Independent report

UK Secondary Capital Raising Review 

The UK Secondary Capital Raising Review, led by Mark Austin, was launched on 12 October 2021 to look into improving further capital raising processes for publicly traded companies in the UK.

Documents

Call for Evidence: UK Secondary Capital Raising Review

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UK Secondary Capital Raising Review - Terms of Reference

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Details

Lord Hill’s UK Listing Review made a series of recommendations to the Government to help boost the UK as a destination for IPOs and optimise the capital raising process for large and small companies on UK markets. One of those recommendations was to bring together an expert group to look into how further capital raising processes by companies that are already listed can be made more efficient.

On 12 October, the Chancellor announced that Mark Austin would take on the role as the independent chair of the UK Secondary Capital Raising Review, to look into these issues and to make recommendations to the Government.

Mr Austin is a partner at the law firm Freshfields Bruckhaus Deringer.  He is also chair of the FCA’s Listing Authority Advisory Panel.    

Mr Austin is asked specifically to consider: 

  • Whether the overall duration of the secondary capital raising process can be reduced including, in relation to rights issues, by reducing the period during which shareholders trade their rights

  • Whether new technology can be brought to bear on the process in order to ensure shareholders can receive relevant information rapidly and exercise their rights

  • Other fund-raising mechanisms that may be worth considering in the UK, including the Australian ‘RAPIDS’ model as well as structures to facilitate enhanced retail investor participation in capital raisings. It should also consider what barriers, if any, there are to wider adoption

  • Whether the greater transparency around short selling brought in after the financial crisis has benefited the rights issue process (noting the contribution short selling makes to price formation) and whether more can be done

  • Whether there are any other ways of improving the capital raising process by UK publicly traded companies which are consistent with the UK’s commitment to high standards

  • Whether any outstanding recommendations from the 2008 ‘Rights Issue Review Group’ should be pursued

The Chancellor has asked Mr Austin to report back with his recommendations in the spring of 2022.  

Published 12 October 2021