31 January 2012
OECD report on seed and early-stage financing around the world
The OECD has published a comprehensive report on angel investing, which can be read at the British Business Angels Association website here. The report:
- Gives an overview of financing for seed and early-stage companies;
- Looks at trends and developments in the angel market around the world; and
- Examines the role of policy in facilitating angel investment.
See also: Seed Enterprise Investment Scheme: Details announced
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Posted in Lobby groups, Private equity |
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31 January 2012
Says The Observer in this profile of Peston, Tett, Flanders and others
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Posted in Lawyers, Regulators |
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30 January 2012
easyJet founder to Board: Feel free to go, you’re easy to replace
Sir Stelios Haji-Ioannou responds to threats by unnamed easyJet plc directors to resign if he votes down the remuneration report:
“These guys are welcome to resign anytime. I know as shareholders we could easily replace them with talented executives and experience non-executive directors who will cost half as much in bonuses. We must take a stand against directors who seem to regard our company as their personal piggy bank to be dipped into at will. The gravy train of £180m free shares issued over the last decade must come to an end now.”
See also: easyJet founder alleges that the board misled shareholders, did not obtain shareholder consent to a transaction and failed to issue a profit warning as soon as possible
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Posted in Corporate governance, Directors, Equity capital markets |
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30 January 2012
“Most traditional fund managers might have 600 to 1,000 stocks in their portfolio, we might have six”
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Posted in Corporate governance, Equity capital markets, Lobby groups |
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29 January 2012
French president announces unilateral action on financial transactions tax
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Posted in Europe, Financial services and market conduct, Tax |
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27 January 2012
FSA: Greenlight compliance officer should have questioned the trades, JP Morgan Cazenove trader should have been alert to suspicious nature of trades
We reported on 25 January 2011 on David Einhorn and his hedge fund Greenlight Capital being fined £7.2 million by the FSA for trading on inside information. The Financial Services Authority has today:
- Fined Greenlight’s former compliance officer and trader, Alexander Ten-Holter, £130,000 for “failing to question and make reasonable enquiries” before Greenlight sold its shares in Punch Taverns plc.
- Fined a trading desk director at JM Morgan Cazenove, Caspar Agnew, for “failing to identify” the suspicious sell orders from Greenlight.
Details in this FSA press release. The Final Notice for Mr Ten-Holter is here and the Final Notice for Mr Agnew is here.
UPDATE 16 February 2012: The Bank of America Merrill Lynch broker, Andrew Osborne, has been fined £350,000 by the FSA. A transcript of the disputed conference call has also been released by the FSA. See Broker fined £350,000 in Einhorn / Greenlight Capital / Punch Taverns market abuse affair – and FSA releases transcript of conference call.
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Posted in Equity capital markets, Financial services and market conduct, Regulators |
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27 January 2012
HM Treasury also publishes new policy document and supporting secondary legislation
The Government has today introduced the Financial Services Bill to Parliament. The draft Bill is here. The Explanatory Notes are here. Other Bill documents are here.
A policy document, “A new approach to financial regulation: securing stability, protecting consumers“ that supports the draft Bill has also been published.
The draft Bill also announces the Government’s intention to move consumer credit legislation to the new Financial Conduct Authority.
read more »
Posted in Consultations, Financial services and market conduct, Regulators, UK government |
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27 January 2012
Serious Fraud Office publishes blockbuster guide to best-practice compliance
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Posted in Companies Act 2006 and company law, Directors, Risk management |
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26 January 2012
FSA proposes changes to the Listing Rules to “take account of market developments”: Free float requirement for premium listings, externally managed companies, clarifying the role of sponsors, reverse takeover exemptions
The Financial Services Authority, in its role as the UK Listing Authority, has today launched a consultation on changes to the Listing Rules. The consultation document can be read here. From the FSA press release:
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Posted in Consultations, Equity capital markets, Regulators |
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25 January 2012
Einhorn/Greenlight refused to be wall-crossed, requested that they were not given any inside information, FSA accepts they did not believe they had inside information, broker also disputes that inside information was passed
The Financial Services Authority has fined David Einhorn and his hedge fund, Greenlight Capital, £7.2 million for engaging in market abuse in relation to an anticipated significant equity fundraising by Punch Taverns Plc (Punch) in June 2009. From the FSA press release:
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Posted in Equity capital markets, Financial services and market conduct, Regulators |
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25 January 2012
Martin Wheatley on failed orthodoxies and the new conduct authority’s pro-active approach to financial regulation and product intervention
In a speech today at the British Bankers’ Association, Martin Wheatley – the CEO designate of the new Financial Conduct Authority (FCA) and presently a managing director of the Financial Services Authority – set out his and the FCA’s new approach to financial conduct regulation. The FCA will be one of the successor bodies to the Financial Services Authority and will be the new regulatory body that will be of most interest to Corporate lawyers.
