AIM - LSE Discussion Paper on Proposed Changes to the AIM Rules

The London Stock Exchange (LSE) has published a discussion paper proposing changes to the AIM Rules. The discussion paper follows the recent consultations by the FCA on the new public offers and admissions to trading (POAT) regime in the UK.

The key proposals, which the LSE says are intended to improve AIM and ensure it is the international venue of choice for growing and aspiring companies, are as follows:

• Admission documents and disclosures – The LSE is seeking views on how to streamline the contents of the admission document, as well as whether there should be an option to publish an alternative “simplified admission document”. On working capital disclosures, the AIM rules could replicate the FCA’s POAT proposals, but the LSE also suggests some alternative options.

• Corporate governance and continuing obligations – Rather than AIM companies choosing a corporate governance code, the AIM Rules could provide a simplified list of governance requirements. On continuous disclosure, UK MAR could be a sufficient standalone level of disclosure, given its duplication with AIM Rule disclosure obligations.

• Transactions – The disclosure threshold for substantial transactions could be raised to 25%, to bring the AIM Rules in line with the UK Listing Rules. The related party transactions rules could be relaxed where there are existing shareholder safeguards (such as where an employee share scheme has been approved by shareholders, or where the granting of an indemnity is permitted under the Companies Act 2006). For reverse takeovers, a full admission document may not be required in certain circumstances.

• Dual Class Share Structures (DCSS) – Since DCSS align with the founder-led nature of growth companies, the LSE is minded to permit DCSS on AIM, particularly given that the FCA now allows these structures for companies listed in the Equity Shares (Commercial Companies) category.

• Role of the nominated advisor (Nomads) – While seen as central to AIM’s regulatory framework, the LSE says that the role of the Nomad should evolve to avoid duplicative work both around the admission process and post-admission.

The consultation closes on 16 June 2025, after which proposed changes for the AIM Rulebooks will be put forward for consultation.