financial promotion regulation

“Financial promotion” is the term used by the Financial Services and Markets Act 2000 to describe the communication of an invitation or inducement to engage in certain investment activity. It is also is defined and used by the Financial Services Authority.  The issue of such promotions is highly regulated and in short only “authorised persons” can, in the course of business, make such communications (unless an exemption applies or the promotion is approved by an authorised person).

White & Black provides specialist advice concerning the issue and communication of “financial promotions” (which are regulated under the Financial Services and Markets Act 2000 and the Financial Promotions Order 2005) and more generally on the contents of investment memorandums, executive summaries and other communications to potential investors and shareholders.

In particular we help clients to avoid the criminal sanctions imposed by the Financial Services Authority for breaches of the financial promotions regime.  As part of this work, we can advise on the inclusion of suitable disclaimers and notifications, the use of exemptions and safe harbors’ and on the interaction of the UK regime with overseas regimes, notably those in the US and continental Europe.  We can also advise on:

• the territorial scope of the financial promotions regime;
• the use of approved promotions;
• real time and non-real time communications
• combining exemptions
• the FSA’s perimeter guidance
• sanctions and penalties
• communications made over the internet

We also advise clients on the implications, under the financial promotion regime, of corporate restructurings, such as those surrounding share for share exchanges carried out as part of solvent liquidations.