Related provisions for LR 13.1.1

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LR 5.6.1RRP
1This section applies to an issuer with:(1) a premium listing;(2) a standard listing (shares); or(3) a standard listing of certificates representing equity securities.
LR 5.6.3RRP
Notwithstanding the effect of LR 5.6.2 R, an issuer with a premium listing must in relation to a reverse takeover comply with the requirements of LR 10.5 (Class 1 requirements) for that transaction.
LR 5.6.6RRP
A shell company6, or in the case of a shell company6with a premium listing, its sponsor, must contact the FCA as early as possible:(1) before announcing a reverse takeover which has been agreed or is in contemplation, to discuss whether a suspension of listing is appropriate; or (2) where details of the reverse takeover have leaked, to request a suspension.
LR 5.6.13RRP
Where a shell company6 has a premium listing, a written confirmation provided for the purpose of LR 5.6.12G (1) must be given by the shell company's6sponsor.
LR 5.6.17RRP
Where a shell company6 has a premium listing, a sponsor must provide written confirmation to the FCA that in its opinion, it is reasonable for the shell company6 to provide the declarations described in LR 5.6.15G (3) and (4).
LR 5.6.21RRP
Where the issuer'slisting is cancelled following completion of a reverse takeover, the issuer must re-apply for the listing of the shares or certificates representing equity securities and satisfy the relevant requirements for listing, except that for an issuer with a premium listing, LR 6.2.1R(3) and LR 6.2.4R(2)6 will not apply in relation to the issuer's accounts.
LR 5.6.26RRP
Where an issuer has a premium listing, the eligibility letter provided for the purposes of LR 5.6.23 G must be provided by a sponsor.
LR 5.6.28GRP
An issuer wishing to transfer a listing of its equity shares from a premium listing (investment company) to a standard listing (shares) should note LR 5.4A.2 G which sets out limitations resulting from the application of LR 14.1.1 R (application of the listing rules to a company with or applying for a standard listing of shares).
LR 6.10.1RRP
1Where a mineral company applies for the admission of its equity shares to a premium listing and cannot comply with the minimum three-year period required in LR 6.2.1R(1) because it has been operating for a shorter period:(1) the mineral company must have published or filed historical financial information since the inception of its business; and (2) the following apply to the mineral company only with regard to the period for which it has published or filed historical financial
LR 6.10.2RRP
1LR 6.3.1R (revenue earning track record) does not apply to a mineral company that applies for the admission of its equity shares to a premium listing.
LR 6.10.3RRP
(1) 1This rule applies if the mineral company applies for the admission of its equity shares to premium listing and cannot comply with LR 6.6.1R (control of business) because the mineral company does not hold controlling interests in a majority (by value) of the properties, fields, mines or other assets in which it has invested.(2) The mineral company must demonstrate that it has a reasonable spread of direct interests in mineral resources and has rights to participate actively
LR 8.2.1RRP
A company with, or applying for, a premium listing of its securities11 must appoint a sponsor on each occasion that it:45(1) is required to submit any of the following documents to the FCA in connection with6 an application for admission of securities115 to premium listing6:66(a) a prospectus or supplementary prospectus12; or671(b) a certificate of approval from another competent authority; or6(c) a summary document as required by article 1(5)(j) of the Prospectus Regulation12;
LR 8.2.1ARRP
4A company must appoint a sponsor where it applies to transfer its category of 11listing from:5(1) a standard listing (shares) to a premium listing (commercial company); or5(2) a standard listing (shares) to a premium listing (investment company); or5(3) a premium listing (investment company) to a premium listing (commercial company); or(4) a premium listing (commercial company) to a premium listing (investment company); or11(5) a standard listing (shares) to a premium listing
LR 8.2.2RRP
If a company with a premium listing6 is proposing to enter into a transaction which due to its size or nature could amount to a class 1 transaction or a reverse takeover it must obtain the guidance of a sponsor to assess the application of the listing rules, the6disclosure requirements10 and the 6transparency rules.3263
LR 8.2.3RRP
If a company with a premium listing6 is proposing to enter into a transaction which is, or may be, a related party transaction it must obtain the guidance of a sponsor in order to assess the application of the listing rules, the6disclosure requirements10 and the 6transparency rules3.26632
LR 5.2.5RRP
Subject to 41LR 5.2.7 R, LR 5.2.10 R, LR 5.2.11A R9 and LR 5.2.12 R, 1an issuer with a premium listing4that wishes the FCA to cancel the listing of any of its 5securities11 with a premium listing4must:11114(1) send a circular to the holders of the relevant securities11.9 The circular must:9(a) comply with the requirements of LR 13.3.1 R and LR 13.3.2 R (contents of all circulars);(b) be submitted to the FCA for approval prior to publication; and(c) include the anticipated date
LR 5.2.7ARRP
Where an investment entity no longer has a premium listing of equity shares it must apply under LR 5.2.8 R for cancellation of the listing of any other class of listedequity shares.
