The UK Financial Conduct Authority (FCA) has published a letter addressed to asset management and alternative firms outlining its expectations ahead of the UK's transition from T+2 to a T+1 securities settlement cycle, effective from 11 October 2027. The FCA has identified that some small and medium-sized asset managers and alternative investment firms may not yet be fully aware of the operational changes required. As such, the FCA reiterates its expectations and urges all impacted firms to proactively assess their readiness. With two years remaining, firms are expected to plan now to ensure their settlement processes, particularly those reliant on manual workflows, are sufficiently automated to meet the demands of a shortened settlement cycle.

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The UK Financial Conduct Authority (FCA) has published Primary Market Bulletin 59 (PMB59). It begins with findings from a review of issuers' compliance with Article 17.4 of the UK Market Abuse Regulation (MAR) on delayed disclosure of inside information (DDII) under certain conditions. Notably, the FCA observed a 39% drop in DDII notifications, alongside an increase of approximately seven days in average delay periods compared to its previous review in November 2020. While this could be due to fewer instances of information being classified as inside information, or a reduced use of delayed disclosure rather than non-compliance, the FCA reminds issuers of their obligations under UK MAR, including timely DDII submissions and maintaining confidentiality.

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The UK Financial Conduct Authority (FCA) has published Primary Market Bulletin 58, setting out updates to its guidance in the Knowledge Base, in preparation for the new Public Offers and Admissions to Trading Regulations (POATRs) regime, which will take effect on 19 January 2026. Specifically, the FCA: (i) confirms that from 1 December, issuers will be able to submit draft prospectuses, registration documents, and other relevant materials for review, with a view to seeking formal approval on or after 19 January 2026. The FCA intends to publish updated forms and checklists on its webpage to accompany these submissions; and (ii) provides feedback on its consultation in PMB 57, finalising two technical notes, TN 710.2 (Sponsor Services: Principles for Sponsors) and TN 638.1 (Complex Financial Histories and Significant Financial Commitments).

Additionally, the FCA is consulting on new draft technical notes described in policy statement PS25/9, which are intended to take effect alongside the POATRs regime, proposes updates to 42 existing notes and the deletion of seven notes from the Knowledge Base. The deadline for comments on the four new technical notes and proposed updates to PN 902, TN 602, TN 619, TN 628, TN 801 and TN 802 is 5 December. For all other notes it is 21 November. The FCA plans to finalise these updates in a further Primary Market Bulletin to be published shortly before the new rules come into force in January 2026.

The European Securities and Markets Authority (ESMA) has published its second consolidated report on sanctions and measures imposed by national competent authorities in Member States in 2024. The report reveals that over 970 administrative sanctions and measures were issued in financial sectors under ESMA's remit, with the total aggregated value of administrative fines exceeding EUR100 million, an increase compared to 2023. The highest number of administrative sanctions and measures were imposed under the Market Abuse Regulation (MAR), the Markets in Financial Instruments Directive (MiFID) and the Markets in Financial Instruments Regulation (MiFIR).

The highest amounts of administrative fines for 2024 were imposed under MAR. The more granular data shows that over 60% of all administrative sanctions and measures imposed in 2024 were administrative fines, and 10% were issued using settlement procedures. ESMA also reports that no sanctions or measures were imposed under the Securities Financing Transactions Regulation (SFTR) or the Markets in Crypto-Assets Regulation (MiCAR), while a measure was issued for the first time under the European Crowdfunding Service Providers Regulation. ESMA highlights discrepancies in sanctioning powers across jurisdictions, including differences in the amounts of fines, number and types of sanctions and measures, and use of settlements.

The Joint Committee of the European Supervisory Authorities (comprising the European Banking Authority, European Insurance and Occupational Pensions Authority and European Securities and Markets Authority) (ESAs) have published their 2026 work programme, setting out key priorities for cross-sectoral collaboration for 2026.

The programme focuses on joint efforts in relation to:

• Digital Operational Resilience Act (DORA) – the ESAs will concentrate on the effective operation of the new oversight framework and work related to supervisory convergence of DORA. The ESAs will designate third-party providers critical (CTPPs) to the EU financial sector by the end of 2025 and will conduct risk assessments to outline individual annual oversight plans for each CTPP, complemented by a strategic multi-annual oversight plan.
• Consumer protection and financial innovation – in 2026, the ESAs expect to work on drafting regulatory technical standards based on the empowerments in the proposed amendments to the PRIIPs Regulation in the European Commission's (EC's) Retail Investment Strategy. Work on consumer confidence and protection will consider the EC's strategy to develop a Savings and Investment Union.

