Nominated adviser meaning

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...

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...

This Practice Note addresses the suspension of trading in an AIM company’s securities and the cancellation of trading in an AIM company’s securities. Suspension of trading in AIM securities As a general rule, the London Stock Exchange (LSE) aims to minimise any disruption to the trading of shares on AIM. Nevertheless, where an AIM company has contravened the AIM Rules for Companies (AIM Rules), or a suspension is needed to protect investors, the LSE may suspend trading in that company’s shares. Continued compliance with the AIM Rules during suspension Throughout any suspension, an AIM company is required to continue observing the AIM Rules...

[ Printed on the reporting accountant’s letterhead ] The Directors [ Enter name and address of issuer ] and [ Enter name and address of nominated adviser ] [ Enter date ] Dear [ enter text ] [ Enter name of issuer ] (the Company): Application for admission to AIM — Financial Reporting Procedures We refer...

[ Print on the reporting accountant’s headed paper ] The Directors [ Insert name and address of issuer ] [ Insert name and address of nominated adviser ] [ Insert date ] Dear [ insert text ] [ Insert name of issuer ] (the Company) Application for admission to trading on AIM (the Admission) — Taxation We have examined the taxation sections set out in [ insert location of taxation paragraphs in the admission document ] of the Company’s admission document dated [ insert date ] [ (which also constitutes a prospectus) ], and confirm that, in our opinion, the account of taxation matters aligns with our understanding of UK tax legislation, case law and prevailing practice. [ This confirmation is provided as at the date of this letter and, owing to the nature of taxation, may not be applicable on any other date and is specific to the Admission. ] [ Wording concerning limitations, confidentiality,...

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...