Director deals aim

Director deals aim

This will involve a number of significant changes for AIM companies, bringing them more closely into line with the regime that applies to Official List issuers. AIM has also previously published guidance for AIM companies in the form of an edition of Inside AIM entitled "Preparation for Market Abuse Regulation" and has indicated that it intends to maintain a "frequently asked questions" section on its website. The various changes to the AIM Rules are discussed in the relevant sections of this briefing. A checklist is included at the end of this briefing setting out some of the initial practical steps that AIM companies should consider so that they are ready to comply with the new rules by the time MAR comes into effect. Given the substantive changes that will apply, AIM companies should also consider briefing, and arranging appropriate training for, their directors and other employees prior to the introduction of the new regime.

Director Dealings

This will involve a number of significant changes for AIM companies, bringing them more closely into line with the regime that applies to Official List issuers. AIM has also previously published guidance for AIM companies in the form of an edition of Inside AIM entitled "Preparation for Market Abuse Regulation" and has indicated that it intends to maintain a "frequently asked questions" section on its website. The various changes to the AIM Rules are discussed in the relevant sections of this briefing.

A checklist is included at the end of this briefing setting out some of the initial practical steps that AIM companies should consider so that they are ready to comply with the new rules by the time MAR comes into effect. Given the substantive changes that will apply, AIM companies should also consider briefing, and arranging appropriate training for, their directors and other employees prior to the introduction of the new regime. Under MAR, AIM companies will be required to disclose inside information to the market as soon as possible, with delay only permitted in limited circumstances.

Although this is similar to the general disclosure requirement which currently applies to AIM companies under AIM Rule 11 it is not identical and there are some significant additional requirements that apply under MAR. Two of the most significant differences for AIM companies under MAR relate to situations where a decision has been taken to delay the disclosure of inside information — these are:. AIM companies will also need to comply with the MAR requirements around the format and content of notification of information to the market, including a requirement to post inside information that has been publicly disclosed on their website for a period of at least five years.

These will need to contain a range of detailed information on the individuals included on the list — for example amongst other things: The company will need to provide its insider lists to the FCA on request. In particular:. Although directors and applicable employees are restricted from dealing during close periods under current AIM Rule 21, that rule is not fully aligned with MAR.

The exceptions to the prohibition on dealing during a MAR closed period are also narrower in scope than those provided for under the current Listing Rules Model Code which many AIM companies adopt a version of as their share dealing code. In addition, there is still something of a lack of clarity around how the MAR closed period prohibition will operate in respect of transactions which are not actively controlled by the PDMR for example, automatic conversion or vesting and further guidance from the FCA or ESMA in this area would be helpful.

However, a revised Rule 21 is being introduced which requires AIM companies to have a dealing policy in place in relation to their directors 11 and applicable employees. Such policies must be reasonable and effective, set out the requirements and procedures for dealings by directors and applicable employees and comply with specific minimum provisions to be set out in new AIM Rule AIM companies will need to progress the necessary amendments to their internal systems and controls so that they are in a position to implement these prior to MAR coming into effect.

In this context, some initial practical steps for consideration are set out below. This note is only intended to provide an overview of the key changes — to the extent you have any further questions or detailed queries about how these rules will impact on your systems and controls, please let us know. Disclosure of inside information Disclosure committee Does the company currently have a disclosure committee? If not, the Board should consider whether it is appropriate to put one in place.

Procedures Any existing processes should be reviewed for consistency with MAR and formalised, documented processes should be established. Record keeping Templates for recording decisions taken in relation to inside information in particular decisions to delay disclosure should be put in place. If not, begin the process of gathering this information. Existing transactions etc. Identify any existing transactions etc. Take similar steps in respect of any new transactions etc.

Existing systems and controls Consider how information gathering requirements for MAR insider lists can best be integrated into existing systems and procedures — for example: Relevant individuals should be briefed on the new regime. Share dealing code Consider impact of MAR and proposed new AIM Rule 21 on current dealing code — in particular amendments that will be necessary to ensure during MAR closed periods it is aligned with the new requirements.

Subscribe and stay up to date with the latest legal news, information and events Use of cookies by Norton Rose Fulbright. We use cookies to deliver our online services. Details and instructions on how to disable those cookies are set out at nortonrosefulbright. By continuing to use this website you agree to our use of our cookies unless you have disabled them. Introduction Checklist of initial practical steps Disclosure of inside information to the market Insider lists Dealings by persons discharging managerial responsibilities PDMRs Conclusion Initial steps to consider.

The main practical issues for AIM companies are: Additional rules around disclosure of inside information to the market and new requirements, including extensive record keeping requirements, where disclosure is delayed. A new requirement to keep insider lists, which must contain a range of detailed information on the individuals included.

