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Nomad meaning

What does Nomad mean?
In capital markets practice, Nomad refers to the nominated adviser appointed by an AIM company to steer admission to AIM and ensure ongoing compliance with the AIM Rules. The role is governed by the London Stock Exchange’s AIM Rules for Nominated Advisers and AIM Rules for Companies, rather than legislation or case law. A Nomad is an approved corporate finance firm on the Exchange’s register, meeting eligibility and independence criteria. It must be retained at all times; loss of a Nomad without prompt replacement typically leads to suspension and may result in cancellation. Duties include: performing due diligence and assessing the appropriateness of an applicant for admission; coordinating the admission document and liaising with the Exchange; advising on disclosure obligations and transactions under the AIM Rules (including class tests, related party transactions and reverse takeovers); monitoring continuing obligations and maintaining records. Usage is consistent across England & Wales, Scotland and Northern Ireland. In Ireland, the term applies where an Irish issuer seeks admission to London AIM; for Euronext Growth Dublin, the comparable role is the Euronext Growth Adviser, not a Nomad. Also known as: Nominated Adviser (Nomad).
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View the related Practice Notes about Nomad

PRACTICE NOTES
AIM (LSE) Rule 1: Nominated Adviser (Nomad) Retention and Role—Practical Guidance on Admission and Ongoing Duties, Director Education, Eligibility, Reviews and Disciplinary Actions

This Resource Note distils the key elements of Rule 1 of the AIM Rules for Companies, centring on an AIM Company’s duty to appoint and keep a nominated adviser (a nomad) in place, and outlining the nomad’s function. It points to pertinent London Stock Exchange (LSE) materials, together with Lexis+ UK analysis and resources, to offer practical guidance on interpreting and applying Rule 1. Materials referenced in this note include: The AIM Rules The AIM Rules for Nominated Advisers (Nomad Rules) Inside AIM, the AIM Regulation team’s periodic publication AIM Notices, issued from time to time, containing updates on AIM regulatory and administrative matters Lexis+ UK and Lexis Library resources Setting the scene Rulebook: AIM Rules for Companies What it covers: Rule 1 requires an AIM Company to appoint a nomad and ensure a nomad is retained at all times, and it also describes the nomad’s basic role This framework provides practical...

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PRACTICE NOTES
AIM Rule 10 and Rule 11: UK disclosure principles, price sensitive information, MAR interaction, LSE/Inside AIM guidance, suspensions, leak prevention, sector notes and disciplinary cases

This Resource Note This Resource Note summarises the key provisions of Rules 10 and 11 of the AIM Rules for Companies (AIM Rules), which concern the principles governing an AIM company’s disclosure of information and the release of price-sensitive information. It signposts pertinent materials, commentary and guidance from the London Stock Exchange (LSE), together with Lexis+® UK analysis and resources, to deliver practical support on interpreting and applying Rules 10 and 11 of the AIM Rules. Topics included in this Resource Note comprise: the AIM Rules the AIM Rules for Nominated Advisers (Nomad Rules) Inside AIM, the regular publication issued by the AIM Regulation team AIM Notices, published from time to time, containing information on AIM regulatory and administrative matters Lexis+® UK and Lexis®Library resources ...

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PRACTICE NOTES
UK placing agreements on the Main Market and AIM: a negotiation guide for IPOs and secondary placings covering ABBs, parties, conditions, warranties, indemnities, fees, continuing obligations and termination

Placing agreement A placing agreement is a contract under which a company (the Issuer) engages one or more placing agents (the Brokers) to act on its behalf in sourcing subscribers for its shares. Such placings are ordinarily conducted on a non-pre-emptive basis, aimed at institutional investors, and are not offered to the retail market. On occasion—for example, where the placing is undertaken in connection with an initial public offering (IPO)—the Issuer’s directors and proposed directors (the Directors) will also join as parties. Where the Issuer is admitted (or seeking admission) to AIM, its Nominated Adviser (the Nomad) will likewise be a party if it is not already doing so in its capacity as Broker. The agreement prescribes the Brokers’ responsibilities to place the Issuer’s shares—often not yet allotted—with institutional investors. In addition, Brokers may arrange the placing of existing shares in the Issuer for selling shareholders. The document also sets out the fees and commissions due to the Brokers from the Issuer and/or any selling shareholders in respect of...

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View the related Precedents about Nomad

PRECEDENTS
UK AIM admission and placing: legal, due diligence and regulatory document checklist with responsibilities

References to ‘AIM Rules’ denote the AIM Rules for Companies; references to ‘PRR’ mean the Prospectus Regulation Rules; references to ‘DTR’ concern the Disclosure Guidance and Transparency Rules; references to the ‘PR Regulation’ indicate Retained Regulation (EU) 2019/980; references to the ‘LSE’ signify the London Stock Exchange plc; and references to the ‘nomad’ mean the company’s nominated adviser...

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PRECEDENTS
AIM Admission and Placing Agreement (precedent) between Company, Nomad and Directors, with conditions, warranties, indemnities, fees and lock‑in; governed by English law

This Agreement is dated [ insert day and month ] 20[ insert year ] Parties [ insert name of Company ], a company registered in [ England and Wales ] with company number [ insert company number ], whose registered office is at [ insert address ] (the Company); [ insert name of the nominated adviser ], a company registered in [ England and Wales ] with company number [ insert company number ], whose registered office is at [ insert address ] (the Nomad); and the persons named and addressed in Schedule 1 (the Directors). Recitals (A) The Company was incorporated under the Companies Act [ insert relevant year ] as a [ public OR private ] company limited by shares with company number [ insert number ] on [ insert date ] under the name [ insert name of company on incorporation ]. [ On [ insert date ] the Company [ re-registered as a public company limited...

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PRECEDENTS
Open Offer shareholder deed of irrevocable voting undertaking with power of attorney (England and Wales)

[ insert company's name ] ([ Company ]), [ insert address of company ], together with [ insert address of sponsor or nominated adviser ] (the [ Sponsor OR Nomad ]), [ insert address of sponsor/nomad ]. [ insert date ] Dear [ insert name ] Open Offer of [up to] [ insert number ] ordinary shares of [ insert nominal value ] pence each in the capital of the Company at [ insert price ] pence per ordinary share [ or insert other description of transaction ] [ I OR We ] acknowledge that the Company proposes to launch an open offer of [ up to ] [ insert number ] new ordinary shares of [ insert nominal value ] pence each, at an offer price of [ insert offer price ] pence per share (the New Ordinary Shares), to its shareholders (the Open Offer). In conjunction with this, the Company intends to submit applications to the [ Financial Conduct Authority for admission of the New...

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