WS 9 - Taxation of Bond Issues and Listing of Bonds Flashcards
LR 2.1.2
Under the Act the FCA may not grant an application for admission unless it is satisfied that:
(1) the reqs of the LRs are complied with
(2) any special req is complied with.
LR 2.1.4
The FCA may make the admission of securities subject to any spec req it considers appropriate to protect investors.
Must explicitly inform the issuer of any spec req it imposes
LR 2.1.5
The FCA is not able to make the admission of securities conditional on any event.
INCORPORATION: Applicant must be duly incorporated and operate in conformity with its constitution.
LR 2.2.1
VALIDITY: to be listed securities must conform with law of of place of incorp; duly authorised according to reqs of applicant’s constitution; have necessary statutory or other consents.
LR 2.2.2
To be listed, equity shares must be admitted to trading on a regulated market for listed securities operated by a RIE.
LR 2.2.3
LR 2.2.4
(1) To be listed, securities must be FREELY TRANSFERABLE.
(2) FULLY PAID; FREE FROM ALL LIENS and RESTRICTIONS on transfer.
Market Capitalisation Req
LR 2.2.7R: aggregate value of all securities to be listed must be at least £700,000 for shares, £200,000 for bonds.
LR 2.2.9R
Whole class must be listed.
LR 2.2.10(2)(a)
To be listed a prospectus must have been approved by the FCA and published in relation to the securities.
What if another EEA State is the Home Member State of the issuer? What happens to the prospectus?
competent authority must supply the FCA with:
Certificate of approval
Copy of prospectus as approved
Translation of the summary of the prospectus
PR 3.1
Approval and Publication of Prospectus
s.87A(1)
The FCA may not approve a prospectus unless it is satisfied that:
(a) Uk is the home state in relation to issuer of transferable securities
(b) prospectus contains the necessary information
c) All other reqs complied with
