ABSTRACT

In the UK Listing Review it is suggested that the LSE should allow companies with dual class share (DCS) structures to list on the Premium segment. In this paper, we discuss this proposal. First, we present an overview of the DCS-debate together with the proposition in the Review to allow for DCS-listings under certain conditions. Second, we discuss the arguments that are made against DCS-listings. For the sake of comparison and reference, we then give an overview of the Swedish DCS-regulation. From there, we discuss the conditions for DCS-listing recommended in the Review. Our conclusion is that several of the DCS-listing conditions suggested might not only hinder DCS-structures from being useful for companies that wish to utilise such structures but would in several cases disable the corporate governance mechanisms that would otherwise counteract several of the problems that DCS-structures can give rise to, most prominently the market for corporate control.

摘要

在英国上市审查中，建议 LSE 应允许具有双重类别股份 (DCS) 结构的公司在 Premium 板块上市。在本文中，我们讨论了这个提议。首先，我们概述了 DCS 辩论以及评论中的提议，以允许在某些条件下进行 DCS 上市。其次，我们讨论反对 DCS 上市的论点。为了比较和参考，我们再对瑞典 DCS 法规进行概述。从那里，我们讨论了评论中推荐的 DCS 上市条件。