Annual Report 2025
Finding
Undiscovered Value.
The hummingbird embodies agility through
rapid wingbeats, precision in its ability to
hover and extract nectar from tiny flowers,
and adaptability by thriving across diverse
environments – perfectly reflecting our
approach to uncoveringopportunities.
* As at 30 September 2025.
** Source: Morningstar, performance period 30 June 1985
to 30 September 2025, total return net of fees, GBP.
The current approach to investment was adopted in 1985.
*** As at 30 September 2025, includes: management fee,
marketing and administration costs.
† For all Alternative Performance Measures and other
definitions refer to the Glossary on pages 110 to 114.
Retail Investors Advised by IFAs
The Company currently conducts its affairs
so that its shares can be recommended by
Independent Financial Advisers (IFAs) in the UK
to ordinary retail investors in accordance with
the Financial Conduct Authority rules in relation
to non-mainstream investment products and
intends to continue to do so. The shares are
excluded from the Financial Conduct Authority’s
restrictions which apply to non-mainstream
investment products because they are shares in
an authorised investment trust. The Company is
an Alternative Investment Fund (AIF) under the
European Union’s Alternative Investment Fund
Managers’ Directive (AIFMD). Its Alternative
Investment Fund Manager (AIFM) is Asset
Value Investors Limited (AVI, or the Investment
Manager). Further disclosures required under
the AIFMD can be found on the Company’s
website: www.aviglobal.co.uk.
ISAs and SIPPs
The Company’s shares are eligible for
Stocks & Shares ISAs and Self-Invested
Personal Pensions.
AVI Global Trust plc (AGT or
the Company) was established
in 1889. The Company’s
investment objective is
to achieve capital growth
through a focused portfolio
of investments, particularly
in companies whose shares
stand at a discount to
estimated underlying net
assetvalue.
Annual Report / Welcome
Annual Report 2025
Net assets:
£1.1 billion*
(2024: £1.1bn)
Launch date:
1 July 1889
Annualised NAV total return since
1985
†
:
11.6%**
(2024: 11.6%)
Ongoing Charges Ratio
†
:
0.85%***
(2024: 0.87%)
Awards
AIC Shareholder
Communication Awards
2024 • Winner
Best Report and Accounts
(Generalist)
Investment Week
Investment Company of the
Year Awards 2023 • Winner
Global
Citywire Investment Trust
Awards 2023 • Winner
Global Equities
AVI Global Trust plc / Annual Report 2025
Contents
We maintain a corporate website containing a wide range
of information of interest to investors and stakeholders:
www.aviglobal.co.uk
AVIGlobalTrust
AVIGlobalTrust
@AVIglobaltrust
@AVIGlobalTrust
Investment Review:
Investment Manager’s Review 26
Responsible Approach 28
Investment Manager’s Report 32
Portfolio Review 35
Outlook 47
Governance:
Directors 48
Report of the Directors 50
Financial Statements:
Statement of Comprehensive Income 65
Statement of Changes in Equity 66
Balance Sheet 67
Statement of Cash Flows 68
Notes to the Financial Statements 69
Other Reports:
AIFMD Disclosures (Unaudited) 88
Report of the Audit Committee 89
Directors’ Remuneration Policy 93
Report on Remuneration Implementation 95
Independent Auditor’s Report 99
Shareholder Information:
Notice of Annual General Meeting 104
Shareholder Information 109
Glossary 110
Company Information 115
08
SR
Strategic Report
$
Overview of the Year
15
Investment Review
$
Play It Again:
Vivendi/Bolloré
Strategic Report:
Company Performance 2
Company Overview 4
The Investment Manager at a Glance 6
Chairman’s Statement 8
Ten Largest Investments 10
Investment Portfolio 12
KPIs and Principal Risks 16
Section 172 Statement 22
Stakeholders 23
Responsible Business 25
IR
South Korea:
Investing Off the Beaten Track
34
$
Investment Review
IR
AVI Global Trust plc / Annual Report 2025
G
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01
Strategic Report / Company Performance
Financial Highlights
PERFORMANCE SUMMARY
– Net asset value (NAV) per share total
return was +12.4%
– Share price total return of +15.4%
– Final ordinary dividend of 3.00p, and
total dividend increased to 4.50p
30 September 2025 30 September 2024
Net asset value per share
(total return) for the year
1†
+12.4% +13.7%
Share price total return for the year
†
+15.4% +16.3%
Comparator Benchmark
MSCI All Country World Index
(£ adjusted total return) +16.8% +19.9%
Discount
†
Share price discount (difference between
share price and net asset value)
2†
Share price discount:
High
Low
6.7%
11.1%
6.2%
9.0%
12.3%
6.3%
Year to
30 September 2025
Year to
30 September 2024
Earnings and Dividends
Investment income
Revenue earnings per share
†
Capital earnings per share
†
Total earnings per share
Ordinary dividends per share
£35.44m
5.07p
22.93p
28.00p
4.50p
£29.76m
4.20p
27.45p
31.65p
3.75p
Ongoing Charges Ratio
†
Management, marketing and other
expenses (as a percentage of average
shareholders’ funds) 0.85% 0.87%
2025 Year’s Highs/Lows High Low
Net asset value per share
Net asset value per share
(debt at fair value)
†
Share price
†
(mid market)
281.2p
284.8p
265.5p
223.1p
226.1p
202.0p
Buybacks
During the year, the Company purchased
and cancelled 28,650,000 Ordinary
Shares, representing 5.9% of the issued
capital as at the start of the year (2024:
20,112,011purchased).
