AIM reforms land: new AIM rules in force

The most significant overhaul of the AIM market framework in recent years has now taken effect. Following its June 2026 consultation, the London Stock Exchange (LSE) has published revised AIM Rules for Companies (AIM Rules) and AIM Rules for Nominated Advisers, with the changes coming into force on 5 August 2026. The reforms are designed to modernise the market, streamline the admissions process and make AIM a more attractive venue for companies.

In our earlier article on the June 2026 AIM consultation, we examined the proposed changes. With the final rules now in force, we highlight some of the key reforms that are expected to have the greatest impact on AIM companies and prospective applicants.

Express Market route

Under the new Express Market route applicant companies will not be required to produce an admission document provided:

(i) it has securities admitted to trading on an Express Market (as defined in the AIM Rules) which is also a specified market (as defined in the AIM Rules); and
(ii) the securities to be admitted to trading on AIM are of the same class that are already admitted to trading on the Express Market.

Applicants not meeting these requirements will still be required to prepare an admission document (or simplified admission document containing prescribed information). A change from the consultation proposals on the Express Market route is a reduction in the amount of time an Express Market applicant needs to have its securities traded on its own home market – this was finalised as being for three years immediately prior to applying (instead of four years in the consultation).

Working capital statements no longer required

The LSE has now removed the requirement for a formal working capital statement for company’s applying for admission. However, applicant companies will still need to provide certain disclosures around their capital resources, material financial commitments, obligations and liabilities, proposed use of proceeds of any fundraising undertaken on admission and any anticipated future fundraising needs for the next 12 months from admission.

UK GAAP – expanded accounting standards

AIM has expanded the accepted accounting standards that can be used noting that UK GAAP (FRS 102) is now an accepted standard that can be used by AIM companies.

Introduction of the capital access window

Where an AIM company is looking to undertake fundraising or other corporate transaction (which involves issuing its shares) the AIM company may voluntarily request a temporary suspension (a capital access window) while it is negotiating that fundraising and/or corporate transaction. The Company must advise LSE as to how long it anticipates being in a capital access window and while there is no fixed time limit LSE expects these to be of short duration.

Incorporation by reference

Companies applying for admission to AIM may omit information from its admission document on the grounds that it is incorporated by reference. For any incorporations by reference companies must comply with the following:

(a) the admission document contains a hyperlink to the information incorporated by reference;
(b) the information to be incorporated by reference is available and will remain available for as long as the admission document must be available (in accordance with AIM Rule 26); and
(c) persons responsible for the admission document (and its contents) will also be responsible for any information incorporated by reference.

Substantial transactions and class tests

For substantial transactions the thresholds for the class tests have been increased from 10% to 25%. Further the reverse takeover transaction test no longer looks at class tests thresholds and is instead focused on whether the acquisition (or acquisitions in a 12-month period) would either:

(a) result in a fundamental change it its business, board or voting control; or
(b) in the case of an investing company, depart materially from its investing policy (as stated in the admission document or approved by its shareholders in accordance with the AIM Rules.

Special voting shares and dual share class structures

The AIM Rules now recognise the ability to have dual share class structures on admission, which include special voting shares. An applicant can be admitted to AIM having issued special voting shares that enable certain shareholders to have enhanced voting rights. However, the AIM Rules have specifically built in protections that detail that special voting shares can only be held by a person who is at admission in a group of specific persons (for example these can include directors or employees of the applicant). Furthermore, holders of special voting rights are unable to transfer the special voting shares nor can the special voting rights be exercised to vote in relation to remuneration, related party transactions or the cancellation of admission.

Blake Morgan is a full-service national law firm with offices in London, Cardiff, Oxford, Reading, Southampton and Manchester. Our Equity Capital Markets team is experienced in advising clients in the context of UK equity capital markets transactions and in particular advising AIM companies and on the AIM Rules. If you would like to discuss anything in this article, or need any further guidance, please contact Blake Morgan’s Equity Capital Markets team.

This article provides general information on consultation proposals regarding the AIM Rules. It does not constitute legal or regulatory advice and should not be relied upon as such. Specific advice should be obtained based on your circumstances.