UT (Tax & Chancery) UT-2022-000134 UT-2022-000135 UT-2022-000137 - [2025] UKUT 00214 (TCC)
Upper Tribunal Tax and Chancery Chamber

UT (Tax & Chancery) UT-2022-000134 UT-2022-000135 UT-2022-000137 - [2025] UKUT 00214 (TCC)

Fecha: 31-Ene-2025

Market direction and Small Order already trading

Market direction and Small Order already trading

679.

We cannot know on the basis of the evidence before us whether there was any actual market impact; the submissions in relation to market direction and the Small Order trading are relevant to whether the Small Order would have traded in any event, and thus, potentially, the likelihood of a Trader deciding to commit market abuse to facilitate execution of the Small Order.

680.

The Tribunal has addressed Mr Kasapis’s Market Trend Analysis and agreed with the Authority that the rounding of minutes and the absence of marking the time at which the Large Orders were placed are significant weaknesses in the approach taken by Mr Kasapis. The Tribunal also identified that in three Specified Instances for Mr Sheth the price graphs showed that the market was trending away from the Small Order until the Large Order was placed (in contrast to Mr Kasapis’s conclusion that the market was trending towards the Small Order in these Instances).

681.

We are not persuaded that this analysis bears the weight attached to it by Mr Kasapis (and observe that Mr Kasapis did not conduct this analysis for the Multi Trader Instances). We do, however, recognise that there is a difference in the outcomes amongst the Traders, and in particular the conclusions he reached in respect of Mr Urra’s Small Orders in the Single Trader Instances. Mr Kasapis identified that the market was trending towards Mr Urra’s Small Order in seven of the ten Specified Instances, and was neutral in one further Instance, ie there were only two Instances where the market was trending away from Mr Urra’s Small Order.

682.

In 22% of the Instances, and 20% of the Specified Instances, the Small Order had already started to fill before the Large Order was placed. We have looked at the activity in these Specified Instances:

(1)

F7 (Mr Urra) – 18 of the 40 lots had filled before the Large Order was placed. However, these 18 lots had filled within one second of the Small Order being placed, and there was then a pause of more than ten seconds. The Large Order was placed and within 0.2 seconds the Small Order started to trade again. (This was an Instance where the visible liquidity throughout the stack, not only at the touch but also up to four to five ticks away was multiples of the actual size of the Small Order.)

(2)

F64 (Multi Trader Instance) - Mr Lopez had placed a Small Order for 160 lots iceberged to six, 31 of which had traded over a period of almost 19 seconds, before Mr Urra placed a Large Order. The Small Order continued to fill relatively slowly, with some part fills being of one and two lots. 122 lots filled in total over a period of 2 minutes 30 seconds (after which Mr Lopez cancelled the remaining 38 lots).

(3)

F84 (Multi Trader Instance) - Mr Sheth’s Small Order was 200 lots iceberged to 25 and Mr Lopez’s Small Order was 55 lots iceberged to six. Both were selling at 141.22 and had started to trade – 25 lots for Mr Sheth, six for Mr Lopez. They both filled in this Instance (in 20 seconds and 16 seconds respectively) and the trading was alternating between them as the slices of their iceberged orders were placed in the queue. At the time the Large Order was entered, the visible volume at the touch on the buy-side was about ten lots. The Large Order was just one tick from the touch (ie two ticks from the Small Orders) and there were about 90 visible lots ahead of it in the queue.

(4)

F150 (Mr Urra) – The Small Order of 90 lots was not iceberged. 29 lots traded within 0.5 seconds of the Small Order being placed. There was then a pause of more than seven seconds before the Large Order was placed. At the time the Large Order was placed, the visible volume on the buy-side of the stack was about ten lots, with about 35 lots visible one tick away. After the Large Order was placed, the Small Order started to trade again within 0.1 seconds.

(5)

F194 (Mr Urra) – The Small Order was 25 lots iceberged to four. Eight lots had traded before the Large Order was placed. The first four lots had traded 0.741 seconds after the order was placed, the next slice was entered and there was a pause of more than 10 seconds. The next part fill of four lots occurred before the Large Order was placed, but these two events were within 0.5 seconds of each other. The Small Order continued to trade, and it filled in 12.774 seconds. This is an Instance where there was better volume available by reference to the size of the Small Order – there were about 45 lots visible at the touch on the buy-side at the time the Large Order was placed.

(6)

F201 (Mr Sheth) – One lot of the Small Order of ten lots had traded within one second of the Small Order being placed. It then paused and Mr Sheth amended the price of the Small Order 50 seconds later (increasing it twice). Having amended the price, Mr Sheth placed his first Large Order more than eight seconds later. Mr Sheth placed two Large Orders, cancelled both, made two further increases to the price of the Small Order, placed a third Large Order, then reduced the price of that order twice, and the remaining nine lots of the Small Order filled in one go. These nine lots filled nearly four minutes after the Small Order had been placed. The market was moving away from his Small Order throughout this Instance – whilst one lot had traded, at the time he placed the first Large Order the Small Order was two ticks from the touch at the back of the queue at that price point (with more than 80 lots ahead of it at that price, and around 110 lots better priced).

(7)

F232 (Mr Urra) – Mr Urra had placed a Small Order for 25 lots, uniceberged. Five lots traded within 0.5 seconds of the order being placed, and a further single lot more than eight seconds later. The Large Order was placed two seconds later. The remaining 19 lots filled within 0.2 seconds. That the Small Order had started to trade shows that the whole of the uniceberged order was at the front of the queue. There were about 40 lots visible at the touch on the sell-side.

683.

The above are all the Specified Instances in which the Small Order had started to trade before the Large Order was placed. It can be seen that the position is different across the Traders (none of Mr Lopez’s Small Orders in the individual Specified Instances had started to trade, although all of those were at the touch when he placed the Large Orders). It is notable that some of Mr Urra’s Small Orders were already trading.

684.

However, taking account of the Market Trend Analysis (whilst bearing in mind the identified weaknesses), and looking at the actual trading activity in these Specified Instances where the Small Order was already trading, including the pace at which the Small Orders were filling, the pauses in trading before the Large Orders were placed, and the visible volumes on the stack, we are not persuaded that a Trader who had placed the relevant Small Order could necessarily have been confident of it filling swiftly at the price at which it had been placed.