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What other advisers will I need to appoint and how much will the transaction cost?



Nominated Adviser – The NOMAD plays a key role in bringing the company to AIM and in guiding and advising it on both admission itself and its ongoing obligations after admission. It is the company’s key point of contact with the Exchange and most of its roles and responsibilities are set out in AIM rules. An AIN company must retain the services of a NOMAD at all times. The reason for this is that AIM companies are perceived as being less experienced than Main Market companies and, therefore, are more likely to need advice and expertise. If a company terminates the service of its NOMAD it must notify the market immediately, whereupon the company’s shares will be suspended and the company will have one month to appoint a new NOMAD. Failure to appoint a new NOMAD within one month will result in cancellation of AIM company’s shares.

Reporting Accountants – They are distinct from the company’s auditors and their principal function ss to review the company’s financial results and reporting processes and report to the NOMAD on any areas of concern, primarily by way of a long-form report which will also include a detailed review of the business and assets of the company.

Solicitors to the company – They will advise on the legal aspects of preparing the company for admission to AIM including any pre-impact capital reorganization, the re-registration of the company as a plc, the amendment to or replacement of the company’s constitutional documents, the putting in place of any proposed share-base incentive schemes, the terms of directors’ service agreements, the duties and responsibilities of the directors and general compliance issues, the terms of any placing and/or underwriting agreement and the preparation of verification notes and ancillary documents. Additionally, the company’s solicitors will undertake a legal review covering agreed matters such as regulatory compliance, the terms of the company’s principal agreements, any litigation, employment contracts and such other matters as may be required by the NOMAD for purposes of satisfying itself of the appropriateness of the company for admission to AIM.

Financial PR Consultants – They will be engaged to generate positive press interest and publicity and monitor content and wording of any public statements.

Nominated Broker – The broker “warms up” the market for the issue of the company’s shares and is ultimately responsible for selling those shares to the chosen market, which will generally comprise institutional investors. After the flotation the broker will work with the company to sell to ensure there us a proper market in the company’s shares. An AIM company must retain the services of a nominated broker at all times.

 

The usual cost for engaging the above advisers on a flotation, is, in aggregate, £ 500.000-£ 900.000. As a rough guide, a company can expect to pay 10 per cent, of any money raised in fees.

The typical cost for appointing a NOMAD to advise on admission to AIM is usually calculated as a percentage of any new money raised, typically between 3 and 5 per cent, of the value of the issue, depending on the nature of the obligations assumed by the NOMAD (and inclusive of sub-underwriting commissions). Additionally, a corporate finance fee is generally charged. This may be in the region of £ 75, 000 to £ 300, 000. Approximately £ 25, 000 to £ 35, 000 is charged on an annual basis for a NOMAD’s continued services.

NASDAQ

NASDAQ

Type Stock exchange
Location New York City, USA
Founded February 8, 1971
Owner The NASDAQ OMX group
Key people Robert Greifeld (CEO)
Currency USD
No. of listings 3, 800
Indexes NASDAQ Composite NASDAQ-100 NASDAQ Biotechnology Index
Website www.nasdaq.com

The NASDAQ Stock Market, known as NASDAQ, is an American stock exchange. “NASDAQ” originally stood for National Association of Securities Dealers Automated Quotations”, but the exchange’s official stance is that the acronym is obsolete. It is the largest electronic screen-based equity securities trading market in the United States. With approximately 3, 700 companies and corporations, it has more trading volume than any other stock exchange in the world.

 

History

It was founded in 1971 by the National Association of Securities Dealers (NASD), who divested themselves of it in a series of sales in 200 and 2001. It is owned and operated by the NASDAQ OMX Group, the stock of which was listed on its own stock exchange beginning July 2, 2002, under the ticker symbol NASDAQ: NDAQ. It is regulated by the Securities and Exchange Commission.

With the completed purchase of the Nordic-based operated exchanged OMX, following its agreement with Borse Dubai, NASDAQ, is poised to capture 67% of the controlling stake in the aforementioned exchange, thereby inching ever closer to taking over the company and creating a trans-atlantic powerhouse. The group, now known as Nasdaq-OMX, controls and operates the NASDAQ stock exchange in New York City – the second largest exchange in the United States. It also operates eight stock exchanges in Europe and holds one-third of the Dubai Stock Exchange. It has a double-listing agreement with OMX, and will compete with NYSE Euronext group in attracting new listings.

When the NASDAQ stock exchange began trading on February 8, 1971, the NASDAQ was the world’s first electronic stock market. At first. Ir was merely a computer bulletin board system and did not actually connect buyers and sellers. The NASDAQ helped lower the spread (the difference between the bid price and the ask price of the stock) but somewhat paradoxically was unpopular among brokerages because they made much of their money on the spread.

NASDAQ was the successor to the over-the-counter (OTC) and the “Curb Exchange” systems of trading. As late as 1987, the NASDAQ exchange was still commonly referred to as the OTC in media and also in the monthly Stock Guides issued by Standard& Poor’s Corporation.

Over the years, NASDAQ became more of a stock market by adding trade and volume reporting and automated trading systems. NASDAQ was also the first stock market in the United States to advertise to the general public, highlighting NASDAQ-traded companies (usually in technology) and closing with the declaration that NASDAQ is “the stock market for the next hundred years”. Its main index is the NASDAQ Composite, which has been published since its inception. However, its exchange-traded fund tracks the large-cap NASDAQ-100 index, which was introduced in 1985 alongside the NASDAQ 100 Financial Index.

Until 1987, most trading occurred via the telephone, but during the October 1987 stock market crash, market makers often didn’t answer their phones. To counteract this, the Small Order Execution System (SOES) was established, which provides an electronic method for dealers to enter their traders. NASDAQ requires market makers to honor traders over SOES.

In 1992, it joined with the London Stock Exchange to form the first intercontinental linkage of securities markets. NASDAQ’s 1998 merger with the American Stock Exchange formed the NASDAQ-Amex Market Group, and by the beginning of the 21st century it had become the largest electronic stock market (in terms of both dollar value and share volume) in the United States. NASD spun off NASDAQ in 200 to form a publicly traded company, the NASDAQ Stock Market, Inc.

On November 8, 2007 NASDAQ bought the Philadelphia Stock Exchange (PHLX) for US$652 million. PHLX is the oldest stock exchange in America – having been in operation since 1970.

To qualify for listing on the exchange, a company must be registered with the SEC, have at least three market makers (financial firms that act as brokers or dealers for specific securities), and meet minimum requirements for assets, capital, public shares and shareholders.

 

 

PART II TRANSLATION


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