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Chair of the Pre-Emption Group - Expressions of interest

Expression of Interest: Chair of the Pre-Emption Group

What is the Pre-Emption Group?

The Pre-Emption Group was initially set up in 2005 to produce a Statement of Principles to be taken into account when considering the case for disapplying pre-emption rights.

The Group was re-formed in 2015 to consider market changes, developments in best practice and whether consequential revisions to the Statement of Principles may be appropriate. The Statement of Principles was last revised in 2022.

The role of the Pre-Emption Group is to:

  • Monitor the development of practice in relation to the disapplication of pre-emption rights and report regularly on the application of the Statement of Principles.
  • If necessary, agree to any revisions of the Statement of Principles after consultation with interested parties, and promote awareness of the revised Principles.
  • Examine whether the processes relevant to pre-emptive issues could operate more efficiently for the benefit of companies and shareholders, and, where appropriate, make recommendations to the appropriate authorities.
  • Provide the market with a clear view of what is regarded as acceptable practice when raising equity and equity-related capital non-pre-emptively in the UK equity capital markets.

The Pre-Emption Group does this through:

  • Producing annual monitoring reports on the use of the Statement of Principles, such as the 2024 – 2025 Monitoring Report.
  • Meeting virtually several times a year to discuss monitoring work, market trends, and governance arrangements.
  • Responding to relevant reviews of pre-emption rights or relevant capital raising topics, such as the Secondary Capital Raising Review.

The Financial Reporting Council (FRC) acts as the secretariat to the Pre-Emption Group, and undertakes the monitoring which it presents to the Group raising any issues and noting any anomalies which the group need to be aware of prior to publication

Status of the Group

The Pre-Emption Group represents key stakeholders across the investment chain, and its purpose is to agree and develop a position which will be accepted across the market. The Group's members are regarded as experts in their field and, for this reason, when the group updates its guidance or issues its monitoring report, the comments and their views are held in high regard. Advisors will take note of such publications and will pass on views to their clients.

The members of the group meet virtually around twice a year with each meeting generally lasting no longer than two hours. The Chair would generally have a pre-meeting briefing call from the FRC prior to each meeting.

Required skills and experience

It is important that the chair of the group is both respected by the membership of the Pre-Emption Group but also the bodies that are represented within the group. The new Chair will therefore be expected to have significant senior-level experience across both the buy and sell side of the market. The Chair is an ambassador for the Group and has historically been a former Chair or CEO of a FTSE 100 company.

The chair will need to bring together the views of the group, which at times differ, and agree a consensus view which supports the UK market and the growth agenda.

The chair will have board experience in senior roles and will demonstrate understanding of company law and governance best practice. The appointment of a new chair is likely to be newsworthy in financial markets; the successful candidate will act as a figure head for the pre-emption group and should be comfortable engaging with the press to make public statements on behalf of the group.

We would expect the person to understand the external factors that affect UK and international markets, including the political backdrop alongside a detailed understanding of capital raising and pre-emption rights within the wider company law and governance framework.

Please note that the Pre-Emption Group is made up of volunteers, and the role is pro-bono.

All expressions of interest should be sent to [email protected] before Thursday 30 April 2026.

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Name Chair of the Pre-Emption Group - Expressions of interest
Publication date 20 March 2026
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