PRM 9.3 Time limits for approval of prospectus

The FCA will notify the issuer or the person requesting admission to trading of its decision regarding the approval of the prospectus within 10 working day of the submission of the draft prospectus.

The time limit set out in PRM 9.3.1G may be extended to 20 working days where the admission to trading involves transferable securities issued by an issuer that does not have any transferable securities already admitted to trading.

Where the FCA finds that the draft prospectus does not meet the standards of completeness, comprehensibility and consistency necessary for its approval and/or that changes or supplementary information are needed:

(1) the FCA will inform the issuer or the person requesting the admission to trading of that fact promptly and at the latest within the time limits set out in PRM 9.3.1G, PRM 9.3.2G or PRM 9.3.4G as applicable, calculated from the submission of the draft prospectus and/or the supplementary information; and

(2) the FCA will clearly specify the changes or supplementary information that are needed.

Where PRM 9.3.3G(2) is engaged, the time limit in PRM 9.3.1G will then apply only from the date on which a revised draft prospectus or the supplementary information requested is submitted to the FCA.

Where the issuer or the person requesting the admission to trading is unable or unwilling to make the necessary changes or to provide the supplementary information requested in accordance with PRM 9.3.3G, the FCA may refuse the approval of the prospectus and terminate the review process. 

If the FCA refuses to approve a prospectus according to the guidance in PRM 9.3.5G, the FCA will notify the issuer or the person requesting admission to trading of its decision and indicate the reasons for such refusal.

The time limits referred to in PRM 9.3.1G, PRM 9.3.3G and PRM 9.3.4G will be reduced to 5 working days for a prospectus consisting of separate documents drawn up by frequent issuer s referred to in PRM 2.6.16R, subject to the frequent issuer informing the FCA at least 5 working days before the date envisaged for the submission of an application for approval.

A frequent issuer must submit an application to the FCA containing the necessary amendments to the universal registration document and, where applicable, the securities note and the summary submitted for approval.

Where the FCA does not reach a decision on the prospectus within the time limits indicated, such failure will not be deemed to constitute approval of the application.