Aimed at bridging the gap between private and public markets, PISCES could significantly impact how business owners, investors, and employees engage with equity in scaling businesses.
The UK Government is launching a new platform designed to reshape how private companies manage liquidity and growth which may provide investors with a new option for recycling capital from early stage investments: the Private Intermittent Securities and Capital Exchange System (PISCES). Aimed at bridging the gap between private and public markets, PISCES could significantly impact how business owners, investors, and employees engage with equity in scaling businesses. Here’s what you need to know.
A new solution to an old problem
PISCES addresses a persistent challenge for high-growth private companies: how to provide shareholders with liquidity without undergoing a full public listing or other exit event. The Government’s goal is to offer a controlled, regulated environment where private companies can allow trading in their shares in a way that supports growth, talent retention, and investor confidence, whilst reducing the friction and regulatory hurdles associated with initial public offerings (IPOs) or avoiding businesses being sold ‘too early’ in order to satisfy the requirements of early stage investors for a return on their investment.
Trading on your terms
Unlike traditional stock markets, PISCES is built around intermittent trading windows. This means companies can choose when and how often shares are made available for secondary trading, be it quarterly, annually, or around specific corporate events. It’s designed to give founders and boards more control over shareholder activity, pricing, and information flow.
Focused on liquidity, not fundraising
PISCES is strictly a secondary market. It is not intended for raising new capital or issuing shares. Instead, it provides a market for employees, early investors or even founders to sell existing equity under transparent and regulated conditions. This makes it an effective tool for employee retention and portfolio management, without diluting ownership or launching a full capital raise.
Not for retail
To balance investor protection with regulatory simplicity, access to PISCES will (for the foreseeable future) be restricted. Only institutional investors, certified high-net-worth individuals, sophisticated investors and company employees can buy or sell shares. This ensures participants understand the risks of trading in a low-disclosure environment, whilst preserving a degree of liquidity for companies.
Right-sized disclosure obligations
Companies using PISCES will be required to provide core information to investors, such as financials, governance structures, and material risks. However, there is no requirement to publish a prospectus or maintain continuous public reporting. Disclosures are shared privately within the platform, significantly reducing the cost and complexity of compliance.
Regulatory simplicity without compromising integrity
To further ease the burden on private companies, PISCES will not apply the full Market Abuse Regulation (MAR). Instead, the Financial Conduct Authority will enforce a bespoke framework focused on internal transparency and conduct within the platform. This avoids the complexities of public market regulation while maintaining investor safeguards.
A time-limited sandbox launch
The system will operate under a five-year sandbox regime beginning in June 2025. This allows regulators and market participants to test, monitor, and refine the model before deciding whether to make it permanent. The sandbox offers the flexibility to adjust rules and practices based on real-world experience.
Tax and employee incentives aligned
To encourage adoption, the Government has exempted PISCES transactions from stamp duty and stamp duty reserve tax. It has also confirmed that employee participation will not jeopardise tax-advantaged share schemes such as EMI options, allowing businesses to use PISCES as part of their employee incentive strategies.
Designed to reduce the burden
PISCES is intentionally structured to lower regulatory and operational costs for companies. There are no listing fees, no MAR obligations, and no public disclosures. This creates a realistic alternative for businesses that are not yet ready, or do not intend, to go public, but still need to provide liquidity to stakeholders.
Driving growth, innovation, and IPO readiness
At its core, PISCES is a strategic step towards deepening UK capital markets, supporting the scaling of private companies, and ensuring the UK remains a competitive hub for growth businesses. By making it easier for companies to manage liquidity without going public prematurely, PISCES could play a key role in the UK’s long-term economic strategy. We will be providing ongoing updates as the PISCES arrangements develop and the first markets become available.
