Beyond MiFID II: Navigating 2026’s Fragmented Research Rules

The Unbundling Era Is Over: Why 2026 Marks a Structural Shift

MiFID II’s 2018 unbundling mandate forced investment firms to pay for research separately from execution, ending decades of commissions that quietly bundled the two together. By 2026, that mandate has been reversed in two of the three major jurisdictions that matter to global capital markets teams. The UK and EU have both introduced re-bundling options that let investors pay for research and corporate access through trading commissions again, provided firms meet new guardrails around budgeting, disclosure, and value assessment.

This isn’t a return to 2017. The US never adopted unbundling in the first place, running its own soft-dollar model under SEC guidance and Section 28(e) safe harbor provisions for decades. What’s emerged instead is a genuine three-bloc system: the US soft-dollar model, the UK’s optional joint-payment regime, and the EU’s hybrid framework that lets firms choose between joint or separate payment. Fragmentation, not convergence, is the operating reality for any firm running research relationships or corporate access programs across US, UK, and EU accounts.

For sell-side corporate access teams and IR departments booking non-deal roadshows, investor days, and analyst days across all three regions, this means the payment structure attached to a single roadshow can differ depending on which jurisdiction the investor sits in, even when the corporate and the sell-side desk are the same on every leg of the trip.

The UK Model: FCA’s Optional Joint Payments and Guardrails

The UK’s Financial Conduct Authority now permits firms to bundle payments for research and execution, following recommendations from the Investment Research Review. Firms opting into joint payments must run annual value assessments and maintain budgeting controls, and the FCA extended these rules to fund managers in May 2025.

The FCA’s approach is opt-in rather than mandatory. A UK asset manager can still run pure unbundled research payments if that fits its existing operational model, or it can move to joint payments with documented guardrails. The annual value assessment requirement is the load-bearing control here: firms have to demonstrate, on a recurring basis, that research spend is delivering value relative to what’s being paid, rather than simply reverting to pre-2018 commission-sharing habits with no oversight layer attached.

For corporate access teams, this means UK-based buy-side clients may request research and event participation bundled into a single commission arrangement, but they’ll expect the sell-side desk to support the documentation trail that lets them pass their own value assessment. Firms that can produce clean, jurisdiction-specific records of what was paid for and why are positioned to win that business over firms still running informal spreadsheets.

The EU Model: Listing Act, Joint Payment Arrangements, and the June 2026 RTS

Under the EU Listing Act, adopted in 2024, investment firms gain the option to choose joint payment arrangements for brokerage, research, and execution starting 6 June 2026. This re-bundling option sits alongside new Regulatory Technical Standards published 3 June 2026 and entering into force 21 June 2026, which unwind parts of the original MiFID II unbundling requirement while layering in fresh operational and disclosure obligations.

The EU model is deliberately hybrid. Firms can pay for research and execution either jointly or separately, and the choice isn’t locked in permanently, it can vary by fund, by strategy, or by client mandate depending on how the firm structures its policies. This is a meaningfully different posture than the UK’s opt-in-with-annual-assessment approach: the EU framework builds flexibility into the rule itself rather than relying primarily on an annual value check.

The practical consequence for global teams is that “EU compliant” is not a single state. A firm operating funds domiciled in Luxembourg, Ireland, and France under the same EU passport may still need jurisdiction-specific payment elections tracked separately, especially given that AIFMD II transposition (deadline 16 April 2026) is already showing member-state variance, with France flagged for delayed implementation. Treating the EU as one bloc with one rulebook is the single most common compliance mistake global corporate access teams make heading into this period.

New Transparency Infrastructure: Consolidated Tapes and Trading Rules

The revised MiFID/MiFIR framework brings new equity and bond pre- and post-trade transparency regimes into force from March 2026, reshaping how trading data gets disclosed across EU venues. This runs in parallel with the EU’s push to launch consolidated tapes for equity and bonds, targeted for Q2/Q3 2026, plus a separate ESMA selection process underway for a derivatives consolidated tape provider.

These aren’t research-payment rules, but they matter to corporate access and IR teams for a specific reason: consolidated tape data will make trading activity and liquidity patterns more visible across the EU, which feeds directly into the kind of investor targeting and engagement analysis that underpins effective non-deal roadshow planning. A more transparent tape means IR teams get better visibility into where institutional interest is concentrated, and sell-side desks lose some of the information advantage that came from fragmented, venue-specific data.

Firms that build corporate access workflows assuming today’s fragmented trading-data landscape will need to revisit targeting logic once bond and equity tapes go live later in 2026.

