POATR). The finalisation also reflects the amendment to the UK Listing Rules (UKLR) 24.4.25R(1)(a) consulted on in CP25/35.
  • Consultation on changes to TN 619.2 regarding working capital statement disclosures: The FCA is consulting on proposed changes to the guidance in TN 619.2 on disclosure requirements under the POATR regime relating specifically to working capital statement disclosures. Following earlier feedback on the PMB 58 consultation, the revised proposals include a new Guideline on basis of preparation disclosures (Guideline 33.1) and a new Guideline on the circumstances in which issuers may take into account financing under “uncommitted” facilities in their working capital calculations (Guideline 33.2). The deadline for comments on these proposals is 15 June 2026.
  • Handbook changes following Quarterly Consultation Papers (QCP): The FCA provides a summary of a series of minor amendments to the UKLR sourcebook and the Prospectus Rules: Admissions to Trading on a Regulated Market (PRM) sourcebook. Key changes include:
    • QCP No. 49 which extended the deadline for issuers to notify certain information to the market when undertaking transactions in their own securities, aligning the deadline more closely with the Market Abuse Regulation “safe harbour” disclosure requirement.
    • CP25/35 which consulted on streamlining the listing application processing for adding new securities to the Official List and made other minor changes to UKLR and the Glossary, with final rules published in the  April 2026 Handbook Notice. In addition, the FCA consulted on corrections and clarifications to PRM rules, clarifying that the mergers and divisions exemption applies only to equity securities and created a National Storage Mechanism filing requirement for certain notifications.
    • In February 2026, the FCA Board approved ad-hoc amendments to UKLR TP15 to address a gap in the position for securities issued before 19 January 2026 but not yet admitted to listing by that date.
    • The March 2026 QCP No. 51 consulted on removing the obligation in UKLR 6.4.4R(4) for issuers to notify changes in capital in the context of new equity issues or public offerings of existing equity securities, addressing overlapping requirements with PRM 1.6.4R. The FCA also consulted on additional PRM clarifications, including changes to the director/employee exemption in PRM 1.4.12R, amendments to the presentation requirements for protected forward-looking statements, and clarifications around the 3-day rule and supplements to base prospectuses. Finals rules from the March 2026 QCP No. 51 in respect of UKLR amendments were published in the April 2026 Handbook Notice, while the PRM amendments consulted on in CP26/8 are expected to be finalised in the July 2026 Handbook Notice.
  • Future intentions for further rule changes and guidance update: The FCA notes it may need to make further minor amendments as the regimes continue to be used in practice and intends to consult in Q4 2026 to address any additional issues. Market participants and advisers are encouraged to report potential “snagging” issues relating to the UKLR or PRM by the end of August 2026 for possible inclusion in a Q4 2026 consultation. The FCA also intends to consult on corresponding amendments to guidance in affected Technical Notes and Procedural Notes in its Knowledge Base via future PMBs.
  • Update on specialist issuers and climate-related disclosures: The FCA also provided an update on its work regarding disclosures applying to specialist issuers. The FCA set out that has analysed key disclosure documents to assess whether climate related information has been included and has engaged with international standard-setting bodies. Notably, the FCA has decided to pause policy work in this area pending the update of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code), to prevent potential fragmentation and regulatory arbitrage. The FCA also notes that more time is needed to understand fully the impact of the new POATR regime on climate-related disclosures. In the meantime, the FCA highlights that is has received broadly positive feedback about its recent changes to the POATR and reminds issuers that they should assess climate-related risks and opportunities and other sustainability considerations in informing their disclosures.