Search Legislation

Financial Services and Markets Act 2000

What Version

 Help about what version

Advanced Features

 Help about advanced features

Changes to legislation:

There are outstanding changes not yet made by the legislation.gov.uk editorial team to Financial Services and Markets Act 2000. Any changes that have already been made by the team appear in the content and are referenced with annotations. Help about Changes to Legislation

Close

Changes to Legislation

Revised legislation carried on this site may not be fully up to date. Changes and effects are recorded by our editorial team in lists which can be found in the ‘Changes to Legislation’ area. Where those effects have yet to be applied to the text of the legislation by the editorial team they are also listed alongside the legislation in the affected provisions. Use the ‘more’ link to open the changes and effects relevant to the provision you are viewing.

Changes and effects yet to be applied to the whole Act associated Parts and Chapters:

 Help about changes and effects
Close

Changes and effects

This section lists the changes and effects yet to be applied to the whole Act, associated Parts and Chapters where applicable. This includes any insertions of whole new Parts, Chapters or provisions yet to be inserted into this Act. These effects are included in this view as they may be (but won’t necessarily be) relevant to the specific provision that you are viewing.

Whole provisions yet to be inserted into this Act (including any effects on those provisions):

Commencement Orders yet to be applied to the Financial Services and Markets Act 2000

 Help about changes and effects
Close

Commencement Orders

This section lists the commencement orders yet to be applied to the whole Act. These effects are included in this view as they may be (but won’t necessarily be) relevant to the specific provision that you are viewing. Where applicable the commencement orders are listed under two headings, firstly those that bring some part of the Act you are viewing into force and secondly, those that bring into force legislation that affects some part of the legislation you are viewing. If you are viewing a prospective version or there is a prospective version available there may be commencement orders listed here that are relevant to the provision you are viewing.

Commencement Orders bringing legislation that affects this Act into force:

[F1Transparency obligationsE+W+S+N.I.

89ATransparency rulesE+W+S+N.I.

(1)The competent authority may make rules for the purposes of the transparency obligations directive.

(2)The rules may include provision for dealing with any matters arising out of or related to any provision of the transparency obligations directive.

(3)The competent authority may also make rules—

(a)for the purpose of ensuring that voteholder information in respect of voting shares traded on a UK market other than a regulated market is made public or notified to the competent authority;

(b)providing for persons who hold comparable instruments (see section 89F(1)(c)) in respect of voting shares to be treated, in the circumstances specified in the rules, as holding some or all of the voting rights in respect of those shares.

(4)Rules under this section may, in particular, make provision—

(a)specifying how the proportion of—

(i)the total voting rights in respect of shares in an issuer, or

(ii)the total voting rights in respect of a particular class of shares in an issuer,

held by a person is to be determined;

(b)specifying the circumstances in which, for the purposes of any determination of the voting rights held by a person (“P”) in respect of voting shares in an issuer, any voting rights held, or treated by virtue of subsection (3)(b) as held, by another person in respect of voting shares in the issuer are to be regarded as held by P;

(c)specifying the nature of the information which must be included in any notification;

(d)about the form of any notification;

(e)requiring any notification to be given within a specified period;

(f)specifying the manner in which any information is to be made public and the period within which it must be made public;

(g)specifying circumstances in which any of the requirements imposed by rules under this section does not apply.

(5)Rules under this section are referred to in this Part as “transparency rules”.

(6)Nothing in sections 89B to 89G affects the generality of the power to make rules under this section.

89BProvision of voteholder informationE+W+S+N.I.

(1)Transparency rules may make provision for voteholder information in respect of voting shares to be notified, in circumstances specified in the rules—

(a)to the issuer, or

(b)to the public,

or to both.

(2)Transparency rules may make provision for voteholder information notified to the issuer to be notified at the same time to the competent authority.

(3)In this Part “voteholder information” in respect of voting shares means information relating to the proportion of voting rights held by a person in respect of the shares.

(4)Transparency rules may require notification of voteholder information relating to a person—

(a)initially, not later than such date as may be specified in the rules for the purposes of the first indent of Article 30.2 of the transparency obligations directive, and

(b)subsequently, in accordance with the following provisions.