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Posted in Financial services and market conduct, Regulators, Risk management, UK government |
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25 January 2012
Music and film companies given potential upside if HMV survives
HMV, the financially-troubled London-listed entertainment retailer, announced last week that it intends to grant “warrants representing 2.5% of its equity” to its key music and film suppliers. The terms of these warrants were not disclosed, but the warrants will presumably be exercisable at the same price, or a discount to, HMV’s share price at the date of grant.
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Posted in Equity capital markets, Restructurings |
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24 January 2012
To mark 10 years of the Euro, each Eurozone member is issuing a commemorative 2 Euro coin
Greece will issue one million of these…
See also: A Eurozone exit: Legal implications for companies and businesses
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23 January 2012
- Listed companies to publish single pay figure for each executive director
- Pay and pay offs may be subject to shareholder vote; consultation to determine scope and type of vote
- Serving executives to be limited from other companies’ remuneration committees
- UK Corporate Governance Code to be amended to allow clawback of pay
- Remuneration reports to be split into “past pay” and “future pay” sections
The Business Secretary today set out in Parliament (ahead of a formal launch tomorrow) the Government’s plans for more transparency in, and greater shareholder control over, executive pay at listed companies. The principal measures announced in the Business Secretary’s speech are set out below.
UPDATE 25 January 2012: The Department for Business, Innovation and Skills has now published information about the Government’s proposals on its website.
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Posted in Companies Act 2006 and company law, Consultations, Corporate governance, Directors, Reporting and accounts, UK government |
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23 January 2012
Financial Services Authority asks for fund managers’ views on the implementation of the AIFMD
The FSA today published Discussion Paper 12/1 (the DP) on the “Implementation of the AIFMD”. The DP seeks the views of alternative fund managers as the FSA starts working on transposing the AIFMD into national law by the deadline of 22 July 2013. The DP can be read here.
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Posted in Consultations, Europe, Financial services and market conduct, Private equity, Regulators |
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22 January 2012
Intended to provide a new source of information and comment on financial services regulatory policy
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Posted in Europe, Financial services and market conduct, Lobby groups, Regulators |
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20 January 2012
The anti-corruption organisation launches “Doing Business without Bribery,” a free anti-bribery training toolkit
Transparency International has produced a set of training materials designed to help businesses train their staff on preventing and resisting bribery and on complying with the Bribery Act 2010. The materials include an excellent Powerpoint presentation, supporting speaker notes and an online training module.
The materials can be downloaded here.
Transparency International’s accompanying press release is here. The Federation of Small Businesses describes the materials as “a really helpful free resource for businesses of any size trying to understand their obligations under the Bribery Act.”.
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Posted in Companies Act 2006 and company law, Lobby groups, Risk management |
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19 January 2012
Serious Fraud Office is looking to recover more dividends paid by companies that have breached anti-corruption laws
Last week the Serious Fraud Office took the innovative approach of using proceeds of crime legislation to recover dividends paid by Mabey and Johnson Limited to its parent shareholder, as we reported in this post. Mabey and Johnson had previously admitted corruption and breaches of UN sanctions.
This was the first time that the SFO has pursued dividends paid to shareholders who may be entirely unaware of the corrupt actions of the company paying the dividend. The SFO’s Director, Richard Alderman, stated his belief that institutional shareholders should “satisfy themselves” as to the business practices of the companies in which they invest. That provoked various comment that the SFO was adding to the governance burdens placed on institutional shareholders (see, for example, in the FT, “Fund managers should not have to police bungs abroad“).
