The United Kingdom prospectus regime is changing in 2026. This presentation provides an understanding of the new UK Public Offer and Admission to Trading Regulations 2024 (POATR) with a focus on debt capital markets. POATR will replace the existing UK Prospectus Regulation with the final rules set out in FCA Policy Statement PS25/9
James Taylor
James Taylor is a partner in the Banking & Finance practice of the London office. James’ practice focuses on public and private offerings of debt and equity-linked securities, advising issuers and underwriters on the standalone issue and offering of retail and wholesale medium term notes, commercial paper, certificates of deposit, warrants, convertible and exchangeable bonds and covered bonds, as well as the establishment and update of platforms for the issuance of multiple types of securities, the structuring of liability management transactions and the provision of ongoing advice on securities laws, corporate governance and stock exchange requirements related to them.
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The European Defence Bond Label: Mobilising Private Capital in Support of the European Defence Sector
Recent geopolitical developments have catalysed a reordering of European defence policy. The European Union has initiated significant efforts to revitalise and consolidate its defence and security industrial base through the Permanent Structured Cooperation, the European Defence Fund, the Strategic Compass for Security and Defence, the European Defence Industrial Strategy and the proposed European Defence Industry…
Capital Markets Insight: How to Know When You Need a Temporary CUSIP Number for Reopenings
If you are involved in issuing or trading securities, you are familiar with CUSIP numbers, the nine-digit alphanumeric codes that identify specific securities in the United States and Canada. What you may not know is that sometimes you will need a temporary CUSIP number (also known as a contra CUSIP) in connection with a reopening…
Convertible Bonds: An Issuer’s Guide
Our Convertible Bonds: An Issuer’s Guide is available to download. The guide has been updated to include a discussion relating to European and US issuers.

The convertible bond market has been active as companies refinance converts issued during the pandemic. Driven by a high interest rate environment and ongoing macroeconomic uncertainty, companies issued over $86…
Sustainable Commercial Paper: Short-Term Paper, Long-Term Impact
Over the past few years, we have seen growing interest in Commercial Paper (CP) programmes with a sustainable focus.
Traditionally used by corporations, financial institutions, sovereigns, and other issuers for short-term liquidity needs, CP is now being adapted to align with environmental, social, and governance (ESG) objectives.
The International Capital Market Association (ICMA) has recognised…
“Season’s Green-things” – The EU Green Bond Standard applies from 21 December
Christmas is coming early to the ESG bond market as the new EU Green Bond Standard applies from 21 December 2024.
The new standard is conceptually similar to existing ICMA use of proceeds standards but quite different in the detail.
Under the standard, net proceeds, subject to certain exceptions, must be allocated to EU taxonomy-aligned…
Outline CRR III / CRD VI – Final Basel III Standards
The Basel III standards comprise a package of reforms that were largely agreed by the Basel Committee on Banking Supervision (“BCBS”) in December 2017 and set out in the BCBS standard “Basel III: Finalising post-crisis reforms” (BCBS 424).
To implement these standards, the European Commission has amended the Capital Requirements Regulation (Regulation (EU) 575/2013, as…
ESMA Publishes Guidelines on Establishing Harmonised Criteria for Use of ESG and Sustainability-Related Terms in Fund Names
On 14 May 2024, the European Securities and Markets Authority (“ESMA“) published its final report on “Guidelines on funds’ names using ESG or sustainability-related terms” (the “Guidelines“). The Guidelines aim to provide fund managers with clear and measurable criteria to assess their ability to use ESG and/or sustainability-related terms…
UK Financial Conduct Authority Publishes Finalised Guidance on its Anti-Greenwashing Rule
On 23 April 2024, the UK’s Financial Conduct Authority (“FCA“) published its “Finalised non‑handbook guidance on the Anti‑Greenwashing Rule (FG/24/3)” (the “Guidance“). The FCA has published the Guidance to help in-scope firms understand and comply with the anti-greenwashing rule, which will come into effect on 31 May 2024.
Background
The anti-greenwashing rule is…
MB Microtalk: Mitigating Greenwashing Risk

In this MB Microtalk video, Mayer Brown’s James Taylor discusses “Greenwashing,” or essentially portraying a company’s products, activities or policies as having positive environmental outcomes when that is not the case.
This microtalk is a part of a series on Greenwashing. Watch the other episodes on our MB Microtalk page.

