Anne-Marie Clarke Industry Director, EQ “The future depends on what you do today”. A quote that resonates when thinking of the importance of horizon scanning and asking the question “So what? What does this mean for me, and what do we need to do?” As Industry Director, these questions are front of mind in my role at EQ.
So, whether you are actively involved in the changes that are underway, or wanting to become more informed, this update provides an opportunity to understand some of the key changes on the horizon, and what that could mean for your company and shareholders.
In this article we cover:
- The Annual General Meeting (AGM) - To be virtual, or not to be virtual, that is the question
- The UK shareholding framework - A government supported digitisation journey
- Economic crime and corporate transparency - Bringing greater clarity to who owns shares
- Prospectus reform, share issue and share buyback - Making it easier for companies to raise capital and reduce costs
- Capital markets for private companies - A new era begins: Trading powered by the PISCES framework
The Annual General Meeting (AGM)
To be virtual, or not to be virtual, that is the question
Since COVID, the debate around holding virtual AGMs has gathered pace. As part of the UK government’s Industrial Strategy, launched at the end of 2024, there have been indications that the government has been considering changing the law to enable companies to hold virtual AGMs.
On 20 January 2026, we saw the latest announcement which set out clearly that the government is looking to progress with plans to allow virtual AGMs. So, what does that mean for issuers? Will you still be required to make an amendment to your Articles of Association to allow a virtual meeting to take place? Are you planning to make changes at the next opportunity? Are you considering what your AGM will look like in the future? Are there opportunities for increasing shareholder engagement through digital means? Will cost implications be assessed, and/or budget redeployed towards different channels for shareholder engagement?
With change, comes opportunity, but what is becoming evident through conversations is that it will be for individual companies and their shareholders to determine the future of their AGMs within an expected legal framework that supports the digitisation of UK capital markets.
Lisa Graham, EQ’s Head of Meeting Management advised
The future of the AGM won’t be defined by format alone. Legal change may open the door to virtual meetings, but it’s how companies use that flexibility to create clarity, choice and stronger shareholder connections that will truly shape the next era.”
Read our research on changes to company Articles of Association over the past three years as companies and shareholders determine how to regulate the running of the company going forwards.
The UK shareholding framework
A government supported digitisation journey
March saw the launch of our co-ordinated communications campaign for issuers, to support them on the journey towards dematerialisation and digitisation of the UK shareholding framework. Access our webinar recordings and our Dematerialisation Hub for detailed information.
Step 1 dematerialisation
With a recommended ‘go-live’ date of end 2027 for Step 1 (Removal of paper share certificates and establishment of digitised registers), work at an industry level has gathered pace. The immediate industry-wide focus has been to support the work of DEMAT (Dematerialisation Market Action Taskforce).
This has involved delivering registration industry knowledge and expertise into roundtable discussions and engaging with market participants. This engagement and interaction has been critical to consider the different perspectives of the stakeholder groups. Following this period of engagement, work has begun on the drafting of the DEMAT report that will be delivered to government in Summer 2026. This report will confirm the timeline for implementation of this first step, Step 1, and the action plan needed to deliver this.
At a top level, the removal of paper share certificates may appear straightforward – from a defined date, share certificates will not be evidence of ownership, instead this will be by digital entry on a digital register. But removing that one piece of paper, requires changes to processes which previously relied on a paper share certificate for evidence of ownership. Extensive preparatory work is underway within EQ for the significant work that will be required to develop our platforms within this expected timeframe of end 2027.
Beyond Step 1 dematerialisation
And looking beyond Step 1, to Step 3, discussions and deliberations are underway for making improvements to the intermediated system of holding shares (Step 2), ahead of all shareholders holding their shares through an intermediated position, the ultimate recommended destination for shareholders (Step 3).
Take action now
There are many expected benefits from delivering dematerialisation and digitisation of the UK shareholding framework, so for issuers it is time to consider what you want to achieve from this programme and how to achieve that. Digitisation activity has been ongoing for some time in terms of collecting shareholder email addresses and bank mandates and encouraging digital communications between issuers and shareholders. Those issuers who have been proactive in this space will be well prepared for when these changes are expected to become the default.