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The European Securities and Markets Authority (ESMA) has published its final report proposing the replacement of Commission Delegated Regulation (EU) 2016/1437, which sets out the regulatory technical standards (RTS) for the European Electronic Access Point (EEAP). The publication of the European Single Access Point (ESAP) Regulation and of the two Joint Committee implementing technical standards (ITS) on the ESAP make certain aspects of Commission Delegated Regulation (EU) 2016/1437 (the RTS on the EEAP) obsolete. It is therefore necessary to replace the RTS on the EEAP with an RTS whose content is aligned with the ESAP legislation to bring more legal certainty. The proposed RTS align the requirements which are currently in the RTS on the EEAP with the ITS on tasks of ESAP collection bodies and the ITS on ESAP functionalities, and therefore with the establishment of the ESAP project. It does this by cross-referring the relevant sections of the ESAP Regulation or of one of the two ITS. The report also includes a feedback statement following the consultation earlier this year. The draft RTS will now be submitted to the European Commission and are expected to apply from 10 July 2026.

The Public Offers and Admissions to Trading (Amendment and Consequential and Transitional Provisions) Regulations 2025 have been published, together with an explanatory memorandum. The Regulations make consequential amendments arising out of the commencement of provisions of the Public Offers and Admissions to Trading Regulations 2024 (POATRs), set out transitional provisions in relation to the new regulated activity introduced by the POATRs and make a minor amendment to the UK Financial Conduct Authority's (FCA) investigatory powers provided under the POATRs. The POATRs framework will replace the UK Prospectus Regulation once it takes effect in January 2026.

In particular:

• Regulation 2 substitutes regulation 44 of the POATRs, relating to the power of the FCA to appoint persons to carry out investigations concerning persons who are subject to requirements imposed by, or as a result of, the POATRs.
• Regulation 3 introduces the schedule to the Regulations which contains amendments to various primary legislation (part 1), assimilated direct legislation (part 2) and subordinate legislation (part 3), in connection with the POATRs.

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The UK Financial Conduct Authority (FCA) has published policy statement PS25/14, accompanied by a press release, setting out final rules to simplify and consolidate the definition of regulatory capital, also known as "own funds", for FCA investment firms under chapter MIFIDPRU 3 of its Handbook. The FCA will delete and replace the existing rules in MIFIDPRU 3 in their entirety. Following feedback to its April consultation, the FCA is removing all cross-references to the UK Capital Requirements Regulation from MIFIDPRU 3 and is establishing a standalone framework for regulatory capital tailored specifically to investment firms. The changes do not alter overall levels of regulatory capital firms must hold or require firms to alter their capital structures, but instead they clarify what qualifies as own funds, reduce unnecessary complexity of requirements and remove banking-specific provisions that are not relevant to investment firms. The new rules, set out in the "Definition Of Capital For Investment Firms Instrument 2025" in the Annex to PS25/14, will apply to all entities subject to MIFIDPRU, including MIFIDPRU investment firms, UK parent entities and parent undertakings subject to the Group Capital Test. For mixed groups containing FCA investment firms and PRA-regulated entities, the rules apply to the FCA investment firm on a solo basis. The new rules will come into force on 1 April 2026.

The European Banking Authority (EBA) and the European Securities and Markets Authority (ESMA) have published their joint final report on technical advice in response to the European Commission's Call for Advice on the Investment Firms Regulation (IFR) and the Investment Firms Directive (IFD). The report, mandated under Article 60 of the IFR and Article 66 of the IFD, proposes limited but targeted revisions to the existing prudential framework which has been deemed fit-for-purpose following feedback to its 2024 June discussion paper. The authorities make a series of 49 recommendations in the report, which aim to: (i) enhance the proportionality and functioning of the prudential framework; and (ii) improve the framework's ability to contribute to a level playing field among investment firms, and between investment firms and financial institutions that perform similar activities.

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The Financial Services and Markets Act 2023 (Commencement No.11 and Saving Provisions) Regulations 2025 were made and have been published. These Regulations are the eleventh commencement regulations made under the Financial Services and Markets Act 2023 (FSMA 2023). The Regulations continue the process of revoking certain pieces of retained EU law relating to financial services and restating them into UK domestic law, including through regulator-made rules. You may like to read our article "A boost for UK Financial Services" for further information.

In particular, these Regulations revoke the following:

• The UK MiFID Organisational Regulation (UK Commission Delegated Regulation (EU) 2017/565, otherwise known as the UK MiFID Org Regulation), on 23 October.
• The UK Prospectus Regulation ((EU) 2017/1129), on 19 January 2026.
• The UK PRIIPs Regulation (1286/2014), on 6 April 2026.

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HM Treasury has published its Terms of Reference for the UK Dematerialisation Market Action Taskforce (DMAT), which will act as a technical group supporting the delivery of the UK's paperless, fully digitised system of shareholding. The digitisation of the UK shareholding framework is being overseen by the Digitisation Taskforce, which published a final report in July, on the three step process by which the new system will be introduced. The Terms of Reference set out the objectives and timelines the DMAT should pursue in its oversight role, its governance and the criteria for establishing readiness for step 3 of the implementation process.

