Additional Information
Additional Information

[Last updated: 1 August 2024, unless otherwise noted]

All information and materials submitted to the FCA and the LSE or disclosed to the market in London must be in the English language.

Key differences in requirements for domestic companies

The key differences in requirements between domestic and foreign companies listing on the Main Market relate to inclusion in the FTSE UK series of indices, settlement and continuing obligations.

Although more burdensome than other listings, an ESCC listing comes with potential for inclusion of such listed company in the FTSE UK series of indices, which are further described in section 1 above. A company incorporated in the United Kingdom enjoys a key benefit as compared with a foreign company in that a UK company is required to meet far fewer eligibility criteria for inclusion in these indices.

All shares listed on the Main Market must be capable of electronic settlement under their terms and the company's constitution. One of the main differences for a company incorporated in the United Kingdom trading its shares on the Main Market compared with a non-UK company is that a UK company's shares (as well as the shares of a company incorporated in the Republic of Ireland, Jersey, Guernsey or the Isle of Man) are eligible for direct participation in CREST, the UK electronic settlement system. By contrast, companies incorporated in other jurisdictions need to establish a depository arrangement with a UK bank or other provider, which will issue depository interests representing the company's underlying shares as depository interests are eligible for settlement within CREST. The UK bank or other provider will typically charge fees for: (i) setting up the depository interest structure; (ii) annual maintenance; and (iii) each transaction in the company's shares. Depository interests are a settlement mechanism and are not the same as depositary receipts.

Companies incorporated in the United Kingdom are subject to the following continuing obligations:

  • Significant shareholder notification thresholds are more stringent, and the time periods for these notifications are shorter, for a UK company as compared with a non-UK company.
  • A UK incorporated company with a listing on the Main Market must comply with all of the detailed annual report disclosure requirements set out in the UK Companies Act 2006 and associated regulations, including, among others, reporting on corporate social responsibility, environmental issues and directors' remuneration.
  • A UK incorporated company listed on the Main Market should generally prepare its financial information in accordance with UK-IAS.
  • All UK incorporated companies listed on the Main Market are required to have an audit committee, which is responsible for monitoring the audit function. In practice, most non-UK incorporated companies with an ESCC listing on the Main Market also have an audit committee as this is recommended by the Code, which is further described in section 5 above.