Shareholders in the London Stock Exchange are due to vote on a planned merger with its German counterpart Deutsche Boerse.
The
two agreed a $27bn (£20bn) deal earlier this year but the Brexit vote
has raised questions about how it should be implemented.
Both companies have said the outcome does not affect the logic of the deal.
However Germany's regulator, Bafin, said the headquarters could not be in London, as had been planned.
"Without
doubt... it is hard to imagine that the most important exchange venue
in the eurozone would be steered from a headquarters outside the EU,"
said Felix Hufeld, Bafin's president.
"There certainly has to be an adjustment here."
It does not have a veto on the deal but it is thought that Deutsche Boerse is likely to take its concerns seriously.
In a joint statement released
shortly after the UK's referendum the companies said the outcome did
not affect "the compelling rationale of the merger".
In
fact, the head of the Deutsche Boerse Joachim Faber said the decision
made it "ever more important to maintain and foster ties between the UK
and Europe".
The deal still needs to be approved by regulators
and, according to Reuters news agency, any major changes to it could
need further shareholder approval.
As it stands, the deal is expected to be approved later on Monday with German shareholders due to vote on it on 12 July.
The companies hope to complete the deal in early 2017.
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