The European Banking Authority (EBA) has published its advice and recommendations to the European Commission, in response to the July 2023 Call for Advice (CfA) on the review and performance of the EU covered bond framework. The framework comprises the Covered Bond Directive (Directive 2019/2162) and Regulation 2019/2160 on exposures in the form of covered bonds amending the Capital Requirements Regulation. The EBA submitted its advice alongside a letter to John Berrigan, Director-General at DG FISMA. The EBA's recommendations are intended to: (i) harmonise further the EU covered bond framework; (ii) strengthen safeguards and disclosure in all national frameworks; (iii) simplify the framework by bringing the Covered Bond Directive into closer alignment with the Capital Requirements Regulation; and (iv) develop and expand the framework including with the introduction of a third-country equivalence regime.

The European Parliament (EP) has published a press release announcing it has voted to adopt a report on facilitating the financing of investments and reforms to boost European competitiveness and creating a Capital Markets Union (CMU). The report considers reforms that will form part of the European Commission's Savings and Investments Union (SIU). It has also published the text of the resolution that it has adopted on the report. The report sets out the views of the Committee on Economic and Monetary Affairs on measures intended to mobilise private investment and ease access to finance proposed by the Draghi report on the future of European competitiveness, which was published in September 2024. The European Commission subsequently adopted many of the proposals made in the Draghi report in its strategy for the SIU, which was published in March. ECON voted to adopt the report in June.

The UK Financial Conduct Authority has published its quarterly consultation paper No 49, accompanied by a new webpage, inviting key feedback on proposed amendments to its Handbook.
Key proposals include:

• Broadening the scope of the FCA's Decision Procedure and Penalties Manual on penalties policy to include the Private Intermittent Securities and Capital Exchange System (PISCES).
• Removing most statutory declarations from mutuals registration function forms to reduce the time and expense involved for mutual societies submitting applications to the FCA.

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The Bank of England has published a discussion paper (DP) setting out potential measures to enhance the resilience of the UK gilt repo market and support broader financial stability. Developed in consultation with the UK Financial Conduct Authority and informed by input from HM Treasury and the UK Debt Management Office, the DP reflects on insights from the Bank's System-wide Exploratory Scenario and considers international developments, most notably in the U.S., where the Securities and Exchange Commission (SEC) has mandated central clearing for most repo and cash US Treasury transactions by mid-2027. To strengthen the UK gilt repo market, the paper explores two primary options: (i) increasing central clearing of gilt repo transactions; and (ii) introducing minimum haircuts or margins on non-centrally cleared repos. These options aim to reduce counterparty credit risk and mitigate systemic vulnerabilities. The DP also considers additional measures that could improve market resilience, such as enhanced public and private counterparty disclosures. These could serve as alternatives to, or complement, the two core proposals. The deadline for responses is 28 November. Next steps will be considered closely with other UK authorities, with further consultation to follow should any measures be progressed.

The European Banking Authority has published single rulebook Q&A relating to the Securitisation Regulation. The answers to the questions were given by the European Commission. The Q&A cover:

• The use of conditional sale agreements to season assets by an originator instead of the originator purchasing the assets and then selling the same to a securitisation SPE (2021_5851).
• The meaning of "established in the Union" (2022_6539).
• Qualification of a branch as originator, designation of Competent Authority and compliance with STS requirements (2024_6984).

The UK Financial Conduct Authority (FCA) has published a new "Wholesale banks supervision" webpage which consolidates insights from the FCA's multi-firm and other supervisory work involving wholesale banks. The webpage covers a range of topics and the outcome of FCA multi-firm reviews, which we summarise here.

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The UK Financial Conduct Authority (FCA) has published Primary Market Bulletin 57 (PMB 57), setting out updates to its technical notes to reflect the implementation of the new UK Listing Regime (UKLR). Specifically, the FCA finalises five technical notes following its April consultation in PMB 55 and reconsults on TN 710 ('Sponsor Services: Principles for Sponsors'), previously consulted on in PMB 48 and PMB 53, seeking to clarify the scope of 'preparatory work' and sponsor obligations under UKLR 4.

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Following its November 2024 consultation, the Bank of England (BoE) has published final fundamental rules for financial market infrastructure firms (FMIs), a supervisory statement setting out how the BoE expects FMI to comply with the rules and a final policy statement providing its responses to the feedback to the November proposals. FMIs include central counterparties (CCPs), central securities depositories (CSDs) and recognised payment system operators. The final rules take effect on 18 July 2026. In response to consultation feedback, the BoE makes refinements to the policy which include.

