Preparing for PISCES: a new way to trade in private company shares
What is PISCES?
PISCES (Private Intermittent Securities and Capital Exchange System) is a new type of platform which will facilitate secondary trading of private company shares through intermittent trading events.
The intention of PISCES is that it will allow private companies to access a broader range of investors, boost competitiveness of UK markets, and generate liquidity.
PISCES Sandbox
The PISCES regulatory framework came into force on 5 June 2025 which created a 5-year sandbox period for PISCES operation and testing. During this 5-year period, the FCA will supervise participants and shall have the power impose sanctions and conditions on them.
Any firm wishing to run a PISCES platform will need to seek approval from the FCA and those trading on PISCES also will be required to comply with certain regulation under the sandbox regime.
In August, the FCA granted its first approval to the London Stock Exchange, under which it will operate a PISCES platform which will be known as the “Private Securities Market” (PSM). A number of other applicants are currently thought to be in the pipeline.
How trading will work
Trading will take place on a PISCES platform (such as PSM) through auctions, and both buyers and sellers will be required to use intermediaries. PISCES platforms will operate scheduled, intermittent trading windows with bespoke criteria offerings which will give companies control over when their shares may be traded, who their shares can be offered to, and a floor and/or ceiling price.
Eligibility
Companies will need to satisfy various criteria to have their shares traded on a PISCES platform, such criteria to be set by each platform. For example, for PSM, companies will typically need to meet at least two of the following criteria: (i) that they have raised a minimum of £10m in the last 3 years, (ii) that they have total assets of at least £20m, and (iii) that they are generating annual turnover of at least £10m.
Participants wishing to buy/sell shares on a PISCES platform will need to fall within the FCA meanings of high-net-worth individuals or self-certified sophisticated investors, amongst a few others. This has the effect of limiting retail investors from trading on PISCES.
What’s next?
PISCES aligns with broader UK capital market reforms aimed at helping companies start, grow, and stay in the UK by providing access to new investors without requiring a public listing. The PISCES launch date has not yet been set, but the FCA intends for it to take place sometime in Q4 2025 – watch this space.
For more information with respect to this, please do not hesitate to contact Daniel Bellau, or any other member of the Corporate team.
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