Anthony Hall, MD Corporate Services commented
My advice is for issuers to start thinking now about what they want from the most impactful change ever to the UK’s shareholding framework. There is still time to influence DEMAT to ensure that their recommendations match your own requirements. Equiniti has the enthusiasm, flexibility and product suite to support issuers with whatever they want to achieve and we’re developing new and exciting ways to streamline it all. Knowing now what issuers want will guarantee our successful partnerships can continue.”
Economic crime and corporate transparency
Bringing greater clarity to who owns shares
The Economic Crime and Corporate Transparency Act (ECCTA) continues to be implemented in the UK. Its purpose? As stated by Companies House, it is to reform the role of Companies House and improve transparency over UK companies and other legal entities to strengthen the business environment, support national security and disrupt economic crime while delivering a more reliable companies register to underpin business activity.
As share registrars, we are focussed on the elements around transparency of who owns shares with the requirement being for a forename and surname for each directly registered member. At present, initials can be registered as can be mononyms. As at the date of this article, we await a confirmed timeline for implementation of the changes. The CGI Registrars Group continue to seek clarification on the details of the changes, and we await secondary legislation for implementation with a definitive date to be set by the Department for Business and Trade (DBT). Considering the work of the industry group DEMAT, who are working on the digitisation of the UK shareholding framework, a co-ordination of these workstreams and timelines could be beneficial.
Prospectus reform, share issue and share buyback
Making it easier for companies to raise capital and reduce costs
On 19 January 2026, the FCA issued new Prospectus Rules and made changes to the UK Listing Rules. The aim is that the revised rules will make it easier for companies to raise capital in the UK and reduce costs when admitting securities to UK public markets. There are many positive changes, such as raising the threshold at which a prospectus is required for further share issuances to 75% of existing share capital (from 20%) and removing the listing application process on further issuances of securities in a class that is already listed.
In connection with this latter point, there has been some uncertainty in the market following the removal of the block listing regime and the revised notification requirements for further issuance of shares. This particularly impacts the operation of employee share plans which regularly used the block listing regime. The FCA issued a statement, which closed on 23 March 2026. As at the date of this article we await further updates.
Our clarification about forbearance following the introduction of the new Public Offers and Admissions to Trading Regulations (POATRs) regime.
Share buy-back notification requirements have also changed, with the aim of aligning the timing and frequency of post-trade share buy-back notifications with those under Market Abuse Regulation. On the 27 February 2026 the FCA extended the market notification deadline in UKLR 9.6.6R, which provides that any purchase must be notified no later than the end of the 7th daily market session following the date of execution. Previously it was “as soon as possible, and in any event, by no later than 7.30am on the business day following the calendar day on which the purchase occurred”. The practical effect is that issuers can now collate several share buybacks into one announcement.
Read our deep dive article on share buy-back notifications here.
Capital markets for private companies
A new era begins: Trading powered by the PISCES framework
PISCES, the Private Intermittent Securities and Capital Exchange System, is designed to bring together buyers and sellers of shares in private companies. Regulations and FCA rules are in operation. The first auctions have now taken place, and our recent article highlighted EQ’s role in the first LSE Private Securities Market Auction.
Related Content
- Annual General Meetings (AGMs)
- Press release: Business Secretary backs British scaleups with growth package and red tape review
- Evolving Articles Of Association: Key Trends From 2023–2025 As Companies Prepare For AGM Season
- On Demand: DEMAT, Digitising The UK Shareholding Framework - How To Stay Ahead of Digitisation
- Dematerialisation And Digitisation
- Economic Crime and Corporate Transparency Act (ECCTA)
- Policy paper: Economic Crime and Corporate Transparency Act: outline transition plan for Companies House
- Press release: Statement on notifications relating to admissions to trading and recent changes to the UK Listing Rules
- Share Buy-backs – Update Following The September 2025 FCA Consultation Paper CP25/24
- PISCES - Unlock Private Market Liquidity with EQ
- Equiniti Delivers Operational Readiness For The First LSE Private Securities Market Auction