• Clarification that FMIs are not expected to take actions to mitigate systemic risk if doing so would compromise their own resilience.
• Increased emphasis on the importance of transparency between FMIs with their participants to enhance effective risk management.
• Clarification on the application of the fundamental rules to activities conducted at the group level.

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The Bank of England (BoE) has published a consultation paper on a draft statement of policy (SoP) outlining its proposed approach to permissions, waivers and supervisory processes for central counterparties (CCPs), systemic overseas CCPs, UK and third country central securities depositories (collectively referred to as FMI) and critical third parties designated by HM Treasury. The consultation paper sets out how FMI may apply for exemptions or modifications to BoE rules, including the criteria and transparency measures that will guide such decisions. Where there are subject-specific rules and the BoE has issued a related SoP, it proposes to apply the criteria set out in the rules and SoP when assessing permission applications. For rules without a dedicated SoP, BoE intends to assess applications against the statutory criteria for general modification and waiver powers.

The deadline for comments is 18 November. The draft SoP should be considered alongside those which are subject specific, published as part of the consultation on the new regulatory framework for CCPs.

The Bank of England (BoE) has published a consultation paper titled "Ensuring the resilience of CCPs" as part of a broader package of reforms aimed at strengthening the UK's regulatory framework for central counterparties (CCPs). The proposals follow the rule-making powers granted under the Financial Services and Markets Act 2023 and seek to restate the majority of CCP-facing provisions currently in the UK European Market Infrastructure Regulation (EMIR) in the BoE's rulebook.

The BoE intends to move four UK EMIR technical standards to its rulebook—Commission Delegated Regulation (EU) No 152/2013, Commission Delegated Regulation (EU) No 153/2013, Commission Implementing Regulation (EU) No 1249/2012 and Commission Implementing Regulation (EU) No 484/2014. For the most part, the BoE intends to restate the UK EMIR provisions. However, there are some areas where substantive policy changes are proposed which will impact CCPs and their clearing members and the clients of clearing members.

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ESMA has published its feedback statement on the outcome of its consultation on the private securitisation reporting regime. ESMA had previously consulted on introducing changes to the disclosure regime including in relation to a new, simpler, prescribed template. The feedback statement confirms that while respondents generally supported the idea of simplifying the disclosure framework, there was little appetite for proposed amendments to the relevant technical standard at this stage. In terms of next steps, ESMA does not intend to proceed with any further action until there is more clarity in respect of level 1 changes being made to the Securitisation Regulation (Regulation (EU) 2017/2402), which will come into force under the wider European securitisation reforms.

The Digitisation Taskforce has published its final report, recommending a three-step plan to modernise the UK shareholding framework by eliminating paper share certificates and transitioning to a fully digitised and intermediated system. The UK government published its response the same day, confirming it has accepted all recommendations as part of its broader Wholesale Financial Markets Digital Strategy. The first phase, to be completed by the end of 2027, will legislate to end the issuance of paper shares and require companies to replace paper share registers with digitised versions, with the precise date to be set by a newly established technical group. The second phase will focus on legislative and operational reforms to enhance shareholder rights within the intermediated system. The UK government also intends to amend legislation to allow shares in UK companies to be held on overseas branch registers in uncertificated form by Q2 2027, supporting UK firms listed in Hong Kong. The final phase will see all shares transitioned into the intermediated system, subject to government-set criteria, including protections for vulnerable and older investors. The technical group, led by an industry chair, will oversee implementation and develop a detailed roadmap, including terms of reference and a timeline for reporting back to government.

The UK Financial Conduct Authority (FCA) has published final policy statement (PS25/9) to implement the new Public Offers and Admissions to Trading Regulations 2024 (POATRs), which will replace the UK Prospectus Regulation. The rules were previously consulted on in July 2024 and January of this year. The new POATR framework, which seeks to lower capital-raising costs and enhance the UK's regulatory competitiveness, includes the PRM sourcebook for admissions to trading on regulated markets and updates to the Market Conduct sourcebook for primary multilateral trading facilities (MTFs). It also makes changes to the UK Listing Rules and other related rulebooks.

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The UK Financial Conduct Authority (FCA) has published final policy statement PS25/10, setting out the final rules for the new public offer platforms (POP) regime. This follows consultations in July 2024 and January of this year. The POP regime is part of the broader Public Offers and Admissions to Trading Regulations 2024 (POATRs), which will replace the UK Prospectus Regulation. It introduces a new regulated activity, enabling firms to raise over GBP5 million from a wide range of investors outside public markets, without needing to publish a full prospectus.

