A Critical Discussion of Uk Ipos: Legal and Transactional Aspects and the Question of Prospectus Regulation Beyond Disclosure

Abstract

This article critically examines the legal and transactional characteristics of Initial Public Offerings (IPOs) in the United Kingdom, with a particular focus on the regulatory framework governing prospectuses. It analyses the central legal requirements imposed on issuers and underwriters, the role of the Financial Conduct Authority (FCA), and the interaction between domestic and EU-derived legislation post-Brexit. The discussion interrogates whether the regulation of prospectuses is limited to the disclosure of sufficient information or whether it entails broader mechanisms aimed at investor protection, market efficiency, and issuer accountability. By highlighting practical challenges and recent legal developments, the paper argues that while disclosure remains the cornerstone of prospectus regulation, the effectiveness of the regime ultimately depends on the quality, accessibility, and enforceability of the information provided. The analysis concludes with observations on potential reforms and best practices for balancing transparency with the commercial realities of raising capital on UK public markets.