(5)Transparency rules under subsection (4)(b) may require notification of voteholder information relating to a person only where there is a notifiable change in the proportion of—

(a)the total voting rights in respect of shares in the issuer, or

(b)the total voting rights in respect of a particular class of share in the issuer,

held by the person.

(6)For this purpose there is a “notifiable change” in the proportion of voting rights held by a person when the proportion changes—

(a)from being a proportion less than a designated proportion to a proportion equal to or greater than that designated proportion,

(b)from being a proportion equal to a designated proportion to a proportion greater or less than that designated proportion, or

(c)from being a proportion greater than a designated proportion to a proportion equal to or less than that designated proportion.

(7)In subsection (6) “designated” means designated by the rules.

89CProvision of information by issuers of transferable securitiesE+W+S+N.I.

(1)Transparency rules may make provision requiring the issuer of transferable securities, in circumstances specified in the rules—

(a)to make public information to which this section applies, or

(b)to notify to the competent authority information to which this section applies,

or to do both.

(2)In the case of every issuer, this section applies to—

(a)information required by Article 4 of the transparency obligations directive;

(b)information relating to the rights attached to the transferable securities, including information about the terms and conditions of those securities which could indirectly affect those rights; and

(c)information about new loan issues and about any guarantee or security in connection with any such issue.

(3)In the case of an issuer of debt securities, this section also applies to information required by Article 5 of the transparency obligations directive.

(4)In the case of an issuer of shares, this section also applies to—

(a)information required by Article 5 of the transparency obligations directive;

(b)information required by Article 6 of that directive;

(c)voteholder information—

(i)notified to the issuer, or

(ii)relating to the proportion of voting rights held by the issuer in respect of shares in the issuer;

(d)information relating to the issuer's capital; and

(e)information relating to the total number of voting rights in respect of shares or shares of a particular class.

89DNotification of voting rights held by issuerE+W+S+N.I.

(1)Transparency rules may require notification of voteholder information relating to the proportion of voting rights held by an issuer in respect of voting shares in the issuer—

(a)initially, not later than such date as may be specified in the rules for the purposes of the second indent of Article 30.2 of the transparency obligations directive, and

(b)subsequently, in accordance with the following provisions.

(2)Transparency rules under subsection (1)(b) may require notification of voteholder information relating to the proportion of voting rights held by an issuer in respect of voting shares in the issuer only where there is a notifiable change in the proportion of—

(a)the total voting rights in respect of shares in the issuer, or

(b)the total voting rights in respect of a particular class of share in the issuer,

held by the issuer.

(3)For this purpose there is a “notifiable change” in the proportion of voting rights held by a person when the proportion changes—

(a)from being a proportion less than a designated proportion to a proportion equal to or greater than that designated proportion,

(b)from being a proportion equal to a designated proportion to a proportion greater or less than that designated proportion, or

(c)from being a proportion greater than a designated proportion to a proportion equal to or less than that designated proportion.

(4)In subsection (3) “designated” means designated by the rules.

89ENotification of proposed amendment of issuer's constitutionE+W+S+N.I.

Transparency rules may make provision requiring an issuer of transferable securities that are admitted to trading on a regulated market to notify a proposed amendment to its constitution—

(a)to the competent authority, and

(b)to the market on which the issuer's securities are admitted,

at times and in circumstances specified in the rules.

89FTransparency rules: interpretation etcE+W+S+N.I.

(1)For the purposes of sections 89A to 89G—

(a)the voting rights in respect of any voting shares are the voting rights attached to those shares,

(b)a person is to be regarded as holding the voting rights in respect of the shares—

(i)if, by virtue of those shares, he is a shareholder within the meaning of Article 2.1(e) of the transparency obligations directive;

(ii)if, and to the extent that, he is entitled to acquire, dispose of or exercise those voting rights in one or more of the cases mentioned in Article 10(a) to (h) of the transparency obligations directive;

(iii)if he holds, directly or indirectly, a financial instrument which results in an entitlement to acquire the shares and is an Article 13 instrument, and

(c)a person holds a “comparable instrument” in respect of voting shares if he holds, directly or indirectly, a financial instrument in relation to the shares which has similar economic effects to an Article 13 instrument (whether or not the financial instrument results in an entitlement to acquire the shares).