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The EU T+1 Industry Committee (the Industry Committee) held a summit, presenting its high-level roadmap for transitioning to a shorter T+1 securities settlement cycle, targeted for implementation by 11 October 2027. While there is no formal public consultation on the roadmap or report, there is a feedback phase to gather additional input from stakeholders that may support the Industry Committee's future work. The deadline for comments is 31 August. After the consultation period, firms are encouraged to begin preparing their transition strategies and allocating resources for system upgrades and testing throughout the remainder of the year.

The European Securities and Markets Authority (ESMA) has published a final report and press release, providing technical advice to the European Commission (EC) on narrowing the scope of the Central Securities Depositories Regulation (CSDR) cash penalties under the CSDR settlement discipline regime. CSDR Refit, which came into force in January 2024, referred to the need for the settlement discipline rules to be more operational and better tailored to diverse market operations and transactions. To this end, ESMA's report provides technical advice to the European Commission on the underlying causes of settlement fails which are considered not to be attributable to participants in the transaction, as well as circumstances which are not considered as trading, and which should therefore not be subject to settlement discipline measures.

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The European Commission (EC) has published a Securitisation package which aims to strengthen and simplify the EU securitisation framework. It is the first legislative initiative proposed under the Savings and Investments Union Strategy. The package consists of a proposal to amend the EU Securitisation Regulation (Regulation (EU) 2017/2402), a proposal to amend the Capital Requirements Regulation (CRR) as regards exposures to securitisations and a consultation on measures to amend the Liquidity Coverage Ratio (LCR) Delegated Regulation (Commission Delegated Regulation (EU) 2015/61). The proposal to amend the Securitisation Regulation seeks to simplify the existing due diligence rules with the aim of reduce duplicative and time-consuming requirements for investors. Verification of information will no longer be required regarding EU-based selling parties and low-risk investments guaranteed by multilateral development banks will be exempt from due diligence.

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The European Securities and Markets Authority (ESMA) has published a comprehensive set of principles, accompanied by a press release, aimed at strengthening the supervision of third-party risks across the EU financial sector. The principles are intended to guide national competent authorities (NCAs) in identifying, assessing and overseeing third-party risks for EU entities in the securities markets, in accordance with the relevant legal framework and the principle of proportionality. Aligned with international standards (IOSCO, FSB and BCBS), the principles apply to all third-party arrangements, whether the third party is intra-group or external, located within the EU or in a third country, and irrespective of the technology used. The fourteen principles are grouped into four thematic areas to support NCAs in exercising effective oversight and ensuring that entities appropriately manage third-party risks.

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The European Securities and Markets Authority (ESMA) has published two final reports providing technical advice to the European Commission (EC). The final report on prospectus regulation forms part of ESMA's technical advice under the EU Listing Act, which seeks to make EU capital markets more accessible, especially for small and medium-sized enterprises (SMEs).

The report covers:

• Draft technical advice on the standardised format and sequence of the prospectus, the base prospectus and the final terms.

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The Private Intermittent Securities and Capital Exchange System (Exemption from Stamp Duties) Regulations 2025 (SI 2025/666) have been published, alongside an explanatory memorandum. The regulations exempt the transfer of a share traded on a Private Intermittent Securities and Capital Exchange System (PISCES), under the PISCES sandbox arrangements, from all stamp duties. PISCES is an innovative type of market allowing private company shares to be traded intermittently, established under the financial market infrastructure sandbox legal framework prescribed by the Financial Markets and Services Act 2023 (FSMA 2023). The UK chancellor originally announced in the Autumn Budget 2024 that this exemption would be made. The intention of the exemption is to boost the attractiveness of PISCES for the duration of the sandbox, which is set at five years but may be extended by HM Treasury. The regulations will come into force on 3 July.

The UK Financial Conduct Authority (FCA) has published final policy statement PS25/6, accompanied by a press release, setting out the final rules for the Private Intermittent Securities and Capital Exchange System (PISCES) sandbox arrangements, following its December 2024 consultation and April interim statement. PISCES is a new platform designed for intermittent trading of private company shares. The FCA aims for the rules to provide a consistent and coherent framework sandbox alongside the PISCES sandbox regulations. The FCA has confirmed it is not making material changes to the proposals but has incorporated various technical amendments consistent with its interim statement to the final rules.

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The UK Financial Conduct Authority (FCA) has published a press release welcoming a joint statement from asset management trade associations supporting the transition to faster settlement of trades in funds. Effective from 11 October 2027, the settlement period for transactions in listed stocks and bonds in the UK, Switzerland and the EU will change to T+1, meaning trades will settle within one business day. The FCA acknowledges that the operational practicalities of fund settlement will not allow all authorised fund managers to offer T+1 settlement for units in funds. For UK authorised funds and recognised schemes, the FCA supports the recommendation of moving towards a T+2 settlement cycle to align with the consumer duty and better support retail investors in meeting their financial goals. The FCA states that funds currently operating on T+4 cycle should carefully consider how an extended gap between market settlement and fund unit settlement would impact investors. The FCA advises fund managers to begin planning early for the transition and notes that, going forward, any settlement period longer than two business days will require strong justification.

