The UK’s Financial Conduct Authority (FCA) has launched a consultation on targeted amendments to its UK Listing Rules for closed-ended investment funds, aiming to strengthen the management of conflicts of interest while preserving shareholder rights.
The proposals focus on investment trusts and other listed closed-ended funds, where shareholders appoint a board that oversees the external investment manager.
Under the proposed changes, the FCA would extend existing shareholder protections to the appointment of new investment managers, ensuring the same safeguards apply when changes are made to fees or investment strategies.
The regulator also wants to strengthen board independence by recognising links between directors and substantial shareholders who nominate them.
In addition, it proposes new safeguards where a substantial shareholder also serves as the investment manager and votes on significant changes to the fund’s investment policy.
“Strong shareholder rights and minimal conflicts of interest are crucial to well-functioning markets, including for investment trusts,” said Jon Relleen, Director of Infrastructure & Exchanges at the FCA.
The consultation closes on 14 August, with the FCA aiming to finalise the revised rules before the end of 2026.
Separately, the regulator has also published examples of good practice to help retail investors exercise their voting rights.
The consultation forms part of the FCA’s wider review of the UK Listing Rules, launched after the regulator introduced a simplified listing regime in 2024 to make London’s public markets more attractive to issuers.
