MAR 5-A.1 Application and purpose

Subject to MAR 5-A.1.2R, this chapter applies to an MTF operating as a primary MTF that does not meet the qualified investor condition.

In addition: 

(1) MAR 5-A.3 (Withdrawal rights);

(2) MAR 5-A.4 (Persons responsible for an MTF admission prospectus or supplementary prospectus); and

(3) MAR 5-A.5 (Advertisements and other disclosure of information),

apply to the persons identified in the application provisions of those sections.

The application provision in MAR 5-A.1.1R includes a primary MTF operated by a UK RIE.

GEN does not apply in respect of the rules and guidance in MAR 5-A, except as provided for in MAR 5-A.1.5R and MAR 5-A.1.6R.

The rules and guidance in GEN 1.3, GEN 2.1 , GEN 2.2.1R to GEN 2.2.16G and GEN 2.2.18R to GEN 2.2.25G apply to the following: 

(1) persons carrying out the designated activities in regulation 9 and regulation 11 of the Public Offers and Admissions to Trading Regulations; and

(2) persons responsible for the content of an MTF admission prospectus in accordance with the rules and guidance in MAR 5-A.4,

as they apply to authorised persons, insofar as they do not already apply.

The persons identified in MAR 5-A.1.5R(1) and (2) must deal with the FCA in an open and cooperative way.

The purpose of this chapter is to provide for the rules in respect of the designated activities referred to in regulations 9 and 11 of the Public Offers and Admissions to Trading Regulations, in respect of:

(1) the rules that an operator of a primary MTF must include in its rulebook, covering the circumstances in which:

     (a) an MTF admission prospectus is required;

     (b) a supplementary prospectus is required; and

     (c) withdrawal rights are required to be notified.

[Note: section 71K of the Act and regulations 9, 11, 15, 21 and 32 of the Public Offers and Admissions to Trading Regulations]

(2) the rules that apply directly to relevant persons identified in this chapter in respect of:

     (a) responsibility for an MTF admission prospectus;

     (b) the availability and exercise of withdrawal rights; and

     (c) communication of an advertisement.

[Note: section 71K of the Act and regulations 9, 11, 13, 15, 21, 22 and 32 of the Public Offers and Admissions to Trading Regulations]

A reader of this chapter should also consider the rules in PRM 8 (Protected forward-looking statements) as those rules also apply to an MTF admission prospectus.