The introduction of a new mandatory closed period prior to financial results during which directors and certain other persons cannot deal subject to limited exceptions. Two of the most significant differences for AIM companies under MAR relate to situations where a decision has been taken to delay the disclosure of inside information — these are: Detailed record keeping requirements that will apply where disclosure is delayed — including amongst other things the time and date when the decision to delay was made, the persons responsible for deciding to delay and for ongoing monitoring of the delay and evidence of the fulfilment of the conditions permitting delay.

A requirement to notify the FCA, at the time the relevant information is disclosed to the market, that disclosure was delayed. In addition, if requested by the FCA, the company will have to provide a written explanation of how the conditions permitting delay were satisfied. MAR will also introduce: In particular: Whereas AIM Rule 17 currently requires disclosure of all dealings, MAR includes a de minimis threshold below which transactions will not require disclosure.

Prohibited dealings Although directors and applicable employees are restricted from dealing during close periods under current AIM Rule 21, that rule is not fully aligned with MAR. AIM Regulation has indicated that it does not expect AIM companies or nominated advisers to take a different approach to compliance with AIM Rule 11 following the introduction of MAR and that, as is the case currently, the consideration of AIM Rule 11 disclosure obligations should not be overly narrow or technical.

In particular, they will not need to maintain insider lists on a real time basis so long as they can provide the relevant information to the FCA on request and they need only include personal addresses and telephone numbers if available at the time the information is requested by the FCA. The relevant legislation is MiFlD II the application of which, it was announced on 10 February , would be delayed until January The types of transactions required to be disclosed are also wide-ranging and companies and their PDMRs should seek advice prior to dealing.

A PDMR is defined in MAR as a person within an issuer who is i a member of the administrative, management or supervisory body of that entity; or ii a senior executive who is not a member of any of these bodies who has regular access to inside information relating directly or indirectly to that entity and power to take managerial decisions affecting the future developments and business prospects of that entity.

In this statement it notes that, pending clarification from the European Commission and ESMA, it will take the view that, where an issuer announces preliminary results, the closed period where dealing is prohibited is immediately before the preliminary results are announced. It also notes that this approach applies only where the preliminary announcement contains all inside information expected to be included in the year-end report.

Paragraph 5. This is being amended to only refer to AIM Rules 7 and Revised AlM Rule 21 requires such dealing policies to set out: The notes to the Rule provide that, in determining whether it is appropriate to give clearance to deal, AIM companies will be expected to consider their wider obligations under MAR. It is also noted that AIM would expect companies to appoint independent staff of sufficient seniority to grant clearance requests and that the procedures should give consideration as to an alternate person where they are not independent in relation to a particular request.

Chris Pearson. Clementine Hogarth. Julie Keefe. Kathy MacDonald. Practice area: Recent publications. Publication April 05, Financial institutions. Publication April Financial institutions. Publication April 04, Energy. Register now. Visit our global site , or select a location. Does the company currently have a disclosure committee?

Any existing processes should be reviewed for consistency with MAR and formalised, documented processes should be established. Templates for recording decisions taken in relation to inside information in particular decisions to delay disclosure should be put in place. Determine whether or not it will be appropriate for the company to maintain a permanent insider list. Consider how information gathering requirements for MAR insider lists can best be integrated into existing systems and procedures — for example: Consider whether there are any non-directors who should be treated as PDMRs.

Ensure directors and other PDMRs are briefed on revised regime and key changes. Consider impact of MAR and proposed new AIM Rule 21 on current dealing code — in particular amendments that will be necessary to ensure during MAR closed periods it is aligned with the new requirements.

How to Get Director Deals

The share prices of quoted companies usually rise substantially if the results are well ahead of market expectations. It is therefore obvious that an intelligent investor should try to anticipate strong earnings growth. An early indicator of coming good results is brokers revising upwards their forecasts of future earnings. The theory behind this is that a few people already know that the company is doing better than expected and they are buying the shares before the crowd. An early indicator can be the trading updates and results announced by other companies in the same line of business. If their figures please the market and they are optimistic about the future outlook, that is a promising pointer for the company you have in mind.

Airea chief executive Neil Rylance sold 2. On The Beach Group chairman Richard Pennycook purchased 38, ordinary shares in the London-listed online travel retailer on Thursday.

There is a lot of misconception in the smaller cap investment community around certain FCA and Stock Market rules. This dealing policy though is not required to be published publically by the company and therefore it may not always be clear whether the company is in a closed period of not. When should disclosure take place? Disclosure is only required for transactions in aggregate over EUR 5, This does not mean PDMRs are free to deal though during closed periods, it is just that no disclosure is required for dealing below EUR5, in aggregate. The PDMR must disclose to the company within 3 business days of the transaction, and the company must disclose on the same terms.