AVI Global Trust plc / Annual Report 2025
02
†
Alternative Performance Measures
For all Alternative Performance Measures included in this
Strategic Report, please see definitions in the Glossary on
pages 110 to 114.
1 As per guidelines issued by the AIC, performance is
calculated using net asset values per share inclusive of
accrued income and debt marked to fair value.
2 As per guidelines issued by the AIC, the discount is
calculated using the net asset value per share inclusive of
accrued income and debt marked to fair value.
AVI Global Trust plc / Annual Report 2025
03
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Historical record
Year ended 30 September 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016
Revenue profit for the year £’000 21,767 18,942 20,041 16,302 14,289 10,134 21,169 16,933 12,603 18,747
Revenue earnings per share (p)
†
5.07 4.20 4.19 3.24 2.74 1.87 3.82 2.97 2.09 2.86
Ordinary dividends per share (p)
†
4.50 3.75 3.50 3.30 3.30 3.30 3.30 2.60 2.40 2.34
Special dividend per share (p)
†
– – 0.20 – – – – – – 0.56
Net assets £’000 1,145,692 1,112,725 1,031,018 969,508 1,133,222 883,605 938,941 941,680 903,229 843,973
Basic net asset value per share (p)
†
* 277.13 251.71 223.08 197.27 221.95 167.43 170.52 168.39 155.52 134.10
† The figures where appropriate have been restated for the share split, which took effect on 17 January 2022, when each existing 10p share was replaced by five new 2p shares, in order to be comparable on a like-for-like basis.
* Debt at par value.
The Company’s net asset value and share price compared to the MSCI All Country World Index (£ adjusted total return)*
* The current approach to investment was adopted in June 1985.
AVI Global Trust plc NAV TR
AVI Global Trust plc Share Price TR MSCI All Country World Index (£ adjusted total return)
Sept
2025
Sept
2024
Sept
2023
Sept
2017
Sept
2019
Sept
2021
Sept
2015
Sept
2013
Sept
2011
Sept
2009
Sept
2007
Sept
2005
Sept
2003
Sept
2001
Sept
1999
Sept
1997
Sept
1995
Sept
1993
Sept
1991
Sept
1989
Sept
1987
Sept
1985
9,000
8,000
7,000
6,000
5,000
4,000
3,000
2,000
1,000
100
Strategic Report / Company Overview
Finding Compelling Opportunities
Our underlying investments
provide global exposure*:
15%
@AVIglobaltrust / What is AVI Global Trust?
12%
7%
36%
7% 16%
7%
* AGT’s geographic look through exposure.
Methodology explained on page 05.
AVI Global Trust plc / Annual Report 2025
04
OUR PURPOSE
The Company is an investment
trust. Its investment objective is to achieve
capital growth through a focused portfolio
of mainly listed investments, particularly in
companies whose shares stand at a discount
to estimated underlying net asset value.
OUR CORE VALUES
Unique
A unique portfolio investing in holding
companies, closed-ended funds and asset-
backed special situations unlikely to be found in
other funds.