“There are other cases we are looking at where we shall do this again”
In a speech yesterday at a Transparency International Anti-Bribery Training Launch (and see here for the free Bribery Act training materials made available at that launch), Mr Alderman reacted to this criticism and stressed his view that investors have a duty to engage with their investee companies on corruption and compliance issues:
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Posted in Companies Act 2006 and company law, Risk management |
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19 January 2012
Heavily-indebted properties had declined in value by around £50 million since 2007
Stobart Group Limited (Stobart), the transport group with a Premium Listing on the London Stock Exchange, announced on 17 January 2012 that it is to purchase a property portfolio held in a company called WADI Properties Limited (WADI), for a consideration of £12.35 million, the assumption of £88.85 million of debt and a bank fee of £2.8 million– making a total enterprise value of £104 million.
Independent valuation less than price paid by Stobart
This WADI property portfolio had a gross market value of £98.93 million as at 30 November 2011 – some £5 million less than the enterprise value being paid by Stobart.
Vendors are Stobart’s CEO and COO
The vendor of WADI is a company controlled by the Stobart Chief Executive (Andrew Tinkler) and the Stobart Chief Operating Officer (William Stobart) . The Stobart Finance Director and the Stobart Deputy CEO are also directors of the vendor of WADI.
As Mr Tinkler and Mr Stobart are directors of Stobart
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Posted in Companies Act 2006 and company law, Corporate governance, Directors, Equity capital markets, M+A |
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18 January 2012
Posted in Lawyers |
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17 January 2012
Regulator’s update prompted by “the current economic uncertainties facing a number of countries around the world”
The Financial Reporting Council has today published “An update for directors of listed companies: Responding to increased country and currency risk in financial reports” (the Update).
The FRC has issued this Update to highlight significant issues that directors may address “when considering how best to provide a balanced and understandable assessment of a company’s position and prospects in the context of increased country and currency risk” in annual and half-yearly financial reports. The Update sets out various codes and regulations – including the UK Corporate Governance Code, the Listing Rules and IFRS – that may require a company to make these risk-based disclosures. The accompanying FRC press release is here.
The update specifically mentions the risks arising from regime change in the Middle East, the funding pressures on “certain European countries” and the curtailment of capital spending programmes, and sagely notes that the “outcome of these events remain uncertain”.
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Posted in Directors, Equity capital markets, Europe, Regulators, Reporting and accounts, Risk management |
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16 January 2012
Thomas Cook board authorises potential conflict of interest of director who is in receipt of Thomas Cook pension
Section 175 of the Companies Act 2006 requires a director to “avoid a situation in which he has, or can have, a direct or indirect interest that conflicts, or possibly may conflict, with the interests of the company”. An actual or potential conflict can be authorised by the Board (in the case of a public company, the articles of association must expressly allow the Board to give the authorisation).
Generally, a director being a member of the company’s defined benefit pension scheme will not be reasonably regarded as likely to give rise to a conflict of interest. The situation is different if the director is also a trustee of the pension scheme, and in that case the Board will need to consider and if thought fit authorise the director in relation to any potential conflict between his role as a director and his role as a pension scheme trustee.
What if a director is already in receipt of his pension from the company’s pension scheme? This will not often arise, but it did recently at Thomas Cook Group plc.
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Posted in Companies Act 2006 and company law, Directors |
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15 January 2012
Insurance broker relocates incorporation from Delaware to England to provide greater access to emerging markets and to Lloyd’s of London
Aon Corporation announced last week that it is to move its corporate headquarters from Chicago to London and will change its jurisdiction of incorporation from Delaware to England. In doing so, Aon becomes the first S&P 500 company to be domiciled in the United Kingdom. Aon’s press release about the move is here.
The move, which is subject to shareholder approval,will be effected by each Aon stockholder receiving one Class A Ordinary Share (US$ denominated) in a newly formed English public limited company in exchange for each share of common stock of Aon the stockholder holds. That UK holding company is expected to be listed on the NYSE and to report earnings and other financial statements in accordance with Securities and Exchange Commission regulations.
