The London Stock Exchange has issued a notice (December 18, 2008) detailing its proposed changes to the AIM Rules for Companies (the “AIM Rules”) relating specifically to “investing companies”. As well as the proposed changes relating to “investing companies” the notice also sets out other proposed changes.

The London Stock Exchange has issued a notice (December 18, 2008) detailing its proposed changes to the AIM Rules for Companies (the “AIM Rules”) relating specifically to “investing companies”. As well as the proposed changes relating to “investing companies” the notice also sets out other proposed changes.

Investing companies

The LSE's notice sets out proposed changes to the AIM Rules relating to investing companies which will also include an “AIM Note for Investing Companies”.

The proposed changes to the AIM Rules include:

  • the requirement to have a detailed and precise “investing policy” setting out the company’s investment parameters (in place of the current “investment strategy”). All subsequent material changes to the “investing policy” will require prior shareholder approval;
  • clarification as to the types of investing company that the LSE expects to be appropriate for admission to AIM;
  • rules relating to investment managers for externally managed investing companies, with specific disclosure requirements;
  • rules regarding independence between the Board, the Nominated Adviser and any investment manager;
  • confirmation that the specific disclosure requirements of Annex XV of Appendix 3 to the Prospectus Rules apply to an investing company’s admission document;
  • information on how the class tests (Rules 12-16 of the AIM Rules) are to be applied in relation to investing companies; and
  • clarification that the £3 million fundraising required by AIM Rule 8 should be from independent investors rather than the existing owners/managers.

Other changes

Amendments are also being made to the AIM Guidance Note on Mining, Oil and Gas Companies, although these are not substantive and relate more to miscellaneous changes to update the AIM Guidance Note on Mining, Oil and Gas Companies by, for example, amending cross references to the AIM Rules for Nominated Advisers.

The LSE is also proposing to clarify that the new Note for Investing Companies and the Note on Mining, Oil and Gas Companies will now form part of the AIM Rules applicable to companies and nominated advisers.

The LSE’s notice also sets out changes to AIM Rule 5 and the payment of fees thereunder. Fees are now payable post admission rather than three days prior to admission. The changes to AIM Rule 5 have immediate effect as they are only administrative.