Diversified
A select portfolio of 45 stocks, but with broad
diversification of sectors and companies as
a result of the holding structures which give
exposure to multiple underlying companies.
Engaged
Seeking out good quality, misunderstood
companies and engaging to improve
shareholder value.
Active
Finding complex, inefficient and overlooked
investment opportunities.
Global
Bottom-up stock picking, seeking the best
investment opportunities across the globe.
AVI Global Trust plc / Annual Report 2025
05
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GLOBAL EXPOSURE*
2025**
%
2024
%
**
United Kingdom
12 11
North America
15 22
Europe
36 34
Asia
7 8
Japan
16 18
South Korea 7 –
Other
7 7
* Geographic lookthrough exposure based on location
of companies’ underlying assets, rather than country
of listing. Please see the full definition in the Glossary
on page 111.
** Figures are rounded to the nearest integers.
KEY PERFORMANCE
INDICATORS (KPIs)
The Company uses KPIs as an
effective measurement of the development,
performance or position of the Company’s
business, in order to set and measure
performance reliably. These are net asset
value total return, share price discount
to net asset value and the Ongoing
ChargesRatio.
Net asset value total return*
2
:
+12.4% (2024: +13.7%)
10 Years +225.3%
3 Years +47.3%
Ongoing Charges Ratio*
2
:
0.85% (2024: 0.87%)
2024 0.87%
2025 0.85%
Discount*
1
(as at year-end):
6.7% (2024: 9.0%)
6.2% (2024: 6.3%)
2025 low
2025 high 11.1% (2024: 12.3%)
Read more about our KPIs and Principal Risks on
pages 16 to 21 of the Annual Report
Capital Structure
As at 30 September 2025, the Company’s
issued share capital comprised 435,284,755
Ordinary Shares of 1p each, of which
21,873,084 were held in treasury and therefore
the total voting rights attached to Ordinary
Shares in issue were 413,411,671.
As at 6 November 2025 it comprised
434,234,755 Ordinary Shares, 21,873,084 of
which were held in treasury, and therefore the
total voting rights attached to Ordinary Shares
in issue were 412,361,671.
Annual General Meeting
The Company’s Annual General Meeting
(“AGM”) will be held at 11.00am on Friday,
19 December 2025 at 11 Cavendish Square,
London W1G 0AN. Shareholders will be able to
submit questions to the Board and AVI ahead
of the AGM and answers to these, as well as
AVI’s presentation, will be made available on
the Company’s website. Please refer to the
Notice of AGM on pages 104 to 108 for further
information and the resolutions which will be
proposed at this meeting.
The Company is also pleased to be able to
offer facilities for shareholders to join the AGM
virtually, should they wish to do so. Please
note, shareholders joining the AGM virtually
will not be able to vote on the day but may ask
questions via a messaging function. Further
information, including how to register your vote
in advance of the day, is provided in the AGM
notice on page 106.
OTHER KEY STATISTICS
Net asset value per share
1#
:
280.87p (2024: 253.81p)
Number of investments
1
:
45 (2024: 40)
Estimated percentage added to net
asset value per share from buybacks
*
:
+0.6%
2
(2024: 0.4%)
Top 10 investments
†1
:
56.6% (2024: 57.2%)
1 As at 30 September 2025.
2 For the period to 30 September 2025.
* For all Alternative Performance Measures included
in this Strategic Report, please see definitions in the
Glossary on pages 110 to 114.
† Percentage of net assets.
# Debt at fair value.
Strategic Report / The Investment Manager at a Glance
At a Glance
INVESTMENT
PHILOSOPHY
The investment philosophy
employed by Asset Value
Investors (AVI), the manager
of AVI Global Trust, strives to
identify durable businesses
that are growing in value,
trading at discounted
valuations, with catalysts to
unlock and grow value.
01.
Investing in companies
trading at a discount to
their net asset value
02.
Identifying good-quality
underlying assets with
appreciation potential
at compelling values
03.
Focusing on bottom-up
stock picking
04.
Looking for catalysts to
narrow discounts
05.
Focusing on balance
sheetstrength
HOW WE INVEST
AVI aims to achieve long-term capital growth by investing in a diversified
portfolio of companies whose shares are trading at a discount to their
estimated net asset value.
WHAT DOES AVI INVEST IN?
