Freshfields FS Insights
Welcome to the November 2026 edition of the Freshfields FS Insights newsletter, which contains a selection of thought leadership related to the financial services industry published over the past month by Freshfields lawyers from around the world, as well as upcoming dates for your diary. If you would like more information regarding any of these developments, please get in touch with your usual Freshfields contact.
This month’s edition includes the following topics:
Financial Crime
Germany's new Anti-Money Laundering Act: a "1:1" implementation of the EU AML package – or is it?
The new EU AML Package will apply from 10 July 2027. The substantive AML rules will be set out in a new European regulation, which will apply directly across all Member States (the Anti-Money Laundering Regulation or AMLR). The AMLR leaves Member States options and discretions, which require an implementation into national law. Similarly, the Sixth Anti-Money Laundering Directive (AMLD6), which governs institutional aspects of AML, must also be transposed into national law. On 30 October 2026, the German Federal Ministry of Finance (BMF) published a draft bill (Referentenentwurf) demonstrating how it intends to implement the options and discretions under the AMLR and AMDL6. The headline: “1:1” implementation. However, a closer look is more nuanced. This blog post sets out our key takeaways.
UK Autumn Budget
UK Autumn Budget 2026 podcast: Fiscal frights or boring Budget?
The new UK Chancellor, John Healey, delivered the Autumn Budget 2026 on 28 October 2026, promising to provide “breathing space” amid “global economic storms”. Key revenue-raising measures included a 3% increase in the rate of the corporation tax surcharge on banking companies (but for a limited 15 month period), changes to the capital allowances regime (most significantly, a further reduction of writing down allowances for main rate expenditure) and increases in income tax rates on property and savings income. In a Budget special podcast, our London Tax team summarise the key business tax measures, including the unexpected revival of proposals to reform the UK sovereign immunity tax rules, updates on the wide-reaching proposals to modernise the UK tax treatment of distributions and capital repayments, and confirmation of new rules requiring taxpayers to correct inaccurate tax returns.
Autumn Budget 2026: employment, pensions and incentives
This blog post sets out a high-level summary of measures announced by the Chancellor in the Autumn Budget 2026 that are relevant from an employment, pensions and incentives perspective. All in all, the Budget measures relevant to employers and their workers are best described as something of a hotch-potch. However, changes to Enterprise Management Incentive (EMI) options, in particular, are likely to be welcomed as an opportunity to provide greater incentives for employees on a tax-favoured basis.
Cross-border lending
The impact of the implementation of Article 21c CRD 6 on cross-border lending – four national perspectives
As we have described in earlier blog posts, Directive (EU) 2024/1619 (CRD 6) requires undertakings which are not established in an EEA Member State to establish a licensed branch in a Member State in order to commence or continue to provide so-called “core banking services” in that Member State. In our latest blog post, we elaborate on how the implementation of this authorization requirement impacts on cross-border lending into the Netherlands and Belgium, previously liberal jurisdictions, and compare the impact to other jurisdictions, such as Germany and Austria.
Prediction markets
Two regulators, one bet: The US Sixth Circuit holds state regulators can police prediction markets
The US Sixth Circuit ruled on 25 September 2026 that Kalshi’s sports-related event contracts are not “swaps” under the Commodity Exchange Act (CEA). It further held that even if sports-event contracts are swaps, the CEA does not preempt state regulation of the sports-event contracts. The ruling adds to the evolving body of litigation addressing the legal status of prediction markets and event contracts. Many of the most significant questions facing the industry concern not only the nature of the contracts themselves, but also the allocation of regulatory authority among federal and state actors. As discussed in this blog post, the Sixth Circuit's decision squarely addresses that latter question.
AI
From good and poor practice to agentic finance: The FCA’s evolving approach to AI
On 19 October 2026, the UK Financial Conduct Authority (FCA) published examples of good practice and areas for improvement in firms’ use of AI, alongside a speech by its chief data, information and intelligence officer, Jessica Rusu. Together, the publications provide further detail on the FCA’s expectations for AI adoption, with a focus on consumer outcomes, governance and operational resilience. In this briefing, we highlight the key takeaways from the FCA’s publications, including how it is taking forward the Mills Review’s recommendations, and approaching the opportunities and risks of increasingly autonomous systems.
AI agents and UK data protection law: ICO sets out its expectations and calls for views
On 8 October 2026, the UK Information Commission’s Office (ICO), which regulates privacy law in the UK, opened a call for evidence on how organisations are managing the data protection risks of agentic AI. As part of the call for evidence, the ICO’s Director of Technology Regulation said: “the fact AI agents act with autonomy is not an excuse for poor compliance.” The call is built around six themes, each being an area where the ICO found organisations struggling with a lack of clarity on how to apply data protection laws to agentic AI and on which the ICO sets out its current expectations. In this blog post, we look at what the ICO says it expects from organisations using AI agents across the six themes and set out practical steps they can take now.