Aon’s stated reason is that the re-domicile will provide:
“…greater access to emerging markets and takes better advantage of the strategic proximity to Lloyd’s and the London market as one of the key international hubs of insurance and risk brokerage.”
The UK government’s decision to reform the controlled foreign companies regime (see an informative note from PwC here) may also have influenced Aon’s decision to move to London.
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Posted in Tax, UK government, United States |
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14 January 2012
Tesco’s UK Chief Operating Officer sells £200,000 worth of shares eight days before profit warning
On 5 January 2012 Tesco plc issued an RNS statement that its UK Chief Operating Officer, Bob Robbins, who is also on the company’s Executive Committee (but not a main Board director), sold 50,000 Tesco shares on 4 January at 404p each, realising just over £200,000.
On 12 January 2012 Tesco issued a trading statement, which was effectively a profit warning, and its share price fell 15% on the day, closing on 13 January at 316p. Had Mr Robbins sold his 50,000 shares after that trading statement, he would have made around £40,000 less from the sale.
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Posted in Companies Act 2006 and company law, Directors, Equity capital markets, Financial services and market conduct |
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14 January 2012
Learning the lessons of the FSA’s failures as the gestation of the Financial Conduct Authority continues
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Posted in Financial services and market conduct, Regulators, UK government |
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13 January 2012
Proceeds of crime legislation allows Serious Fraud Office to target dividends received by shareholders
The Financial Times reports today that the Serious Fraud Office has won a civil recovery order against the shareholder of a company that admitted corruption. Mabey Engineering Holding has agreed to repay a £131,201 dividend it received from Mabey and Johnson Limited, which admitted corruption and breaches of UN sanctions in relation to work in Iraq.
This power of the SFO means that it is able to pursue dividends paid to shareholders who may be entirely unaware of the corrupt actions of the company paying the dividend.
The FT reports the SFO as emphasising that it will not hesitate to pursue third-party investors (which would include institutional or private equity investors) who receive dividends paid by listed companies which are convicted of illegal activity, and quotes the director of the SFO as stating that investors should be obliged to satisfy themselves as to the business practices of the companies in which they invest.
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Posted in Companies Act 2006 and company law, Risk management |
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12 January 2012
BNY Mellon’s note on the emergency measures Athens would have to take
See also: A Eurozone exit: Legal implications for companies and businesses
From this morning’s Morning Briefing from BNY Mellon:
“…we need to start preparing for the possibility that Athens might end up exiting the single currency. It therefore seems prudent to revisit our discussion from a few months ago as to what a Greek exit could entail. Unsurprisingly, debate over this issue has raged amongst both academics and commentators. However, some common themes do emerge:
1. The announcement would have to come as a “surprise.” As a result it would presumably take place after the markets had closed on a Friday evening. It also seems likely that markets would remain closed for a number of days following the weekend in order that the bare minimum of financial plumbing could be carried out. A number of other announcements would have to take place at the same time.
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Posted in Europe |
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12 January 2012
The Chairman of the Financial Services Authority on past disasters and present challenges in financial regulation and supervision
In this interview with Prospect magazine, Lord Turner is emphatic about:
- the failures of the FSA and the difficulties of creating the UK’s new system of financial regulation;
- the “hugely wrong” economic theories that led to the financial crisis;
- the mistakes of the Eurozone;
- the need to consider a financial transactions tax;
- the power of the financial lobby in the US; and
- the financial system as “an incredibly complicated waterbed”.
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Posted in Europe, Financial services and market conduct, Lobby groups, Regulators, Risk management, UK government, United States |
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11 January 2012
US private equity to launch PR campaign to counter attacks on Romney’s time at Bain
The New York Times on the private equity industry’s fear that - if Mitt Romney wins the Republican nomination – it will come under “intense scrutiny and withering attacks” from his opponents.