DIRECTORS DEALINGS: The big movers and shakers on the Aim

The information and comments provided herein under no circumstances are to be considered an offer or solicitation to invest and nothing herein should be construed as investment advice. The information provided is believed to be accurate at the date the information is produced. How to Get Director Deals Support: Apply Now. Director Deals. Please note that the following service will no longer be available from 13 April

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Understanding the rules and intent of Director Share Dealings

Timely data delivery customised to every user, backed by analysis tools on our website. We rank the stocks where transactions are most likely to indicate future share price performance. Includes Point-in time analysis. Better data usually means less of it, not more. By customising delivery right down to user level we ensure that the frequency of delivery and alerts gives our subscribers the facts they need tailored to their investment process. Desktop alerts draw attention to key trades and give users the ability to look behind the headline data with comprehensive filtering and display tools. Every client is different so users can specify the method, timing and frequency of data delivery as well as define the stock universe which matters to them. Our Signals service starts with our senior analysts getting hands-on with the data. Experienced minds review the data as a team throughout the day uncovering stocks where director trading patterns are most likely to indicate future share-price performance.

Jim Slater: This is the most reliable sign shares will rise

The GBP21, deal took Baranrd s holding in the venture capital trust to 2. Share Prices. Share Chat. Professional News Complete real-time news for UK equities professionals and active non-professional traders. Can you afford not to be in the know? Live Data. Member Benefits Manage your personalised Watchlist.

Directors dealings from ShareCast

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Latest Director Deals

This briefing explains the new notification requirements which apply to dealings by persons discharging managerial responsibilities PDMRs and persons closely associated with them PCAs in securities of companies admitted to trading on AIM. MAR takes effect on 3 July In addition, a new MAR closed period regime will be introduced. PDMRs must not, subject to limited exceptions, during a closed period conduct any transactions on their own account or for the account of a third party which, directly or indirectly, relate to the shares or debt instruments of the company or to derivatives or other linked financial instruments. The MAR closed period is 30 days before the announcement of an interim financial report or a year-end report. The FCA has explained that in its view when an issuer announces preliminary results which contain all inside information expected to be included in the annual report, the closed period, where dealing is prohibited, is immediately before the preliminary results announcement. Unfortunately these requirements are not contained in a single comprehensive standalone document. Further details on each of them are set out below. An AIM Company must have a reasonable and effective dealing policy which sets out the requirements and procedures for dealings by directors and applicable employees in its securities. AIM Companies will need to consider whether dealings outside the MAR closed periods should be restricted by their dealing policies and, if dealings are restricted, in what circumstances dealings outside MAR closed periods could be permitted by the company.

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Philip de Klerk, Chief Executive Officer, bought , shares in the company on the 5th April at a price of The Director now holds , shares. Story provided by Hamayou Akbar Hussain, Executive Director, bought 3, shares in the company on the 3rd April at a price of The Director now holds 48, shares. Sonny Lulla, Chief Executive Officer, bought , shares in the company on the 4th April at a price of 1. The Director now holds 1,, shares. The Director now holds 40, shares representing 0. Kevin Loosemore, Chairman, exercised , shares in the company on the 5th April at a price of 0. Story provided by StockMarketWire. Kevin Loosemore, Chairman, sold post-exercise , shares in the company on the 5th April at a price of Sold to meet tax

FTSE AIM All-Share (AXX)

Learning Technologies Group plc, the leading integrated learning and talent software and services provider, announces that Leslie-Ann Reed Non-executive Director has bought 15, ordinary shares in the Company at an average price of Following the transaction above, Leslie-Ann Reed s beneficial holding in the Company is 6,, Ordinary Shares and this holding represents approximately 0. LTG is a leader in the high growth workplace learning industry. The Group offers end-to-end learning and talent solutions ranging from strategic consultancy, through a range of content and platform solutions to analytical insights that enable corporate and government clients to meet their performance objectives. L and headquartered in London. Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor. Details of the transaction s:

AIM companies: transactions by PDMRs and PCAs

The past few months have been cruel to financial markets and the Alternative Investment Market Aim has been caught in the cross fire. Back in April, the Aim index stood at Today it is around , a fall of more than 17 per cent. Directors are forbidden by law from trading on inside information. Nonetheless, their trading decisions can provide investors with useful insights into the way those closest to companies feel about their prospects. This weekend, we will look at main market activity. Over the summer, the largest director-driven trade on Aim was carried out by Jon Kamaluddin, international director at online retailer ASOS. Since then the business has developed dramatically and the stock has soared. Kamaluddin joined Asos in and his share sales come after he exercised some long-standing stock options and a performance share plan came good. Locking him into the business is a management incentive share plan, under which he stands to gain considerably more money if the company continues to perform. All of which suggests Kamaluddin sold stock simply because the shares have performed extremely well and he wants to lock in some gains. Investors who bought in should do likewise. Midas recommended the shares in June when they were just p so even after the recent fall, they have soared in value. Black, a former professional gambler, made a fortune from the float but resigned after the company went public to focus on other interests, including Hydrodec, where he now holds a 7. The two companies would appear to have little in common.

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