MAR (Online 2023)
Insights - Events

About this event

The third installment of our half-day training course.

The half-day online training course will be delivered by Daniel Roach and Caroline Emmet, fully qualified Company Secretaries with extensive governance experience across listed companies in multiple sectors and a wealth of practice in the application of MAR. The course content will also draw upon the combined knowledge of 50+ accomplished governance professionals working within the Company Matters team. The interactive sessions will include technical detail on MAR, practical examples and case studies to give you an in-depth knowledge of the subject and help your company to stay compliant.

Completing this course will contribute to 3.5 hours of Unstructured Continuing Professional Development (CPD)

The course will focus on:

• Inside information
• Dealings by Persons Discharging Managerial Responsibilities (PDMRs) and Persons Closely Associated (PCAs);
• an opportunity for Q&As with a specialist external advisor; and
• technical detail on UK MAR and relevant case law, market practice and insights from recent research and enforcement actions by Financial Conduct Authority (FCA)

Full Syllabus

Inside Information

• What is inside information? How do we, determine whether and when it has come into existence?
• Why is it important to be aware of inside information and control its disclosure?
• How do we determine the timing for disclosing inside information to the market? Should we release inside information immediately or delay disclosure? Understanding the reasons and process for doing so.
• What are the obligations and processes involved in respect of compiling insider lists and notifying individuals of their status as insiders and responsibilities under UK MAR?
• What is the role of the Company Secretary when inside information is leaked, and what actions need to be taken?
• How do organisations make market soundings in accordance with UK MAR?
• What is the role of the Company Secretary in respect of the inside information process, and in what ways can we effectively raise the profile of UK MAR and of inside information in the boardroom?
• How can boards and directors mitigate regulatory risk and exposure under UK MAR through the meeting agenda, board papers, ongoing training and effective decision making?
• What are the roles and responsibilities of the disclosure committee, and what is its place within an effective organisational corporate governance structure alongside the board and other committees?
• Practical insights and current trends from recent FCA enforcement action and case law and possible future areas of regulatory focus.

Dealings by PDMRs and PCAs

• How do we determine whether someone is a PDMR or PCA under UK MAR, and what are their associated obligations?
• What constitutes a transaction and which transactions should be notified?
• What is the tole and function of the share dealing code and associated polices?
• What processes and record keeping are required or recommended?
• How can we, as Company Secretaries, support our PDMRs and their PCAs?
• Practical insights from recent FCA enforcement action and case law and possible future areas of regulatory focus.

Practical Scenarios and Q&As

In this session we will combine our earlier discussions about the technical detail about UK MAR and case law, insights from recent FCA enforcement, case law and market practice through a practical workshop scenario. We look at how to embed the decision-making processes and the factors to be considered when identifying and disclosing inside information and in respect of PDMR and PCA dealings. We also explore associated best practice as well as the practical challenges to overcome and the pitfalls to avoid.

This session involves a group discussion and an opportunity for Q&As with a specialist external advisor.

Date:

Tuesday 10th October 2023

Timings:

• 09:00am  – Session 1 – Inside Information
• 10:30am  – Session 2 – PDMR and PCA
• 11:30am  – Session 3 – Practical Scenarios and Q&A
• 12:30pm - Finish

Format:

Online, Teams

Price:

£395 + VAT