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Posted in Private equity, United States |
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10 January 2012
Lord Davies published his review of “Women on boards” in late February 2011, setting a target of 25% women on FTSE 100 boards by 2015. With this target in mind, the Professional Boards Forum has published its January 2012 BoardWatch survey of the rate of new female appointments to FTSE 100 and FTSE 250 companies:
“15 companies have reached the 25% women directors target set by Lord Davies for 2015. The proportion of women on FTSE 100 boards stands at 14.9%. This represents steady progress in the past year; there were 12.5% women directors at the beginning of 2011. The FTSE 250 proportion is now 9.2%.
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Posted in Corporate governance, Directors |
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9 January 2012
The Eurozone debacle, the City’s history, Steve Jobs, the Obamas, top 20 cases in 2012, the death of capitalism and why we make bad decisions
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Posted in Lawyers |
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9 January 2012
Investor group aims to “improve the quality of engagement by institutional investors with UK companies”
Slightly obscured by the spin over the Government’s plans on executive pay, a new investor group is launched today that aims to improve the quality of company stewardship in the UK. Coordinated by lobby group Tomorrow’s Company, this “Stewardship Working Party” comprises some of the leading UK institutional investors, including Aviva Investors, Blackrock and the USS.
The working party will focus on improving engagement between companies and investors, with particular reference to the Financial Reporting Council’s Stewardship Code. From the press release launching the working party:
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Posted in Corporate governance, Lobby groups |
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8 January 2012
ISS’s 2012 proxy voting guidelines: How to exercise shareholder votes on almost any conceivable resolution
In this post on proxy advisors in June 2011 we described what a proxy advisor is, and discussed the prominence of proxy advisors in the US corporate governance model and the much more limited role they play in the UK. We also remarked on the concerns in the US on the power of proxy advisors such as Institutional Shareholder Services Inc., as expressed by Delaware Vice-Chancellor Leo Strine:
“…CEOs come on bended knee to Rockville, Maryland, where ISS resides, to persuade the managers of ISS of the merits of their views about issues like proposed mergers, executive compensation, and poison pills. They do so because the CEOs recognize that some institutional investors will simply follow ISS’s advice rather than do any thinking of their own.”*
The formulaic way in which some proxy advisors may approach deciding and advising on how votes should be cast on resolutions at shareholder meetings is illustrated by the ISS 2012 US Proxy Voting Summary Guidelines, which were issued by ISS at the end of 2011. These set out how votes should be cast on almost every conceivable resolution
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Posted in Corporate governance, Lobby groups, United States |
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7 January 2012
New forms for section 178 notices and better information for those making change of control notifications
The Financial Services Authority has revised its webpages on change of control for UK regulated firms. There are new forms for individuals and corporate bodies making change of control notifications to the FSA under section 178 of the Financial Services and Markets Act 2000 (FSMA). There is also a new set of frequently asked questions and a quick reference guide.
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Posted in Financial services and market conduct, Regulators |
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6 January 2012
Accountant’s “very serious” misconduct in failing, for seven years, to discover that JP Morgan was not separating client and own funds
PwC has been fined £1.4 million and “severely reprimanded for its misconduct” in relation to its reports to the Financial Services Authority on the compliance by JP Morgan Securities Limited (JPMSL) with the FSA rules relating to client money. The Accountancy & Actuarial Discipline Board (AADB) Tribunal’s Decision is here and the AADB press release is here.
PwC was the auditor of JPMSL in the years 2002 to 2008. As part of that role, PwC reported to the FSA in respect of the compliance by JPMSL with the rules relating to the segregation of client money by JPMSL (the CASS rules). JPMSL conducted futures and options business and as a result handled large amounts of client money. The amount of client money held by JPMSL during the relevant years at any time ranged up to US$23 billion.
JPMSL and its parent bank JP Morgan Chase effected daily sweeps of the balances of segregated client assets into consolidated overnight accounts at JP Morgan Chase. The result was that client assets of JPMSL ceased temporarily to be segregated, and the reports of PwC to the FSA concerning the segregation of JPMSL’s client assets were in fact false.