AVI follows a unique strategy of investing in quality assets typically
held through structures that tend to attract discounts; these types of
companiesare:
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PORTFOLIO BREAKDOWN BY AVI CLASSIFICATION*
Holding
Companies
Corporations that
primarily own equity
stakes in other
businesses rather than
producing goods or
servicesthemselves.
Closed-ended
Funds
Investment funds that
raise a fixed pool of
capital by issuing shares
at launch, which then
trade on exchanges
likestocks.
Asset-backed
SpecialSituations
Investments in
distressed, unusual, or
opportunistic situations
where the downside is
protected by underlying
hard assets (real estate,
net cash, investment
securities, etc.).
2025
%
2024
%
Holding Companies
48 43
Closed-ended Funds
31 31
Asset-backed
Special Situations 21 26
Source / AVI as at 30 September 2025
* Please refer to page 27 for more information
about these classifications.
Read more about it on our website
www.aviglobal.co.uk
i
AVI Global Trust plc / Annual Report 2025
06
STRATEGY
The Company’s strategy is to seek
out-of-favour companies whose assets
are misunderstood by the market or
under-researched, and which trade
significantly below the estimated value
of the underlyingassets.
A core part of this strategy is active
engagement with management, in order to
provide suggestions that could help narrow
the discount and improve operations, thus
unlocking value for shareholders.
INVESTMENT APPROACH
The Company’s assets are
managed by AVI. AVI aims to
deliver superior returns and
specialises in finding companies
that, for a number of reasons,
may be selling on anomalous
valuations.
The Investment Manager has the flexibility
to invest around the world and is not
constrained by any fixed geographic or
sector weightings. There is no income
target and no more than 10% of the
Company’s investments may be in unlisted
securities. Over the past five years, there
has been an average of 46 stocks held in
the AGT portfolio.
HOW WE MANAGE PORTFOLIO RISK
AVI’s value investment process strives to identify and mitigate downside risks in all
marketenvironments.
Reassessment
of positions
Daily monitoring
of positions
Monthly investment
meetings
Stock-specific Risk
• Business risk
• Balance sheet risk
• Shareholder analysis
• Regular meetings with management
Portfolio/Market Risk
• Currency risk
• Geographical concentration risk
• Sector concentration risk
• Stock concentration risk
• Liquidity risk
• Political risk
AVI’S RESPONSIBLE APPROACH
AVI considers the integration of ESG
and sustainability factors into our
investment strategy as essential;
both for gaining a comprehensive
understanding of each investment’s
potential to generate long-term value
and for upholding our values as
responsible investors.
Aligned with the PRI
AVI is aligned with the UN-supported Principles
for Responsible Investment (PRI)’s view that a
sustainable and economically efficient global
financial system is essential for long-term value
creation. Such a system promotes responsible,
long-term investment and delivers benefits to
society and the environment. AVI became a
signatory to the PRI on 9 April 2021.
Active Ownership
AVI’s ESG monitoring framework enables us to
identify potential weaknesses within a company
and equips us to engage effectively where
appropriate. Through constructive dialogue, we
encourage and expect our investee companies
to take meaningful steps to address these
issues in support of long-term value creation.
Source / Galeanu Mihai via iStock
Read more about Wacom on page 31.
AVI’s risk management approach uses a variety
of qualitative and quantitative processes. This
includes bottom-up research to establish a
company’s fundamental value. The portfolio
holdings are monitored on an ongoing basis,
and AVI’s in-house order management system
contains an automatic alert system which alerts
the Investment Manager to any breaches of
built-in risk parameters.
The investment management team holds
regular meetings discussing the portfolio, with
a view to reassess, sell or buy securities, and
to discuss the current cash position, as well as
sector and geographic weighting.
AVI Global Trust plc / Annual Report 2025
07
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Overview of the year
The NAV return for the accounting year
was +12.4%, whilst the share price total
return was +15.4%, both compared with
+16.8% for our comparator benchmark.
As I reported at the half year stage, from the
end of September last year to mid-February
this year the share price and NAV followed
a generally upward trend with relatively low
volatility, as markets were unusually calm. This
was then undone by growing concerns over
moves by the United States to become more
protectionist and isolationist in its dealings with
the rest of the world. It all came to a head just
after the end of our interim reporting period
when President Trump announced a sweeping
range of tariffs on imports to the United States.