The UK Financial Conduct Authority (FCA) has published two new webpages on the Private Intermittent Securities and Capital Exchange Systems (PISCES) sandbox, a new type of trading platform designed to enable intermittent trading of private company shares. This update follows the FCA's December 2024 consultation on the PISCES framework. The first webpage provides background on the regulatory framework—including who can operate and participate in a PISCES platform—and sets out the FCA's next steps, including plans to publish the final rules in June and run the sandbox to test the framework until June 2030. The second webpage offers guidance for firms seeking to apply to operate a PISCES platform within the sandbox, detailing the application process, eligibility criteria and regulatory expectations for firms. The FCA has opened a pre-application support process to assist prospective applicants ahead of the formal application process from June.

The UK Financial Services and Markets Act 2023 (Private Intermittent Securities and Capital Exchange System Sandbox) Regulations 2025 were published, alongside an explanatory memorandum. The Regulations largely reflect the draft Regulations published in November 2024. The Regulations establish the Private Intermittent Securities and Capital Exchange System (PISCES) Sandbox, a new innovative market for trading private company shares, using the Financial Market Infrastructure powers in the Financial Services and Markets Act 2023. The Regulations set the framework for potential PISCES operators to apply to the Financial Conduct Authority (FCA), to operate intermittent trading events for participating private companies and investors.

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The European Parliament's Committee on Economic and Monetary Affairs (ECON) has published a draft report (dated 13 May) and motion for a European Parliament resolution on improving access to finance for SMEs and scale-ups. The motion for a resolution has regard to various recent European Commission (EC) communications, including on the Savings and Investment Union (SIU) and competitiveness compass, and other key publications and reports such as the Draghi report and Letta report.

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The Council of the European Union has approved its position on the European Commission's (EC) proposal regarding a shorter settlement cycle, shortening the settlement period for transactions in transferable securities from two business days (T+2) to one business day after the trade date (T+1). The Council also amended the original proposal to provide for an exemption for securities financing transactions (SFTs) from the T+1 settlement cycle requirement due to their non-standardised nature and settlement periods. To prevent circumvention of the T+1 requirement, the exemption only applies if SFTs are documented as single transactions with two linked operations. Following this approval, trilogue negotiations with the European Parliament will begin. Once agreed, the new rules will apply from 11 October 2027.

The European Securities and Markets Authority (ESMA) has published its final report providing technical advice to the European Commission (EC) on changes made by the Listing Act to the Market Abuse Regulation (MAR) and the Markets in Financial Instruments Directive (MiFID II) in relation to small and medium enterprise (SME) growth markets. The Listing Act seeks to promote better access to public capital markets for EU companies, in particular SMEs, by simplifying requirements and reducing administrative burden. ESMA consulted on the advice in December 2024 and this final report includes feedback received in response to the consultation. Much of the MAR technical advice concerns the rules for disclosing inside information during a protracted process. It also covers the approach for identifying trading venues with a significant cross-border dimension under the new cross market order book mechanism (article 25a MAR). The MiFID technical advice concerns the category of multilateral trading facilities (MTF) labelled SME growth markets and the requirements that such an MTF (or MTF segment) must comply with under article 33 MiFID II. In giving its technical advice, ESMA suggests amendments to Commission Delegated Regulation 2017/565 (known as the MiFID Org Reg) or otherwise confirms its view where no amendments would be needed. The EC will adopt the delegated acts for which the technical advice was requested by July 2026.

The European Parliament's Committee on Economic and Monetary Affairs (ECON) has published a report proposing amendments to the European Commission's proposal to amend Regulation (EU) No 909/2014 (CSDR) as regards shortening the securities settlement cycle in the EU from T+2 to T+1. The ECON amendments seek to address potential liquidity risks and the feasibility of further shortening to the cycle to T+0 which some jurisdictions have already adopted. The ECON proposal includes amendments in relation to an exemption for securities financing transactions as defined in Regulation (EU) 2015/2365 (SFTR) given the non-standardised nature of this specific type of transaction. Please also see above on the approval of the Council's position regarding the move to T+1 which also includes amendments to provide for an exemption for securities financing transactions.

The European Securities and Markets Authority (ESMA) has published its 2024 report, along with a press release, on the quality and use of data, showcasing significant increase in data use by authorities. The report covers datasets from the European Market Infrastructure Regulation (648/2012) (EMIR), the Securities Financing Transactions Regulation ((EU) 2015/2365) (SFTR), the Markets in Financial Instruments Regulation (600/2014) (MiFIR), the Securitisation Regulation (2017/2402/EU), the Alternative Investment Fund Managers Directive (2011/61/EU) (AIFMD) and the Money Market Funds Regulation ((EU) 2017/1131) (MMF Regulation). This edition also expands the scope to include the European Single Electronic Format (ESEF) data and short-selling data. The report is divided into different sections.

