Hill Listings Review

The Chancellor should present an annual report to Parliament on the State of the City, setting out the steps that have been taken or are to be taken to promote the attractiveness of the UK as a well-regulated global financial centre, with dynamic capital markets and a strong ecosystem that attracts the growth companies of the future to list and grow here. Implementation: Commitment from HMT

Maintain the three-year track record requirement for the premium listing segment. Review the provisions for scientific research-based companies regarding revenue earning requirement to broaden their application to a wider range of high growth innovative, companies across a variety of sectors. Implementation: FCA, subject to consultation on Listing Rule changes

Amend the requirement for historical financial information covering at least 75% of an issuer's business for premium listings so that this test is only applicable to the most recent financial period within the three-year track record. Implementation: FCA, subject to consultation on Listing Rule changes

Consider how technology can be used to improve retail investor involvement in corporate actions and their undertaking of an appropriate stewardship role. Implementation: BEIS, with support from HMT and FCA

Consider how to improve the efficiency of further capital raising by listed companies by re-establishing the Rights Issue Review Group ("RIRG"). Reconsider its outstanding recommendations in terms of capital raising models used in other jurisdictions such as Australia, including in light of technological advances, in order to facilitate a quicker and more efficient process of raising capital for existing listed companies and more easily involve retail investors. Implementation: HMT, with support from BEIS and FCA

Review the relatively recently introduced conduct of business rules in the FCA Handbook relating to the inclusion of unconnected research analysts in an IPO process, which in practice mean an extra seven days being added to the public phase of the process. Implementation: FCA, subject to consultation on Handbook changes

Consider and act on industry concerns in relation to the wider financial ecosystem concerning: unlocking pension investment; competitive tax environment; SME research provision.

In the context of the Future Regulatory Framework Review, HMT should consider whether the current statutory objectives of the FCA provide it with sufficient scope to play its part in building an environment for companies looking to list which is not just well-regulated but also welcoming, supportive and dynamic – and in this context, it would be helpful if the FCA was also charged with the duty of taking expressly into account the UK's overall attractiveness as a place to do business. Implementation: HMT as part of the Future Regulatory Framework Review

Allow companies with dual class share structures to list in the premium listing segment but maintain high corporate governance standards by applying certain conditions. These would include: a maximum duration of five years; a maximum weighted voting ratio of 20:1; requiring holder(s) of B class shares to be a director of the company; voting matters being limited to ensuring the holder(s) are able to continue as a director and able to block a change of control of the company while the DCSS is in force; and limitations on transfer of the B class shares. Implementation: FCA, subject to consultation on Listing Rule changes

Rebrand and re-market the standard listing segment. Its name should be changed, for example to the Main Segment, or by simply referring to companies being admitted to the Official List either by way of a Chapter 6 listing (current premium) or a Chapter 14 listing (current standard). Encourage investor groups to develop guidelines on areas they see as particularly important to allow for companies on the rebooted segment to be index-eligible. Implementation: FCA, subject to consultation on Listing Rule changes, LSE, investor groups.

Reassess free float requirements to provide a better measure of liquidity at and following listing. Provide more clarity and choice for companies about how much free float they must have at IPO, by lowering the absolute requirement for free float to 15% and allowing more choice for companies of different sizes to use measures of liquidity other than an absolute free float percentage. Implementation: FCA, subject to consultation on Listing Rule changes

Revise the Listing Rules which can require trading to be suspended in the shares of special purpose acquisition companies ("SPACs") on announcement of a potential acquisition. Provide additional protections for shareholders at the time of the acquisition, such as a shareholder vote and redemption rights. Implementation: FCA, subject to consultation on Listing Rule changes

HMT should conduct a fundamental review of the prospectus regime, so that it fits better with both the breadth and maturity of UK capital markets and the evolution in the types of businesses coming to market as well as those that are already listed. Consideration should be given, as a minimum, to the following areas: changing prospectus requirements so that in future, admission to a regulated market and offers to the public are treated separately; changing how the prospectus exemption thresholds function so that documentation is only required where it is appropriate for the type of transaction being undertaken and suits the circumstances of capital issuance; use of alternative listing documentation where appropriate and possible, e.g. in the event of further issuance by an existing listed issuer on a regulated market. Implementation: HMT, requires legislative changes

Maintain the existing regime within the Listing Rules for secondary and dual listing. As part of the review of the prospectus regime, consider whether prospectuses drawn up under other jurisdictions' rules can be used to meet UK requirements. Implementation: HMT, requires legislative changes

Facilitate the provision of forward-looking information by issuers in prospectuses, by amending the liability regime for issuers and their directors. Implementation: HMT, requires legislative changes