A period of uncertainty and high volatility in
share prices followed before markets stabilised
and moved upwards over the summer.
As well as being volatile, market returns, as
measured by benchmark indices, continue
to be dominated by a small group of largely
technology related companies as investors seek
to value the potential returns offered by artificial
intelligence. While market returns have been
heavily affected by a focus on a few companies
alongside geopolitics and the potential effect
on economic growth, our Investment Manager
continues to adhere resolutely to their focus
on investing in companies whose assets and
future potential are undervalued by their share
price. There continues to be no shortage of
interesting situations in the portfolio, as set out
in their report.
GRAHAM KITCHEN
Independent Non-
Executive Chairman
In particular, having had success in Japan in
recent years, AVI are now turning their attention
to a growing opportunity in South Korea, which
is already manifesting in some holdings in
theportfolio.
In assessing the performance of our Investment
Manager our view remains that long-term
returns are the best measure, and this is
particularly true for a manager seeking to
produce positive returns without being
influenced by market indices and fashion.
Over five years, our net asset value total
return has been +86.0%, compared with
+81.2% for our comparator benchmark index.
Revenue and dividends
Revenue earnings for the year were 5.07pence
per share. The Company paid an interim
dividend of 1.50 pence per share in May 2025,
an increase of 0.30 pence per share compared
with last year. We are proposing a final dividend
of 3.00 pence per share, an increase of 17.6%
compared with the 2.55 pence per share
paid last year. Assuming that shareholders
approve the final dividend at this year’s AGM,
total dividends for the year will be 4.50 pence,
an increase of 20.0% compared with the
previousyear.
The Board recognises that a dividend which is
steady and able to rise over time is attractive
to many shareholders and, while we do aim
to grow the dividend over the long term, I will
repeat my previous statement that the portfolio
is managed primarily for capital growth.
Share price rating and marketing
AGT has a substantial marketing budget and
the Board works closely with AVI as it seeks to
generate demand for AGT shares. Each month
AVI produces an informative factsheet which
is available on our website and I encourage
you to register to receive these when they are
published. The website contains a wealth of
information on the investments in the portfolio
and I also encourage you to visit it regularly
for up-to-date information. AVI is very active
in traditional and social media as we seek
to promote our investment proposition to a
growing investor base.
The Board is pleased to note that we have
continued to experience an increase in the
number of shares owned by retail investment
platforms, which account for four of our top
five shareholders, the other being a large
wealthmanager.
The investment trust industry came under a
lot of pressure during the year under review,
as many trusts experienced wide share price
discounts to their underlying NAV, leaving
them vulnerable to corporate action. We
continue to use share buybacks when AGT’s
share price discount is unnaturally wide and
when the Board believes that buying back
shares is in the best interests of shareholders.
This is also an approach that our Investment
Manager encourages for many of our investee
companies. There are periods when, working
closely with our brokers, we buy back shares
on most working days. During the year under
review, 28.7 million shares were bought back,
$
Over five years, our net
asset value total return has
been +86.0%.
Strategic Report / Chairman’s Statement
AVI Global Trust plc / Annual Report 2025
08
representing 5.9% of the shares in issue as at
the start of the period. Share buybacks benefit
shareholders by limiting the discount at which
they could sell shares if they so wish. Buying
back shares at a discount also produced an
uplift in the NAV per share, to the benefit of
continuing shareholders, of approximately 0.6%.
The Board believes that the discount can close
steadily over time and it is gratifying to note
that over the year under review a narrowing
discount contributed to the share price total
return of +15.4%.
The Board
Our policy continues to be that Directors will
retire at or before the AGM following the ninth
anniversary of their appointment. Accordingly,
Calum Thomson, who joined the Board in April
2017, plans to retire at the AGM next year, in
December 2026. As part of our succession
planning, Anja Balfour has agreed to take over
the role of Senior Independent Director from
Calum with effect from this year’s AGM, which
will be held on 19 December. Shareholders’
views on best practice will continue to be taken
into full consideration when the Board recruits
Calum’s successor.
