A closed-end fund is an actively managed portfolio of pooled assets that initially raises a fixed amount of capital through an IPO. Shares of the fund are listed and made available for trading on a stock exchange and can raise further capital from investors after listing.
There are three different venues where closed-ended funds can be listed on the London Stock Exchange.
The Premium Segment of the Main Market offers funds access the widest possible investor base from institutional to general retail investors. The rules governing admission and ongoing levels of shareholder engagement and transparency reflect this in that they are super-equivalent to EU Directive standards.
The Specialist Fund Segment of the Main Market is a peer group market designed to appeal to institutional, professional, professionally advised and knowledgeable investors. The rules governing corporate governance and transparency standards reflect this by replicating EU Directive minimum standards, which also qualifies the market for most investment mandates. The market is designed to accept more sophisticated fund vehicles, governance models and security types that are likely to be characteristic of the funds involved.
AIM is suitable for the more straightforward funds seeking a broad investment audience including institutional and retail investors. However, as an Exchange-regulated rather than an EU Regulated market, institutional investment exposure in the UK and Europe will be subject to thresholds within mutual fund and investor mandates.
There will need to be an application made to apply to the regulator to raise capital (in some cases, this will be the FCA, in others the regulatory function is carried out by London Stock Exchange) and to London Stock Exchange to be admitted to trading.
Premium Segment and Specialist Fund Segment of Main Market
For the Premium Main Market and the Specialist Fund Segment, applicants will be required to produce a prospectus approved by their relevant EEA Competent Authority. For example, in the case of applicants whose Home Member State is the UK, this will be the Financial Conduct Authority (FCA).
The Exchange is required to receive an Early Notification Form via email to email@example.com from the fund’s advisors no later than when it provides its eligibility letter to the FCA (or at least 20 business days prior to proposed admission to trading on the Specialist Fund Segment).
Thereafter the engagement would begin our admission team and following Admission and Disclosure Standards as per Schedule 1.
For the Specialist Fund Segment, Schedule 4 provides further specific requirements.
The communication between the Exchange and the issuer is led by the NOMAD (Nominated Advisor). This includes coordinating the preparation of the admission document and submission of an early notification to the Exchange, in the form prescribed from time to time, as soon as reasonably practicable and in any event prior to the submission of any Schedule One information.
AIM Rules for Issuers and for NOMADs can be found here.
UK and non-UK investment entities can seek admission onto our markets. There is no restriction on domicile.
Yes, feeder funds can be listed. When listed on the Premium Segment of the Main Market, the feeder has to have a consistent investment policy as the master fund. This also has to be addressed by AIM applicants.
Yes. Your advisors would need to reach out to our admissions team(Admissions@lseg.com) requesting the additional multi-currency line. A form 1 application would need to be filled out and documentation including signed board minutes, circular/prospectus if available, price confirmation and a published announcement as common with any new admission, would need to be provided.
Yes. Investment entities can transfer between the Specialist Fund Segment, AIM and the Premium Segment of the Main Market.
To transfer from the Specialist Fund Segment of the Main Market to the Premium Segment of the Main Market, an additional prospectus is not required but the eligibility process has to be followed with the FCA.
It is a requirement for admission to trading on the Specialist Fund Segment that funds are of the closed-ended type and submit an EU Prospectus Directive-compliant document. The Specialist Fund Segment is designed to offer flexibility in considering structures and security types suitable for funds operating in the alternative fund management arena, and so we do not issue a more specific definition of what constitutes an ‘investment entity’ for Specialist Fund Segment purposes. However, advisers and potential issuers are encouraged to discuss particular propositions with us at an early stage to verify their suitability.
Yes. The Specialist Fund Segment is designed to accept structures like this.
The Specialist Fund Segment is an EU regulated market as defined in the Markets in Financial Instruments Directive (MiFID) and a structure which is compliant with the EU’s Financial Services Action Plan. The Specialist Fund Segment is a regulated market for the purposes of the UCITS Directive.
In certain circumstances, the Exchange reserves the right to refuse to admit, suspend or cancel admission to trading on any of our markets, including the Specialist Fund Segment.
Refer to Article 35 of Chapter V of the Commision Regulation 1287/2006 of 10 August 2006 for further details. In summary, 'transferable securities shall be considered freely negotiable if they can be traded between the parties to a transaction, and subsequently transferred without restriction, and if all securities within the same class as the security in question are fungible'.