With effect from 31 December 2020, the London Stock Exchange’s Main Market (“LSE”) is no longer an EU regulated market. This change in status has implications for the application of market abuse law to Irish-incorporated issuers with securities admitted to trading on the LSE. 

Dual-listed issuers 

Irish-incorporated companies with shares admitted to trading on both the LSE and an EU regulated market, such as Euronext Dublin, are now subject to UK market abuse law in addition to their existing market abuse requirements under EU law and will need to comply with each regime separately. 

  • Dual-listed issuers will be subject to regulation by both the FCA (in respect of compliance with UK market abuse law) and the Central Bank of Ireland or other EU competent authority (in respect of compliance with EU market abuse law).
  • Dual-listed issuers will now be required to send notifications of delayed disclosure of inside information to the FCA, in addition to the Central Bank of Ireland.
  • Notifications of PDMR/PCA dealings are also now required to be made to the FCA, in addition to the Central Bank of Ireland.

LSE-only listed issuers 

Irish-incorporated companies with shares admitted to trading on the LSE only are no longer subject to EU market abuse law and instead are exclusively subject to the UK market abuse regime. 

  • The FCA will replace the Central Bank of Ireland as the regulator/competent authority for market abuse.
  • Issuers will now be required to send notifications of delayed disclosure of inside information to the FCA (and not to the Central Bank of Ireland).
  • Notifications of PDMR/PCA dealings are now required to be made to the FCA (and not to the Central Bank of Ireland).

Future developments

While the scope of the UK and EU market abuse regimes are currently broadly equivalent, dual-listed issuers and issuers listed solely on the LSE should continue to be mindful of any future practical differences in the requirements of the FCA and the Central Bank of Ireland as well as the potential for divergence between the two regimes in future.

Further information is available from your usual Arthur Cox contact.