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Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
The PLUS Market - An overview
Maxim Corporate Finance LLP
Trust, expertise and teamwork- vital elements of
a lasting relationship
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
ContentWhat is the PLUS Market
Why the PLUS Market
Key benefits of PLUS listing
Who is involved
How to list on PLUS
Key obligations of PLUS listing
Taxation aspects
Costs and time-scale
Maxim Corporate Finance
Conclusion
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
What is the PLUS MarketA new Stock Exchange in London, world’s premier financial centre
Recognised Investment Exchange (RIE) status from FSA and regulated under EU MiFid
It competes directly with other traditional Exchanges
Operating primary and secondary market services
Trading > 1,000 companies shares, including FTSE small Cap companies
For domestic & international companies; and an entry point to European capital markets
A quote driven trading platform
Three types of listing: Introduction, private placement and IPO with prospectus
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Why the PLUS MarketDedicated Market for dynamic SME’s
Unique regulatory framework: balancing the needs of investors and growing companies
A more flexible regulatory framework: no IFRS, improved corporate governance
Provides access to London’s vibrant & liquid capital markets
Flexible and cost effective solutions for listing and share trading
Unlike LSE, no minimum trading record or free float or market capitalisation
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Key benefits of PLUS listing- (1)
Improved profile and status for your company to punch above its weight Cost effective access to the wealth of institutional capital available in London as well as the deepest pools of capital in EuropeOffers better value to companies and investors than nearest equivalentMore liquidity and ability to use sophisticated financial instrumentsA “currency” for acquisition and expansion An independent valuation of companyOpportunity for investors to realise valueMeaningful employee share option schemesCredible with customers and others, specially those becoming aware of you for the first time
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Key benefits of PLUS listing- (2)
Improved stability for corporate strategy & planningLow costs of secondary offering of securities to raise financeIncreased company valuationCash shell listing is possibleAdvantages of better corporate governance & management structureCompany culture of a publicly listed company Improved staff recruitment and retention
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Who is involvedCorporate advisers as sponsors, main players for admission process
Reporting accountants assess working capital requirement on admission
Solicitors verifying admission and other related documents
After admission
Broker dealer, FSA regulated stockbrokers dealing in PLUS securities
Market makers provide liquidity by giving bid & offer prices to brokers
Registrar to maintain the shareholder register
Financial PR to communicate key messages & building relationships
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
How to List on PLUS
Only approved Corporate Advisers can sponsor and advise company.
Corporate Advisers assess suitability and decide whether to sponsor a company
Corporate Advisers work with solicitors and reporting accountants
Corporate Advisers prepare company and its management, prepare documents, and submit to PLUS panel
Upon admission, normally after an interview, the retained corporate advisers assist the company with on-going PLUS rules compliance
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Key obligations of PLUS listing-(1)
Compliance with PLUS rulesRetain corporate advisers at all times to assist with complianceAnnounce “price sensitive information”Produce audited accountsIts shares must be freely transferable & eligible for CREST (electronic settlement)Comply with City Takeover CodeComply with: FSM Act 2000, Prospectus Directive Rules (PDR)
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Key obligations of PLUS listing-(2)
Compliance with Prospectus Directive Rules for primary and secondary offer of its shares if raising>2.5 m EurosAppoint two market makers who are registered with the PLUSDisclosure of “substantial shareholding” and any deal by its directors and their connected personsAnnounce financial results within 5 months of financial yearSupply interim financial results (half year accounts) within 3 monthInstitute a sound system of internal control & management information
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Taxation aspects (UK)
Many significant tax benefits with PLUS listing for the company & shareholdersCompany’s EIS and EMI status unaffected100% tax relief with PLUS shares with “BPR”with conditions for IHTInvestment from VCT’s is allowedPLUS shares are “business assets” and eligible for Taper Relief 75% reduction in CGT after 2 years (this may be phased out from April 2008)CVS investment into PLUS companies attracts tax relief at 20%PLUS quoted shares are allowed for SIPPinvestment from
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Costs & time scale
Initial PLUS admission feeInitial professional costs: corporate advisers, solicitors, reporting accountantsAnnual PLUS membership feesCorporate advisers annual feesOther un-quantified costs: management time and attentionAbout 3-6 months preparing application to submit to PLUS admission panel
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Maxim Corporate Finance We are specialists SME corporate finance advisors
We offer a multi-disciplinary approach encompassing financial, legal, accounting and management consulting needs of clients
We offer a full project management service to you from start to finish
We liaise with your professional advisers and reduce the costs & pressures on your staff
We minimise the demands and burden on your time & attention throughout
We are flexible with our costs and fees Flexibility with our costs and fee arrangement
We work closely with PLUS regulators to identify and resolve any issues that may arise
We provide support and advice to ensure you ready for the LUS Market
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Maxim Corporate Finance
We align your personal and business objectives for your success
We match our expertise & creative solutions with your objectives and growth ambitions
We have an extended network of business contacts
We build a lasting relationship with you based on trust, expertise and teamwork
For efficiency & quality control, we allocate you an engagement partner and an assignment partner
We do make all the difference where it matters
Corporate Adviser member of the PLUS Market
Copyright © 2007 Maxim Corporate Finance LLP
Conclusion
New dedicated Stock Exchange in London for ambitious growing SME’s
Significant benefits financially, commercially and taxation-wise for the company as well as its shareholders
Flexible and cost effective solutions for listing SME’s in London, and a real alternative to AIM listing
Access to capital markets and enhanced company valuation
Some obligations of disclosures and transparency
Cost effective and relatively fast process for dynamic SME’s to list in London- the world’s premier financial centre
Maxim Corporate Finance LLP will take away the pain and project manage the whole process start to end