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Expert Analysis

• What New UK Code Of Conduct Will Mean For Directors

  

  The Institute of Directors’ new voluntary code of conduct is intended to help directors make better decisions and enable U.K. businesses to win back eroded public trust, although, with no formal means of enforcement, its effectiveness could be limited, says Sarah Turner at Eversheds Sutherland.

• Russian Bankruptcy Ruling Shows Importance Of Jurisdiction

  

  The U.K. Supreme Court's recent decision not to assist a Russian receiver in Kireeva v. Bedzhamov will be of particular interest in cross-border insolvency proceedings, where attention must be paid to assets outside the jurisdiction, and to creditors, who must consider carefully where to apply for a bankruptcy order, say lawyers at McDermott.

• Decoding Arbitral Disputes: UK Awards Versus EU Judgments

  

  The Court of Appeal of England and Wales' recent refusal to enforce a €855 million Spanish judgment inconsistent with earlier binding arbitral awards in England provides crucial guidance for practitioners navigating the complexities of cross-border disputes involving arbitration agreements and sovereign states, says Josep Galvez at 4-5 Gray's Inn.

• How Listing Act Measures Will Modernize EU Capital Markets

  

  The new European Union Listing Act, in line with the capital markets union initiative, aims to simplify market access for small and midsize enterprises, laying a foundation for a more integrated framework and representing a modernization milestone, say lawyers at Cleary.

• Insider Info Compliance Highlights From New FCA Guidance

  

  The Financial Conduct Authority's recent guidance to companies on identifying inside information clarifies the regulator's expectation of case-by-case assessment, helpfully highlighting that abuse of U.K.-regulated markets can arise earlier than some might think, say lawyers at Sullivan & Cromwell.

• A Look At PCAOB's Record-Breaking Enforcement In 2024

  

  The Public Company Accounting Oversight Board in 2024 brought more enforcement actions against auditors and imposed increasingly higher monetary penalties, showing that it was not afraid to exercise its power to fine and reprimand firms, a trend that will likely continue in 2025, say attorneys at Briglia Hundley.

• 2 Cases May Enlighten UK Funds' Securities Litigation Path

  

  Following recent nine-figure settlements in securities class actions against Apple and Under Armour, U.K. pension funds may increasingly lead U.S. shareholder derivative suits, advocating for transparency, better risk management and stronger governance practices, say lawyers at Labaton Keller.

• Interpreting Newly Released Consumer Fraud Complaints Data

  

  The Financial Ombudsman Service’s latest complaint data focuses on scams and customer service, and demonstrates that as fraud is becoming rapidly more complex, financial regulators need to acknowledge that technology is here to stay and work together with firms to protect consumers, say lawyers at RPC.

• Applying New FCA Guidance On Control Of Financial Firms

  

  Buyers seeking to acquire or increase their stakes in U.K. financial services firms can streamline prudential review of their transactions by understanding the Financial Conduct Authority’s recently published guidance on updated change-in-control regulations, says Mark Chalmers at Davis Polk.

• Anticipating The UK's Top M&A Trends In 2025

  

  Conversations with market participants are focusing on five key questions about 2025's transactional markets, ranging from issues of artificial intelligence, to the boom in takeovers and increased regulatory scrutiny, says Layla D’Monte at King & Spalding.

• Businesses Should Expect A Role In Tackling Fraud Next Year

  

  If one word sums up a key trend in financial crime enforcement in 2024, it would be fraud, as enforcement agencies clamped down on consumer-focused crime — and businesses will need to be prepared to play a part in 2025 with the coming of the "failure to prevent fraud" offense, says Jessica Parker at Corker Binning.

• What FCA's 2024 Changes Suggest For Enforcement In 2025

  

  Though the Financial Conduct Authority is likely to enter 2025 hungry for enforcement wins after fielding intense criticism in 2024 over proposed policy amendments, firms can glean ideas for mitigating their risk from heightened scrutiny by studying the regulator's changing behavior from the year just past, says Imogen Makin at WilmerHale.

• How The Wirecard Judge Addressed Unreliability Of Memory

  

  In a case brought by the administrator of Wirecard against Greybull Capital, High Court Judge Sara Cockerill took a multipronged and thoughtful approach to a common problem with fraudulent misrepresentation claims — how to assess the evidence of what was said at a meeting where recollections differ and where contemporaneous documentation is limited, says Andrew Head at Forsters.

• Decoding Arbitral Disputes: Cross-Border Contract Lessons

  

  A U.K. court's decision this month in Banco De Sabadell v. Cerberus provides critical lessons for practitioners involved in drafting and litigating cross-border investment agreements, and offers crucial insight into how English courts apply foreign law in complex cross-border disputes, says Josep Galvez at 4-5 Gray's Inn. 

• Practical Considerations For Private Fund Side Letters

  

  Side letters are a common way of formalizing negotiated arrangements between a private fund and a particular investor — and as the number and length of side letters per fundraise steadily climb, managers must consider the material legal risks carefully, say lawyers at Dechert.