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The Financial Markets Standards Board (FMSB) has issued a Statement of Good Practice (SoGP) on the governance of sustainability-linked products (SLPs), along with a press release. SLPs are products where the financial and/or structural characteristics can vary depending on whether the user (i.e., borrower or issuer of, or counterparty to, SLPs) achieves specific sustainability or ESG objectives. They can be used for general corporate purposes, which allows many users (e.g., borrowers, issuers or counterparties to SLPs) to access the sustainable finance market in a more flexible way. With the growth of SLP issuances and accompanying concerns around the credibility of such instruments, the SoGP is intended to: (i) codify good practices for the governance of SLPs and (ii) support the adoption of consistent governance approaches across asset classes and jurisdictions. This is aimed to enhance the quality and integrity of SLPs; boost market confidence; help mitigate greenwashing risk; and support the development of a deeper, more robust sustainability-linked product market. The SoGP will apply to service providers (e.g., firms acting as sustainability-linked loan lenders, bookrunners or lead arrangers on a sustainability-linked bond issuance or counterparties to a sustainability-linked derivative) or users of SLPs in wholesale financial markets and to support, and be read in conjunction with, existing asset-class specific guidance (notably ICMA, LMA and ISDA principles).

The UK Financial Conduct Authority (FCA) has published issue 55 of its Primary Market Bulletin (PMB 55). In PMB 55, the FCA: (i) provides feedback on its consultation in PMB 53, finalises 44 technical and procedural notes, and deletes 1 technical note and 1 procedural note (FG25/1); (ii) consults (GC25/1) on further proposed changes to guidance in its Knowledge Base for the listing regime. This follows the implementation of the new UK Listing Rules (UKLR), which came into force on 29 July 2024 (PS24/6). 

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The UK Financial Conduct Authority (FCA) has published a consultation paper together with a related press release and webpage setting out further proposals on product information for Consumer Composite Investments (CCIs). The consultation paper follows the FCA's December 2024 consultation paper on a new product information framework for CCIs, which closed on 20 March.

The regime will apply in respect of a CCI which is or may be distributed to a retail investor in the UK and seeks to help consumers understand the products they are buying while giving firms flexibility to innovate. The proposals include: (i) removal of the requirement for firms to calculate and disclose implicit transaction costs as part of their CCI cost disclosures; (ii) alignment for CCI products of the pre- and post-sale cost disclosure requirements under the FCA Handbook Conduct of Business (COBS) rules derived from the MiFID Org Reg, to ensure no duplication or conflict in respect of investments within the scope of the CCI rules; (iii) proposed drafting on transitional provisions granting firms flexibility to move across to the new CCI regime when they are ready; and (iv) proposed consequential amendments to the FCA Handbook.

The CCI regime will replace the onshored Packaged Retail and Insurance-Based Investment Products regime. Responses to the consultation paper should be submitted by 28 May 2025.

The Financial Services Regulatory Initiatives Forum (the Forum) has published the Regulatory Initiatives Forum Grid (the Grid), with the UK Financial Conduct Authority (FCA) also updating its webpage. The previous Grid was due to be published in May 2024 but was postponed due to the General Election, meaning the Forum published only an interim update in October 2024.

The 2025 Grid sets out the regulatory pipeline for the next 24 months and reflects the reprioritisation that has taken place since the new government came into power. Notable initiatives include:

• motor finance commission review: the FCA intends to confirm, within six weeks of the Supreme Court's decision on past use of discretionary commission arrangements by motor finance firms, whether it will propose a redress scheme;
• liquidity risk management in funds: the FCA will consult on refined proposals regarding liquidity risk management in funds to implement FSB and IOSCO guidelines;
• Consumer Composite Investments (CCI) Regulation: the FCA published a second consultation paper on the new CCI regime on 16 April (see our update) and plans to issue a Policy Statement with final rules in late 2025;

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The UK Financial Conduct Authority (FCA) has published an update on the Private Intermittent Securities and Capital Exchange System (PISCES) sandbox, following the consultation in December 2024 (CP24/29). PISCES will be a new platform designed for intermittent trading of private company shares. The FCA confirms that no major changes to the proposals on its 'private plus' approach are planned, given that it was largely supported by consultation respondents. The FCA also sets out a table of post-consultation changes it is proposing to assist potential operators of a PISCES to develop their own rulebooks and engage with participants. The changes outlined include:

• Clarification of core disclosures (including on financial information, employee share schemes and director transactions);
• Narrowing certain disclosure requirements (including, among others, on directors' transactions, material contracts or agreements, significant changes and post-trade events); and
• Removal of certain disclosure requirements (including on litigation, sustainability and forward-looking information).

