Oppl · ISA — Guidance Note

German “Open Markets” vs HMRC Expectations — ISA Eligibility (Technical Note)

This page explains how German Freiverkehr / “Open Market” tiers compare to HMRC’s expectations for markets of a Recognised Stock Exchange (RSE), and why Oppl treats them as non-qualifying for ISAs

Snapshot

Regulierter Markt = EU “Regulated Market” Freiverkehr = exchange-regulated (private law) Scale = curated Freiverkehr sub-segment

How the “Open Market” structure differs

Criterion HMRC expectation for RSE markets Regulierter Markt (Prime/General) Freiverkehr / Open Market (Quotation Board, Basic, Scale, etc.)
Legal/regulatory basis Market operates with “proper and effective arrangements for financial regulation”; akin to a recognised investment exchange. EU-regulated market (MiFID RM) under public law. Exchange-regulated, private-law trading venue; not MiFID RM/MTF.
Admission standards Formal, transparent admission regime; prospectus/approval where applicable. Prospectus & listing authority supervision. Lighter, venue-specific rules; prospectus often not required.
Continuing obligations Meaningful periodic and ongoing disclosure; market abuse oversight. IFRS/periodic reporting; regulated information regime. Ad-hoc disclosure via exchange rules; periodic reporting requirements limited/variable.
Supervision/oversight Regulatory oversight consistent with “normal business of a stock exchange.” Exchange + competent authority (e.g., BaFin) at RM level. Primarily exchange rulebook oversight; limited statutory overlay at market level.
Investor protection signal High — aligns with RIE-like standards (in UK terms) or equivalent overseas. High. Lower; curated tiers (e.g., Scale) improve signals but remain below RM/MTF.
Oppl ISA stance Eligible IneligibleScale: possibly, but still Freiverkehr

Sources: German exchange rulebooks and public market descriptions; HMRC guidance and emails quoted below.

HMRC framing we rely on

Public guidance

“Some tax rules refer to shares and securities ‘admitted to trading on’ a recognised stock exchange… Other tax rules refer to ‘listed on a recognised stock exchange’… ‘Listed’ means admitted to trading and included in the official list (UK or equivalent overseas).”

Direct emails (13 Oct 2023)

“we do not see any reason why an MTF could not be designated as a recognised stock exchange.”
HMRC representative email, 13 Oct 2023
“there is no blanket ban on MTFs qualifying providing they satisfy our standard criteria.”
HMRC representative email, 13 Oct 2023
“To date, the only MTFs which have RSE status are those which are operated by traditional stock exchanges… where the stock exchange as whole has been designated, including the MTF segment.”
HMRC representative email, 13 Oct 2023
“For ISAs… They do not have to be ‘listed’ in order to qualify, if traded on RSE markets in the UK or the EEA.”
HMRC representative email, 13 Oct 2023

Direct email (15 Oct 2025) — clarification we cite

“RSE status… is determined by legal designation… Any market operated by that stock exchange will form part of the RSE as matter of legal designation, unless specified otherwise…”
HMRC representative email, 15 Oct 2025
“To put it another way, ‘not listed’ does not mean ‘not designated as an RSE’… Typically a security traded on a ‘not listed’ market will satisfy a requirement along the lines of ‘traded/admitted to trading’ on an RSE…”
HMRC representative email, 15 Oct 2025
“Since 2013 securities can meet the RSE part of the ISA test by either (a) being listed on an RSE, or (b) being admitted to trading on any market of an RSE in the EEA.”
HMRC representative email, 15 Oct 2025

How we join this up: The 2013 ISA limb uses “admitted to trading on a market of an RSE.” HMRC’s emails confirm markets may be “not listed” yet still be markets of an RSE. However, HMRC also looks at whether a venue functions like a stock exchange with proper regulation. Freiverkehr tiers do not reach that standard; hence our exclusion.

Why Oppl excludes the German Open Markets for ISAs

  1. Not MiFID RM/MTF: Freiverkehr is an exchange-regulated venue under private law. That falls short of the regulatory framework HMRC associates with recognised markets when assessing functionality.
  2. Lighter obligations: Faster admission, optional prospectus, ad-hoc disclosure and variable periodic reporting — weaker investor protection than RM/MTF peers.
  3. Supervision signal: Oversight is primarily via the exchange’s own rulebook; there’s no equivalent to a listing authority regime at market level.
  4. Risk control: In the absence of explicit HMRC comfort, classifying these tiers as Ineligible is the prudent client-protection stance.

If HMRC publishes specific comfort or if a Freiverkehr tier is re-authorised as an RM/MTF or otherwise designated, we will revisit.

Positioning of Frankfurt “Scale”

Scale is a curated sub-segment of the Frankfurt Open Market with a sponsor requirement, audited accounts and enhanced information (e.g., research coverage). It is not an RM or MTF; it inherits the legal character of Freiverkehr.

References & links (for client files)

Direct quotations from HMRC emails are dated 13 October 2023 and 15 October 2025