Insurance
Connecting capital and insurance risk: Lloyd’s and the UK’s evolving insurance landscape
The UK insurance market is broadening the ways in which capital can be deployed against insurance risk. While traditionally understood as a specialist insurance and reinsurance marketplace funded through its member-backed syndicates, Lloyd’s is increasingly part of that development, providing routes for institutional and alternative capital to support underwriting. At the same time, the UK regulatory framework is evolving to facilitate alternative forms of insurance risk transfer, including insurance-linked securities (ILS) and other risk-transformation structures. In this blog post, we discuss how these developments bring Lloyd’s, institutional capital and the capital markets into closer alignment, creating new opportunities for insurers and investors while raising important questions around capital structures, risk transfer and regulation.
Payments
Freshfields Annual Litigation Lecture 2026
At the Freshfields Annual Litigation Lecture 2026, we were delighted to be joined by Mr Justice Butcher, former Financial List judge and now Lord Justice of Appeal, and Lord Justice Birss, President of the Business and Property Division and future Master of the Rolls. The lecture was chaired by Tom Clark, partner in Freshfields’ disputes practice. The lecture examined one of the most topical issues in the banking sector: the Quincecare duty post-Philipp v Barclays Bank UK Plc [2023] UKSC 25. It also looked at the Financial List in light of its recent 10-year anniversary. In the first part of this blog series, we take a look at the status of the Quincecare duty. In part two, we will reflect on developments in the Financial List, past, present and future.
Phishing, gross negligence and the immediate refund obligation: the ECJ's ruling in Tukowiecka (C-70/25)
In its judgment delivered on 15 October 2026 (Case C-70/25, Tukowiecka), the European Court of Justice (ECJ) addressed a question of significant practical importance for payment service providers (PSPs) across the EU: can a PSP refuse to refund the payer the amount of an unauthorised payment transaction immediately on the basis that the payer, having fallen victim to a phishing attack, acted with gross negligence? Answering this question in the negative, the ECJ confirmed that the immediate refund obligation under Directive (EU) 2015/2366 (PSD2) is subject to one exception only – namely where the payer's PSP has reasonable grounds for suspecting fraud and communicates those grounds in writing to the relevant national authority. The payer's gross negligence becomes relevant only at a later stage, when the provider, where appropriate, seeks reimbursement of its losses. For a summary of the ECJ’s ruling and its impact, see our blog post.
Corporate governance
Virtually enabled annual general meetings: The UK Investment Association revises its approach
On 6 October 2026, the Investment Association (IA)—the trade body representing the UK asset management industry—published a position paper entitled Virtually enabled shareholder meetings. The paper establishes the IA’s expectations for UK-listed companies incorporating virtual components into their meetings (with effect from financial years ending on or after 30 September 2026) and introduces a three-year shareholder re-approval cycle as well as a series of safeguards. The IA’s Institutional Voting Information Service will “red top” companies seeking articles amendments without the requisite safeguards and those failing to table triennial re-approval votes. The IA's new guidance leaves a number of key questions unresolved, creating uncertainty for companies. It also raises broader questions as to how prescriptive domestic voting guidance aligns with an increasingly international shareholder base, and whether these hurdles are a one-size-fits-all requirement for every UK plc. In this blog post, we explore the points where the guidance lacks clarity and the practical implications for companies seeking to apply it.
Whistleblowing
A new era for whistleblowing? The UK Government consults on whistleblowing reform
The UK Government has published a consultation on the current whistleblowing framework, seeking views on its operational effectiveness and possible options for reform. The consultation raises the prospect of further potentially significant changes to the employment law landscape, following significant reforms being introduced by the Employment Rights Act 2025. Although the scope of whistleblowing protections risks imposing additional burdens on employers, a number of the areas raised in the consultation are likely to be of more limited concern in practice to financial services firms subject to SYSC 18, given the already extensive scope and application of the FCA’s requirements. In this blog post, we discuss the current whistleblowing regime, potential reforms and next steps.
Tax
The new UK securities transfer tax: the final countdown?
It was confirmed last year that the UK will introduce a new single tax on securities to replace the existing outdated UK stamp taxes on shares regime. The key features of the new single tax were set out in a consultation response published in April 2025. Since then, draft legislation introducing the new UK securities transfer tax (STT) regime was published for consultation over summer 2026. We expect a revised version of the legislation (reflecting comments made during the consultation period) to be included in the upcoming Finance Bill and implementation of the new STT regime to happen “during 2027”. This blog post highlights key points of detail we have identified in reviewing the draft STT legislation, including changes from the approach set out in the 2025 consultation response, and also considers the timing of when STT will, finally, be introduced.
Dates for your diary
UK Cryptoasset Conference: 11 November 2026
Freshfields will be hosting our second annual UK Cryptoasset Conference on Wednesday, 11 November 2026, in London. Senior Freshfields lawyers will be joined by industry experts to discuss payments in a multi-money world, touching on topics including stablecoin, tokenisation and agentic commerce. It will be a morning event with several panels followed by a networking lunch. The event is free of charge. To sign up for the conference, please click here and fill out the registration form.