UKLR 23.2 Contents and format of listing particulars

1. (1)

   The listing particulars must contain a summary that complies with the requirements in article 7 of the Prospectus Regulation, PRR 4.1.2R and Chapter I of the Prospectus RTS Regulation (as if those requirements applied to the listing particulars).

2. (2)

   Paragraph (1) does not apply:

   1. (a)

      in relation to specialist securities referred to in UKLR 23.1.1R(2); or

   2. (b)

      if, in accordance with article 7(1) of the Prospectus Regulation, no summary would be required in relation to the securities.

The listing particulars must be in a format that complies with the relevant requirements in the Prospectus Regulation and the PR Regulation (as if those requirements applied to the listing particulars).

The following minimum information from the PR Regulation must be included in listing particulars:

1. (1)

   for an issue of bonds, including bonds convertible into the issuer’s shares or exchangeable into a third-party issuer’s shares or derivative securities, irrespective of the denomination of the issue, the minimum information required by Annexes 7 and 15 of the PR Regulation;

2. (2)

   the additional information required by Annexes 17 and 18 of the PR Regulation, where relevant;

3. (3)

   for an issue of asset backed securities, irrespective of the denomination per unit of the issue, the minimum information required by Annexes 9, 15 and 19 of the PR Regulation;

4. (4)

   for an issue of certificates representing shares, irrespective of the denomination per unit of the issue, the minimum information required by Annexes 5 and 13 (for a primary issuance) of the PR Regulation;

5. (5)

   for an issue of securities by the government of a third country or a local or regional authority of a third country, the minimum information required by Annexes 10 and 15 of the PR Regulation; and

6. (6)

   for all issues that are guaranteed, the minimum information required by Annex 21 of the PR Regulation.

An issuer may incorporate information by reference in the listing particulars as if article 19 of the Prospectus Regulation and the PR Regulation applied to the listing particulars.

An issuer may include equivalent information in listing particulars as if article 18(2) of the Prospectus Regulation applied to the listing particulars.

Listing particulars must be in English.

A request to the FCA to authorise the omission of specific information in a particular case must:

1. (1)

   be in writing from the issuer;

2. (2)

   identify the specific information concerned and the specific reasons for the omission; and

3. (3)

   state why in the issuer’s opinion one or more of the grounds in section 82 of the Act applies.

For the purposes of section 82(1)(c) of the Act, specialist securities are specified.

1. (1)

   In the case of listing particulars for specialist securities:

   1. (a)

      the issuer must state in the listing particulars that it accepts responsibility for the listing particulars;

   2. (b)

      the directors may state in the listing particulars that they accept responsibility for the listing particulars; and

   3. (c)

      other persons may state in the listing particulars that they accept responsibility for all or part of the listing particulars and, in that case, the statement by the issuer or directors may be appropriately modified.

2. (2)

   An issuer that is a government or a local or regional authority is not required under paragraph (1)(a) to state that it accepts responsibility for the listing particulars.