LR 5.2.8RRP
An issuer that wishes the FCA to cancel the listing of listed securities (other than securities11 with a premium listing41) must notify a RIS, giving at least 20 business days notice of the intended cancellation but is not required to obtain the approval of the holders of those securities contemplated in LR 5.2.5 R (2) or (2A)11.15144
LR 5.2.10RRP
LR 5.2.5 Rdoes4 not apply to the cancellation of securities11 with a premium listing5 in the case of a takeover offer if9:145594(1) the offeror or any controlling shareholder who is an offeror is interested in 50% or less of the voting rights of an issuer before announcing its firm intention to make its takeover offer;99(2) the offeror has by virtue of its shareholdings and acceptances of its takeover offer, acquired or agreed to acquire issued share capital carrying 75% of the
LR 5.2.11ARRP
9LR 5.2.5 R does not apply to the cancellation of securities11 with a premium listing in the case of a takeover offer if:(1) the offeror or any controlling shareholder who is an offeror is interested in more than 50% of the voting rights of an issuer before announcing its firm intention to make its takeover offer;(2) the offeror has by virtue of its shareholdings and acceptances of its takeover offer, acquired or agreed to acquire issued share capital carrying 75% of the voting
LR 1.5.1GRP
(1) 1Under the listing rules each issuer must satisfy the requirements in the rules that are specified to apply to it and its relevant securities. In some cases a listing is described as being either a standard listing or a premium listing.(2) A listing that is described as a standard listing sets requirements that are based on the minimum EU directive standards. A listing that is described as a premium listing will include requirements that exceed those required under relevant
LR 1.5.2RRP
An issuer that is not an issuer with a premium listing3must not describe itself or hold itself out (in whatever terms) as having a premium listing or make any representation which suggests, or which is reasonably likely to be understood as suggesting, that it has a premium listing or complies or is required to comply with the requirements that apply to a premium listing.2
LR 8.3.1RRP
A1sponsor must in relation to a sponsor service:11(1) referred to in 3LR 8.2.1R (1) to (4), LR 8.2.1R (11), LR 8.2.1A R and, where relevant LR 8.2.1R (5)3, 1provide assurance to the FCA when required that the responsibilities of the company with or applying for a premium listing of its securities8 under the listing rules have been met;33(1A) 3provide to the FCA any explanation or confirmation in such form and within such time limit as the FCA reasonably requires for the purposes
LR 8.3.2AGRP
3A sponsor remains responsible for complying with LR 8.3 even where a sponsor relies on the company with or applying for a premium listing of its securities8 or a third party when providing an assurance or confirmation to the FCA.
LR 8.3.5ARRP
1If, in connection with the provision of a3sponsor service, a sponsor becomes aware that it, or a company with or applying for a premium listing of its securities8 is failing or has failed to comply with its obligations under3 the listing rules3, the3disclosure requirements7 or the transparency rules, the sponsor must promptly notify the FCA2.323
LR 5.4A.1RRP
This section applies to an issuer that wishes to transfer the5 category of its5listing from:2(1) a standard listing (shares)2 to a premium listing (commercial company); or(2) a standard listing (shares)2 to a premium listing (investment company); or(2A) a standard listing (shares) to a premium listing (sovereign controlled commercial company); or5(2B) a standard listing (certificates representing certain securities) to a premium listing (sovereign controlled commercial company);
LR 5.4A.2GRP
An issuer will only be able to transfer a listing of its equity shares2 from a premium listing (investment company) to a standard listing (shares)2 if it has ceased to be an investment entity (for example if it has become a commercial company) or if it continues to have a premium listing of a class of equity shares.2This is because LR 14.1.1 R provides that LR 14 does not apply to equity shares of2 an investment entity without a premium listing of equity shares.2
LR 5.4A.4RRP
(1) This rule applies to a transfer of the listing of:52(a) equity shares with a premium listing into or out of the category of premium listing (investment company); or5(b) equity shares with a premium listing out of the category of premium listing (commercial company); or5(c) equity shares or certificates representing shares with a premium listing out of the category of premium listing (sovereign controlled commercial company) into the category of standard listing (shares) or
LR 11.1.1RRP
1This chapter applies to a company that has a premium listing3.33
LR 11.1.1ARRP
8Where a company has a premium listing and:(1) it is not in compliance with:(a) the provisions inLR 9.2.2AR (2)(a) ; or(b) LR 9.2.2G R; or(2) it becomes aware that a controlling shareholder or any of its associates is not in compliance with an undertaking in LR 6.5.4R9 or LR 9.2.2AR (2)(a);(3) it becomes aware that a procurement obligation (as set out in LR 6.5.5R(2)(a)9 or LR 9.2.2BR (2)(a) contained in an agreement entered into under LR 6.5.4R9 or LR 9.2.2AR (2)(a) has not been
LR 11.1.1ERRP
8Where a company that has a premium listing has been subject to the provisions of LR 11.1.1A R, LR 11.1.1C R will continue to apply to the company until the publication of an annual financial report which: (1) contains the statements required under LR 9.8.4R (14)(a) and LR 9.8.4R (14)(c); and(2) does not contain a statement made under LR 9.8.4A R.
