Companies should also keep in mind that they are generally expected to provide the designated advisor, as part of the investment agreement, with guarantees that the company`s systems, procedures and controls are appropriate. Systems, Procedures and Controls – Financial Policies and Procedures A related part of the nomadic`s role is to ensure that an applicant has appropriate systems and controls in place for working capital and financial reporting. This is consistent with the requirement for major market companies to define procedures that provide directors with an appropriate basis for ongoing judging of the financial situation and prospects of the company and its group. To this end, nomads may find it useful to refer to the technical guidelines on FPP procedures published by ICAEW last year (Tech 14/14CFF), which apply to companies seeking admission to AIM as well as the main market (or high-growth segment). In order to meet its regulatory obligations, the [nomad] determines the investigations he must carry out and the assistance and information necessary to support his judgments and, if necessary, the statements relating to the applicant`s suitability. The objective of this exercise is to identify gaps in information that [nomad] has or can receive and that it must fill in another way, for example. B by appealing to a third party as a rapporteur. The [nomad] will take into account all the information he will receive as part of his knowledge of the company. In particular, the AIM team has clarified some of the factors it will discuss with a designated consultant regarding the holding of shares in a company: AIM Rule 31 requires that a company have sufficient systems, procedures and controls to comply with AIM rules before being admitted. In particular, these systems must enable the company to comply with the obligation to make price-sensitive developments known as soon as possible; Publish annual and semi-annual financial results on time enter into agreements limiting when directors and certain employees can trade in the company`s shares; provide detailed information on the activities of directors and changes to key holdings.
This is an important area that has recently been brought to the forefront by major market companies in light of the enforcement actions taken by the ACF against Lamprell and certain other companies that have not met similar requirements under listing rules and/or disclosure and transparency rules. Aim rules do not require a minimum level of dispersed ownership to be respected in order for shares to be allowed to trade with AIM. This contrasts with the position under the listing rules, in which companies that aim to quote stock premiums on the main market must prove, as a precondition for admission, that no less than 25% of the shares for which admission is requested are ”owned by the public sector”. Overall, the shares are not held as held by (i) the issuer`s directors or their associates; (ii) the directors of a worker participation plan or pension fund set up for the directors and workers of the issuer; (iii) any person with the contractual right to appoint a director to the issuer`s board of directors; or (iv) a person (with his related companies) holding more than 5% of the issuer`s shares. In its instructions, the AIM team states that, although the AIM rules do not prescribe a certain level of dispersed ownership, the AIM team considers it to be an important part of the work of a designated advisor to ensure that there is sufficient dispersed ownership during the certification. Sufficient dispersed ownership is considered by the AIM team to be fundamental to the orderly trade and liquidity of the shares accepted for trading and is inseparable from a company`s ability to be admitted to AIM.