6)2) The rules specific to AIM Flashcards
2.1 What type of market is AIM classified as?
Exchange-regulated market
2.1 Is AIM a regulated market under MiFID II?
No, and it is not regulated by the FCA
2.1 Who is AIM regulated by?
The LSE
LSE also decides who joins this SME Growth Market
2.2 What are the reqs for a company to be listed on AIM? (4)
- It must be incorporated as a plc (or overseas equivalent)
- Shares must be freely transferable
- There is no min free float, no min trading history and not min market value of shares
- Company must publish an admission document (or prospectus), which must be available publicly, free of charge, for at least one month from the admission of the applicant’s securities to AIM
2.2 What information must an applicant provide to the LSE at least 10 business days before its expected admission to AIM?
- Its name
- its country of incorporation
- its registered office address and, if different, its trading address
- the website address at which the information required by AIM rule 26 will be available
- A brief description of its business (including its main country of operation) or, in the case of an investing company, details of its investing policy. If the admission is being sought as a result of a reverse takeover under AIM rule 14, this should be stated
- The number and type of its securities in respect of which it seeks admission and detailing the number and type of securities to be held as treasury shares, including details of any restrictions as to transfer of securities
- The capital to be raised on admission, if applicable, and its anticipated market capitalisation on admission
- The percentage of AIM securities not in public hands at admission (insofar as it is aware) and details of any other exchange or trading platform on which AIM securities (or any other securities of the company) are, or will, be admitted or traded as a result of an application or agreement of the applicant
- the full names and functions of its directors and proposed directors (underlining the first name by which each is known or including any other name by which each is known)
- Insofar as is known to it, the full name of any significant shareholder (3%+), director or proposed director before and after admission, together with the percentage of each person’s interest (underlining the first name by which each is known or including any other name by which each is known or including any other name by which each is known in the case of individuals)
- the names of any persons who will be disclosed in the admission document as receiving fees totalling £10k or more in the 12 months prior to admission or in relation to admission
- its anticipated accounting reference date, the date at which it has prepared the main financial information in its admission document and the dates by which it must publish it first three reports
- its expected admission date
- the name and address of its nominated broker and adviser
- details of the corporate governance code that the company follows, including any variances
2.2 How far in advance before the expected date of admission must an applicant submit to the LSE a completed application form and an electronic version of its admission document?
At least 3 business days
2.2 When does admission become effective?
Only when the LSE issues a dealing notice to that effect. The LSE may make admission of an applicant subject to a special condition
2.3 Which two categories are AIM rules split into?
Rules for:
- companies
- nomads (nominated advisers)
2.3 What is the role of AIM nomads? (2)
Nomads must be approved by the LSE and included on the current nomad register maintained by the LSE
To advise AIM companies on the interpretation of, and compliance with, the rules on an ongoing basis
To confirm to the LSE that a company is appropriate for AIM
2.3 Which AIM companies are subject to the rules on the disclosure of major interests in shares?
Those incorporated under the companies act or which are incorporated and have their principal place of business in the UK
2.4 How long does an AIM company have to appoint a replacement nomad following suspension if its AIM activities (due to no longer having a nomad)?
1 month
2.5.1 What are the eligibility criterion for a nomad? (4)
It must:
- be a firm or company
- have practised corp fin for at least the last two years
- have acted on at least three relevant txns during that period
- employ at least four qualified executives
2.5.1 What is a qualified executive? (3)
- a full-time employee of the applicant
- someone who has acted in a corp finance advisory role, which may include the regulation of corp fin, for at least the last three years
- someone who has acted in a lead corp fin role on at least three relevant txns in that period
Must be able to demonstrate a sound understanding of the UK corp fin market
2.7 What ongoing obligations do AIM companies have?(4)
- publish price-sensitive info without delay regarding their financial condition, the sphere of activity and actual or expected performance
- disclose details of significant txns
- seek shareholder approval for any txn which qualifies as a reverse takeover
- ensure directors and applicable employees do not trade during a close period
2.7 AIM companies need not provide information to the market about impending developments or matters in the course of negotiation. Who may they give such information in confidence to?
- the AIM company’s advisers and advisers of any other persons involved, or who may be involved, in the development or matter in question
- persons with whom the AIM company is negotiating, or intends to negotiate, any commercial, financial or investment txn
- reps of its employees or trade unions acting on their behalf
- any govt dept, the BoE, the CMA or any other statutory or regulatory body or authority