(2)Transparency rules under section 89A(3)(b) may make different provision for different descriptions of comparable instrument.

(3)For the purposes of sections 89A to 89G two or more persons may, at the same time, each be regarded as holding the same voting rights.

(4)In those sections—

  • Article 13 instrument” means a financial instrument of a type determined by the European Commission under Article 13.2 of the transparency obligations directive;

  • [F2financial instrument” has the meaning given in Article 4.1(17) of Directive 2004/39/EC on markets in financial instruments;]

  • UK market” means a market that is situated or operating in the United Kingdom;

  • voting shares” means shares of an issuer to which voting rights are attached.

Annotations: Help about Annotation
Close

Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Amendments (Textual)

F2S. 89F(4): definition of "financial instrument" inserted (31.1.2009) by The Definition of Financial Instrument Order 2008 (S.I. 2008/3053), art. 2(2)

89GTransparency rules: other supplementary provisionsE+W+S+N.I.

(1)Transparency rules may impose the same obligations on a person who has applied for the admission of transferable securities to trading on a regulated market without the issuer's consent as they impose on an issuer of transferable securities.

(2)Transparency rules that require a person to make information public may include provision authorising the competent authority to make the information public in the event that the person fails to do so.

(3)The competent authority may make public any information notified to the authority in accordance with transparency rules.

(4)Transparency rules may make provision by reference to any provision of any rules made by the Panel on Takeovers and Mergers under Part 28 of the Companies Act 2006.

(5)Sections 89A to 89F and this section are without prejudice to any other power conferred by this Part to make Part 6 rules.]

Back to top

Options/Help

Print Options

You have chosen to open The Whole Act

The Whole Act you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.

Would you like to continue?

You have chosen to open The Whole Act as a PDF

The Whole Act you have selected contains over 200 provisions and might take some time to download.

Would you like to continue?

You have chosen to open The Whole Act without Schedules

The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.

Would you like to continue?

You have chosen to open The Whole Act without Schedules as a PDF

The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download.

Would you like to continue?

You have chosen to open the Whole Act

The Whole Act you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.

Would you like to continue?

You have chosen to open the Whole Act without Schedules

The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.

Would you like to continue?

You have chosen to open Schedules only

The Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.

Would you like to continue?

Close

Legislation is available in different versions:

Latest Available (revised):The latest available updated version of the legislation incorporating changes made by subsequent legislation and applied by our editorial team. Changes we have not yet applied to the text, can be found in the ‘Changes to Legislation’ area.

Original (As Enacted or Made):The original version of the legislation as it stood when it was enacted or made. No changes have been applied to the text.

Close

See additional information alongside the content

Geographical Extent: Indicates the geographical area that this provision applies to. For further information see ‘Frequently Asked Questions’.

Show Timeline of Changes: See how this legislation has or could change over time. Turning this feature on will show extra navigation options to go to these specific points in time. Return to the latest available version by using the controls above in the What Version box.

Close

Opening Options

Different options to open legislation in order to view more content on screen at once

Close

More Resources

Access essential accompanying documents and information for this legislation item from this tab. Dependent on the legislation item being viewed this may include:

  • the original print PDF of the as enactedversion that was used for the print copy
  • lists of changes made by and/or affecting this legislation item
  • confers power and blanket amendment details
  • all formats of all associated documents
  • correction slips
  • links to related legislation and further information resources
Close

More Resources

Use this menu to access essential accompanying documents and information for this legislation item. Dependent on the legislation item being viewed this may include:

  • the original print PDF of the as enacted version that was used for the print copy
  • correction slips

Click 'View More' or select 'More Resources' tab for additional information including:

  • lists of changes made by and/or affecting this legislation item
  • confers power and blanket amendment details
  • all formats of all associated documents
  • links to related legislation and further information resources