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Posted in Financial services and market conduct, Regulators, Reporting and accounts, Risk management |
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6 January 2012
Key work streams of the European Securities and Markets Authority
ESMA, the lead European securities regulator, has set out its work programme for 2012. Contained with that programme are ESMA’s seven priorities for this year:
- EMIR – on which, see this post.
- Financial consumer protection.
- Harmonisation of supervisory practices.
- CRA Regulation and Supervision – on which, see this post.
- MiFID and Market Abuse Directive review – on which, see this post.
- Alternative Investment Fund Managers Directive – on which, see this post.
- Short Selling Regulation.
Contained within the work programme is ESMA’s summary of its mission:
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Posted in Equity capital markets, Europe, Financial services and market conduct, Private equity |
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5 January 2012
The European Market Infrastructure Regulation on OTC derivatives, central counterparties and trade repositories
One of the effects of the early stages of the financial crisis was to highlight the opaque nature of the over-the-counter (OTC) derivatives market; a market where there are few reporting requirements and little centralised clearing of contracts.
The G20 agreed in September 2009 that all standardised OTC derivative contracts should be traded on exchanges or on electronic trading platforms and cleared through central counterparties, that OTC derivative contracts should be reported to trade repositories and that non-centrally cleared contracts should be subject to higher capital requirements.
In response, the European Commission published its final proposal for a European Market Infrastructure Regulation (EMIR) on 15 September 2010. EMIR introduces:
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Posted in Europe, Financial services and market conduct, Regulators |
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5 January 2012
Company directors, having fiduciary duties, must meet a high standard…
“A fiduciary is someone who has undertaken to act for and on behalf of another in a particular matter in circumstances which give rise to a relationship of trust and confidence. Fiduciary duty implies a stricter standard of behaviour than the comparable duty of care at common law. The fiduciary has a duty not to be in a situation where personal interests and fiduciary duty conflict, a duty not to be in a situation where his fiduciary duty conflicts with another fiduciary duty, and a duty not to profit from his fiduciary position without express knowledge and consent. A fiduciary cannot have a conflict of interest.”*
For how strictly this standard is applied, see the recent case of Towers v Premier Waste Management Limited.
*From the evidence of the Financial Services Consumer Panel to the Joint Committee on the draft Financial Services Bill, contained in the Joint Committee’s report at paragraph 117.
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Posted in Directors |
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4 January 2012
Recommendations follow detailed scrutiny of the Treasury’s draft financial services legislation
On 19 December 2011 the House of Lords and House of Commons Joint Committee on the draft Financial Services Bill (the Bill) published its report and recommendations (the Report) on the Bill. The press release that accompanied the Report is here.
The Bill, which remains in first draft, will implement a new structure of financial regulation in the UK. We discussed the Bill and its accompanying White Paper in this post in June 2011, and looked in more detail at the powers of the proposed Financial Conduct Authority (the body that will be of most interest to Corporate lawyers) in this post.
The Report contains a series of recommendations for changes to the Bill as currently drafted and to the powers, objectives and responsibilities of the three financial regulatory bodies that the Bill will establish – the Financial Policy Committee, the Prudential Regulation Authority and the Financial Conduct Authority.
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Posted in Financial services and market conduct, UK government |
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3 January 2012
Financial Service Authority’s guidance for NEDs on retail conduct risk has wider application for all non-executives
In December 2011 the FSA published guidance consultation on “Delivering fair treatment for consumers of financial services” (the Guidance). Although this Guidance is explicitly aimed at how non-executive directors of FSA-regulated firms can ensure that their firm is treating retail customers fairly, it also contains some useful strategies for addressing a specific area of concern within a business – whether that be retail conduct risk, product complexity, environmental or health and safety risks, pension deficit problems, capital management, bribery and corruption, intellectual property protection…
The Guidance discusses, amongst other matters, how non-executives directors can
- Encourage a board to maintain a culture that delivers good behaviours and outcomes.
- Obtain the right information to enable them to make robust decisions.
- Challenge the executive directors to manage and mitigate identified risks.
- Identify issues when they do wrong and ensure appropriate resolution.
- Encourage the executive to learn lessons and draw out wider implications.
See also: HSBC fined £10.5 million for selling long-term investment bonds to 83 year olds.
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