Primary Market Bulletin 43

Welcome to the 43rd edition of the Primary Market Bulletin (PMB).

We are introducing multi-factor authentication[1] to strengthen how firms and others log into our systems and to further protect and control access to our data. 

Multi-factor authentication ensures that only the user can access their account(s). Users will need to enter a one-time passcode each time they log into: 

• Connect, Reg Data, Online Invoicing (Fees Portal) and/or Shared Intelligence Service (SIS) - from now
• Electronic Submission System (ESS) – expected to be from March 2023. 

Turning on multi-factor authentication will be quick and easy. The user will be prompted to turn on multi-factor authentication when they attempt to log in (expected to be from March 2023 for ESS). They will need to authenticate by entering a one-time passcode.

A user’s code will be generated from either:  

• An authenticator app. 
• A text message.      
• An automated phone call. 

Users’ existing account credentials will not change. Users can continue to use these credentials when they log in before they authenticate with their one-time passcode. 

Please follow this link[1] for further information regarding the new process. 

Third country issuers must satisfy our measures, however we are able to exempt third country issuers from certain requirements in DTRs 4 to 6 if we consider the law of the third country in question to be equivalent, or if the issuer complies with requirements of the law of a third country we consider to be equivalent.

We have recently received queries about the financial reporting rules (DTR 4) exemption, in particular as to whether we deem Generally Accepted Accounting Principles of the People’s Republic of China (Chinese GAAP) to be equivalent. We are satisfied that:

• for a financial year beginning on or before 31 December 2020, Chinese GAAP are equivalent to International Financial Reporting Standards (IFRS) as adopted by the EU in accordance with Regulation (EC) No 1606/2002 as it applies in the European Union; and
• for a financial year beginning after 31 December 2020, Chinese GAAP are equivalent to UK-adopted international accounting standards (within the meaning given by section 474(1) of the Companies Act 2006) for the purposes of the Transparency Rules.

Consequently, in accordance with DTR 4.4.8R, issuers of securities admitted to trading on a UK regulated market with a registered office in a third country, which report their annual and half-yearly consolidated financial statements following Chinese GAAP are exempt from:

• DTR TP 1(36) and DTR TP 1(38); and
• DTR 4.1.6R(1) and DTR 4.2.4R(1).

For further information on our position regarding DTR 4 exemptions, the major shareholding rules (DTR 5) exemption for issuers and the information requirements (DTR 6) exemption, please see our Equivalence of non-UK regimes webpage[2].

On 12 January 2023 we published CP23/2[3] on proposed changes to rules requiring certain issuers to produce annual financial reports in electronic format and apply structured-digital reporting within those reports (see DTR 4.1[4] and the Technical Standard[5]).   

The proposals are intended to make our rules more accessible and responsive to periodic changes to digital reporting taxonomies.   

We are keen to hear views on these proposals, including from the companies that are subject to these requirements, as well as advisory firms, service providers, software vendors and other enterprises that support and enable structured digital reporting.   

For further detail on these changes and how to respond to them, please see CP23/2[4].

Alongside this, we have recently enabled our National Storage Mechanism[6] (NSM) to accept annual financial reports with financial statements that have been tagged using the latest ESEF 2022[7] taxonomy.