United Kingdom – RECENT ENACTMENT OF PROSPECTUS REGULATION

The United Kingdom has recently enacted its own Prospectus Regulation, which like the EU Prospectus Regulation, continues to exempt nontransferable stock awards that are granted for no consideration (e.g., stock options, restricted stock units) regardless of the number of offerees and in the case of an ESPP if offered to fewer than 150. However, while a prospectus is not required in such circumstances, it is expected that once the United Kingdom regulations have been promulgated, certain information regarding the issuer and the stock award will have to be communicated to the offeree.

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