Further changes include refined expectations around operator oversights, complaints handling and access to historic disclosures. The FCA also proposes setting a discretionary threshold of up to 25% to PISCES operators for identifying major shareholders. Final rules for PISCES will be set out in a policy statement expected to be published in June. In the meantime, the FCA will provide pre-application support and welcomes requests from prospective PISCES operators for preliminary feedback on their proposed models and draft rulebooks.

The European Central Bank (ECB) has published its opinion of 31 March on the proposal to shorten the securities settlement cycle from two business days (T+2) to one business day after trading takes place (T+1), by amending the Central Securities Depositories Regulation. The opinion was published in response to requests from the Council of the European Union and the European Parliament. The ECB confirms that it welcomes the proposed move to T+1, and notes that moving to T+1 would facilitate the objective of promoting settlement efficiency in the European Union (EU) and ensure the EU was aligned with other global jurisdictions such as the UK which have also moved, or are moving, to a shorter securities settlement cycle. The EU T+1 Industry Taskforce is currently working towards a T+1 go-live date of 11 October 2027.

The European Securities and Markets Authority (ESMA) has published its peer review report on national competent authorities' (NCAs) supervision of simple, transparent and standardised (STS) securitisations. The report looks into and provides recommendations on the supervisory approaches adopted by selected NCAs when supervising STS securitisation transactions and the activities of their originators, sponsors and securitisation special purpose entities. The Peer Review Committee recommends relevant NCAs scale up their approach to STS supervision, so that risks arising from these transactions are adequately identified, assessed and addressed. NCAs are encouraged to continue monitoring the evolution of their STS markets and to adapt their supervisory approach and resource allocation as needed. This is said to be particularly relevant in light of the ongoing fundamental review of the securitisation regulatory framework, with the aim to revive the securitisation market in the EU. ESMA expects to carry out a follow-up assessment in the future to evaluate progress made against the recommendations and track developments in STS supervision across jurisdictions.

The Council of the EU has announced that it has adopted at first reading the financial benchmarks regulation with the aim of reducing red tape for EU companies, particularly SMEs. The regulation amends the Benchmark Regulation (Regulation 2016/1011) (BMR) to reduce the regulatory burden on administrators of benchmarks defined as non-significant by removing them from the scope of the legislation. Critical or significant benchmarks will remain within the scope of the revised BMR. EU administrators that are out of scope will be able to opt-in, under certain conditions.

Additionally, the regulation will establish a revised framework for non-EU benchmark administrators to access the EU markets by, among other things, allowing for recognition without requiring equivalence. The European Securities and Markets Authority (ESMA) is granted supervisory powers over non-EU benchmark administrators, aligning ESMA's oversight across both the recognition and endorsement regimes.

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The European Securities and Markets Authority (ESMA) has published a statement confirming that national competent authorities do not expect central securities depositories (CSDs) to impose cash penalties under the Central Securities Depositories Regulation for settlement fails in EEA CSDs that occurred on 27 and 28 February 2025, in the wake of the T2S and T2 incident on 27 February. The incident meant that no settlement instructions, payment, ancillary system instructions or liquidity transfers between TARGET services could be processed for a number of hours. The incident had significant knock-on effects on the total number and value of settlement fails. Given this was a failure of infrastructure (which was a circumstance independent of the involved participants), it would not be justified to impose cash penalties.

The European Banking Authority has published a consultation on draft Regulatory Technical Standards (RTS) on the threshold of activity at which designated credit institutions and Central Securities Depositories (CSDs) providing 'banking-type ancillary services' to a designating CSD need to meet the prudential risk management requirements set out in Articles 54(4) and 54(4a) of the Central Securities Depositories Regulation (CSDR), together with an accompanying press release. Banking-type ancillary services include activities such as providing cash accounts to, and accepting deposits from, participants in a securities settlement system, and payment services involving processing of cash and foreign exchange transactions.

Article 1 of the draft RTS prescribes a formula to determine the threshold which takes into account: (i) the liquidity of the currencies for which commercial bank money (CoBM) settlement is offered; (ii) the number of settlement agents providing CoBM settlement to the designating CSD; (iii) the other roles that the settlement agents may have vis-à-vis the designating CSD (e.g., participants to the securities settlement systems); and (iv) the creditworthiness of the settlement agents. Depending on the liquidity of the currencies and on the characteristics of the settlement agents, the threshold can range from a minimum of 1.5% of the total value of all securities transactions against cash settled in the books of the CSD, calculated over a one-year period, and EUR3.75 bn, to a maximum of 2.5% and EUR6.25bn.

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