LR 15.1.1RRP
2This chapter applies to a closed-ended investment fund applying for, or with, a premium listing3.33
LR 9.3.10GRP
An overseas company with a premium listing6 is not required to comply with LR 9.3.9 R.6
LR 9.3.12RRP
LR 9.3.11 R does not apply to:8(1) a listed company incorporated in the United Kingdom if a 8disapplication of statutory pre-emption rights has been authorised by shareholders in accordance with section 57053(Disapplication of pre-emption rights: directors acting under general authorisation) or section 571 (Disapplication of pre-emption rights by special resolution) of the Companies Act 2006 and the issue ofequity securities78 or sale of treasury shares that are equity shares
LR 12.5.1RRP
Except where the purchases will consist of individual transactions made in accordance with the terms of issue of the relevant securities, where1 a listed company intends to purchase any of its securities convertible into its equity shares2 with a premium listing2 it must:1(1) ensure that no dealings in the relevant securities are carried out by or on behalf of the company or any member of its group until the proposal has either been notified to a RIS or abandoned; and(2) notify
LR 12.5.2RRP
Any purchases, early redemptions or cancellations of a company's own securities convertible into equity shares with a premium listing,2 by or on behalf of the company or any other member of its group must be notified to a RIS when an aggregate of 10% of the initial amount of the relevant class of securities has been purchased, redeemed or cancelled, and for each 5% in aggregate of the initial amount of that class acquired thereafter.2
LR 9.1.1RRP
1This chapter applies to a5company that has a premium listing46.545
LR 16.1.1RRP
2This chapter applies to an open-ended investment company applying for, or with, a premium listing3 which is: 233(1) an ICVC that has been granted an authorisation order by the FCA; or(2) an overseascollective investment scheme that is a recognised scheme.
LR 16.2.1RRP
To be listed, an applicant must comply with:(1) LR 2 (Requirements for listing); and(2) only LR 6.8.1R to LR 6.8.2R3 of LR 6 (Additional requirements for premium 1listing commercial company).12
LR 6.9.1RRP
1An applicant must have in place a constitution that allows it to comply with the listing rules, in particular: (1) LR 9.2.21R to vote on matters relevant to premium listing; and (2) for an applicant with a controlling shareholder, LR 9.2.2ER and LR 9.2.2FR concerning the election and re-election of independent directors.
LR 8.1.2RRP
A company with, or applying for, a premium listing3 must comply with LR 8.2 (When a sponsor must be appointed or its guidance2 obtained) and LR 8.5 (Responsibilities of listed companies).332
LR 10.1.1RRP
1This chapter applies to a company that has a premium listing2.22
LR 8.5.6RRP
3In relation to the provision of a sponsor service, a company with or applying for a premium listing of its securities5 must cooperate with its sponsor by providing the sponsor with all information reasonably requested by the sponsor for the purpose of carrying out the sponsor service in accordance with LR 8.
LR 6.4.2GRP
1LR 6.4.1R is intended to ensure that the protections afforded to holders of equity shares by the premium listing requirements are meaningful.
LR 6.6.2GRP
1LR 6.6.1R is intended to ensure that the protections afforded to holders of holders of equity shares by the premium listing requirements are meaningful.