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The FCA has approved the London Stock Exchange as the first operator of PISCES (Private Intermittent Securities and Capital Exchange System) which is a new type of private stock market.
United Kingdom
Corporate/Commercial Law
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The FCA has approved the London Stock Exchange as the
first operator of PISCES (Private Intermittent Securities and
Capital Exchange System) which is a new type of private stock
market. The Treasury laid the Financial Services and Markets Act 2023
(Private Intermittent Securities and Capital Exchange System
Sandbox) Regulations 2025 before the UK parliament in May 2025,
which came into force in June and finalised the legislative
framework for PISCES.
PISCES allows buyers and sellers of shares in private companies
to trade those shares during intermittent trading periods.
Companies using a PISCES platform can decide when their shares
can be traded, who is allowed to buy them and at what price, and
who can get information about the company or any transactions in
its shares. PISCES platforms run intermittent trading events, which
is different to a public market listing.
PISCES aims to be an innovative, flexible, efficient and
effective solution for private companies to allow investors to buy
and sell their shares in a trading event. The FCA says that PISCES
will allow private companies to reach a broader range of investors,
supporting investment in growth companies and boosting the
competitiveness of UK markets.
Access to PISCES will be limited to institutional investors,
high-net-worth individuals, sophisticated investors and employees
of participating companies. Investors will be provided with
information about the risks involved to help them make informed
decisions.
The PISCES platform will be delivered through a sandbox, which
allows the FCA to test the design before finalising a permanent
regime in 2030. Trading systems could include periodic auctions, as
well as occasional and time-limited periods of continuous trading.
Specifically, PISCES uses a financial markets infrastructure (FMI)
sandbox. This will be the second use of the FMI Sandbox powers
after the Digital Securities Sandbox. The Treasury must report back
to the UK parliament about whether PISCES is working as expected by
June 2030. The FCA will work with the Treasury to monitor outcomes
and decide whether to transfer PISCES into permanent legislation or
other next steps.
Following consultation, the FCA published its PISCES rules in June 2025. Firms wishing to
run a PISCES platform have to apply to the FCA, and once approved
are able to run intermittent trading events. The FCA has published
pre-application support and application support for firms
interested in applying to be a PISCES operator.
The FCA will consult on proposals for PISCES operator annual
periodic fees in its annual fees policy Consultation Paper in
November 2025.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.