Q&As

Having securities admitted to trading on a multilateral trading facility does not trigger the requirement for a prospectus to be published but will such admission of securities constitute an offer of securities to the public?

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Published on: 09 September 2020
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Regulation (EU) 2017/1129 (the Prospectus Regulation) regulates when a company needs to publish a prospectus in connection with the issue of securities or admission of securities to trading on a stock market. There are two triggers for the requirement to publish a prospectus and these are:

  1. when transferable securities are admitted to trading on an EEA regulated market, such as the Main Market of the London Stock Exchange, or

  2. when transferable securities are offered to the public in an EEA Member State

A multilateral trading facility (MTF) is not an EEA regulated market and, as you correctly point out, admission of securities to an MTF (such as AIM) in itself does not trigger the requirement for a prospectus.

However, where there is an offer of transferable securities to the public in conjunction with the admission of those transferable securities to an MTF, the requirement

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Jurisdiction(s):
United Kingdom
Key definition:
Securities definition
What does Securities mean?

This is one of the groups of regulated investments defined in the regulated activities order (the other groups being identified as contractually based investments and others).

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