Financial Conduct Authority updates Knowledge Base guidance with revised sponsor services principles and new note on complex financial history rules

The Financial Conduct Authority has updated its Knowledge Base, incorporating guidance set out in Primary Market Bulletin No. 58. The changes amend existing guidance for sponsors on the scope and application of “sponsor services” and add a new technical note on how the complex financial history and significant financial commitment rules apply. The Knowledge Base is formal FCA guidance (non-Handbook commentary) intended to help issuers, sponsors and practitioners interpret the UK Listing Rules, Prospectus Regulation Rules and Disclosure Guidance and Transparency Rules. The revised sponsor guidance (Primary Market/TN/710.2) clarifies that “sponsor services” can include preparatory work undertaken before a formal engagement and communications with the FCA, and it provides examples to illustrate when sponsor principles apply in evolving transaction scenarios. It also sets out how sponsor responsibilities can continue after document approval through to the effective date of admission or transfer, and how sponsor principles apply in relation to circulars seeking shareholder approval, submissions to the FCA (such as eligibility letters and certain confirmations) and aborted transactions. The updates follow the FCA’s consultation in Primary Market Bulletin No. 57 dated 25 July 2025, with feedback and resulting changes summarised in Primary Market Bulletin No. 58.