Issuer-Sponsored Research: A New Code of Conduct Takes Shape

The European Commission adopted a Delegated Regulation supplementing the code of conduct for issuer-sponsored investment research in accordance with the Listing Act, with mid-2026 applicability expected. This code sets standards for research that companies pay for directly, rather than research funded through investor commissions, an increasingly common model for small and mid-cap issuers that lost broker coverage after unbundling reduced the commercial case for covering thinly-traded names.

Issuer-sponsored research has a credibility problem it needs to solve: if a company pays for its own coverage, investors reasonably want assurance the analysis isn’t simply promotional. The code of conduct is the EU’s attempt to standardize disclosure and independence expectations for this model, without banning it outright, since banning it would likely leave many small and mid-cap names with no analyst coverage at all.

For IR teams at small and mid-cap issuers, this is the section of the 2026 agenda worth the closest attention. If your company sponsors its own research to maintain investor visibility, the new code will define what disclosures need to accompany that research and how independence gets demonstrated. Getting ahead of the code’s applicability date, rather than reacting to it, protects the credibility of research programs many small-cap IR teams depend on for investor engagement.

Beyond MiFID II: The Wider 2026 Regulatory Stack

Research payment rules are one thread in a much larger 2026 EU regulatory calendar that compliance teams are tracking simultaneously. AIFMD II’s transposition deadline passed 16 April 2026, with implementation varying by member state and delays already noted in France. The ESG Ratings Regulation applies from 2 July 2026. EMIR Article 7b active account reporting requirements are due 31 July 2026. AI rules for high-risk systems begin phase-in from Q3 2026. Sector-specific securitisation treatment rules take effect 30 June 2026.

Layer in DORA operational resilience requirements, Basel 3.1 capital rules, Solvency II updates, and CSDDD due diligence timing, and the picture for a global compliance team is less “one big MiFID II reform” and more a rolling calendar of overlapping deadlines, each with its own scope and jurisdictional variance. The EU’s broader Markets in Financial Instruments reform package aims to centralize supervision and reduce this fragmentation over time by giving ESMA new powers across sectoral legislation, but that centralization is a multi-year project, not a 2026 fix.

The practical takeaway is that research-payment compliance can’t be managed in isolation. Teams that build a single 2026 regulatory calendar covering AIFMD II, EMIR, ESG Ratings, and the research re-bundling dates side by side are far less likely to miss a deadline buried in a subsidiary jurisdiction’s transposition timeline.

Where Supervisors Are Looking: ESMA’s 2026 Enforcement Priorities

ESMA’s 2026 focus areas center on streamlining disclosure to address what regulators call “information overload,” reducing complexity in suitability and appropriateness assessments, and simplifying MiFID II sustainability preference requirements. Investment Officer has characterized 2026 EU regulation as a year of “supervisory friction,” meaning enforcement intensity rather than new rulemaking, since most major frameworks are already in place.

The clearest signal of this shift is ESMA’s Common Supervisory Action for 2026 on conflicts of interest in the distribution of financial instruments, initiated through CySEC Circular C758, which assesses firms’ MiFID II compliance in retail distribution. A CSA is a coordinated exercise where national regulators across the EU examine the same issue simultaneously, and conflicts of interest in distribution is exactly the terrain where research payment arrangements, corporate access invitations, and issuer-sponsored research disclosures intersect.

Firms operating joint payment arrangements under the new EU RTS should expect conflicts-of-interest documentation to be the first thing examined if a national regulator’s CSA review reaches their desk. Clean audit trails showing how payment choices were made, and why, are the practical defense here.

Building a Fragmentation-Ready Corporate Access Program

A single global payment policy no longer works when the US runs soft-dollar as default, the UK requires annual value assessments for joint payments, and the EU lets firms choose joint or separate arrangements fund by fund. The operationally sound response is jurisdiction-tagging: every research payment, corporate access invitation, and event sponsorship gets tagged at the point of booking with the regulatory regime it falls under, not reconciled after the fact.

Three things separate firms that will manage this well from firms that will spend 2026 fielding compliance escalations. First, documentation has to be built into the booking workflow itself, not bolted on afterward, because reconstructing a payment rationale six months after a roadshow is far harder than capturing it at the time. Second, budgeting controls need to be visible per jurisdiction, since a UK value assessment and an EU disclosure obligation are checking for different things even when they’re triggered by the same event. Third, cross-border consistency matters most at the moments corporate access programs actually touch multiple blocs at once, such as a global roadshow with US, UK, and EU investor legs booked under a single itinerary.

This is precisely the operational layer where platform infrastructure earns its keep. Teams running corporate access and event booking through a system that captures jurisdiction, payment structure, and disclosure status at the point of scheduling, rather than reconstructing it later, convert regulatory complexity into a documented, auditable process rather than a recurring fire drill.