Annual General Meeting
I am pleased to be able to invite all
shareholders to attend our AGM at The King’s
Fund, 11 Cavendish Square in London on
Friday 19 December 2025. We do recognise
that some shareholders may be unable to
attend the AGM, and we are therefore pleased
to be able to offer facilities for shareholders
to join the AGM virtually. Whilst shareholders
joining the AGM virtually will not be able to vote
on the day, they will be able to ask questions
via a messaging function. If you are unable
to attend in person or via video and have
any questions about the Annual Report, the
investment portfolio or any other matter relevant
to the Company, please write to us either via
email at agm@aviglobal.co.uk or by post to
MUFG Corporate Governance Limited,19th
Floor, 51 Lime Street, London EC3M 7DQ.
If you are unable to attend the AGM in person,
I urge you to submit your proxy votes in good
time for the meeting, following the instructions
enclosed with the proxy form. If you vote
against any of the resolutions, we would be
very interested to hear from you so that we can
understand the reasons behind any objections.
Outlook
The geopolitical background is likely to
remain unpredictable and this will inevitably
lead to periods of volatility in markets, as will
economic uncertainty. In this context your
Board continues to encourage our Investment
Manager to do what they do best in seeking
undervalued companies in situations where
there is the realistic prospect of improvement.
We are encouraged by the value that AVI
perceive in our portfolio and believe that
continuing to find and unlock value is the key
to extending their successful track record over
the long term.
Graham Kitchen
Chairman
11 November 2025
Dividend track record (£)*
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
4.0
4.5
5.0
1996
1995
1994
1993
1992
1991
1990
1989
1988
1987
1986
1985
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2022
2025**
2024
2023
2021
Normal dividends Special dividends Proposed ordinary dividends
* Restated for Share Split ** Relates to proposed dividends for the current year
AVI Global Trust plc / Annual Report 2025
09
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Strategic Report / Ten Largest Investments
News Corp
Holding Company
HarbourVest
Global Private
Equity
Closed-ended Fund
Chrysalis
Investments
Closed-ended Fund
D’Ieteren Group
Holding Company
Vivendi
Holding Company
01.
04.
02.
05.
03.
The Murdoch family-
controlled holding company
that was established in
current form in 2013. A 62%
listed stake in Australian-
listed REA Group accounts
for the bulk of News Corp’s
market cap and masks
an attractive collection of
unlisted assets. In particular
Dow Jones, a crown jewel
asset that successfully
evolved the Wall Street
Journal into a thriving digital
consumer and Professional
Information business.
Chrysalis Investments is a
London-listed closed-ended
fund which invests in late-
stage private companies.
The shares still trade at close
to a 30% discount, despite
Chrysalis’ top three portfolio
companies representing
71%NAV / 100% of
its market cap, and the
company having conducted
a large buyback over FY25*.
HarbourVest Global Private
Equity was established to
invest into HarbourVest’s
managed funds, offering
investors access to private
market assets. AGT first
invested in the fund at an
unduly wide -41% discount
to NAV, and continue to
proactively engage with the
board and management.
A seventh-generation Belgian
family-controlled holding
company whose crown
jewel asset is a 50% stake
in Belron, the global no.1
operator in the Vehicle Glass
Repair, Replacement and
Recalibration industry.
In December 2024 Vivendi
split into 4 companies, to
simplify the group structure,
aiming to reduce the record
sum-of-the-parts* discount.
Vivendi today is essentially
a mono-holding company
for Universal Music Group,
which we believe to be a
highly attractive asset with
few comparable alternatives.
% of net assets
7.2%
Valuation
£82.2m
Discount
-40%
% of net assets
5.3%
Valuation
£60.8m
Discount
-34%
% of net assets
8.3%
Valuation
£95.3m
Discount
-29%
% of net assets
6.5%
Valuation
£74.1m
Discount
-49%
% of net assets
7.2%
Valuation
£82.1m
Discount
-42%
Source / Belron Group SCA
Source / Trio Images via Getty Images
Source / Klarna Group PLC
Source /
HarbourVest Global Private Equity
Source /
SOPA Images via Getty Images
All discounts are estimated by AVI
as at 30 September 2025, based on
AVI’s estimate of each company’s net
asset value.
* For definitions, see Glossary on
pages 110 to 114.
The top ten investments make up 56.6% of the
net assets*, with underlying businesses spread
across a diverse range of sectors and regions.
Chrysalis Investments: 8.3%
News Corp: 7.2%
Vivendi:7.2%
D’Ieteren Group: 6.5%
HarbourVest Global Private Equity: 5.3%
Oakley Capital Investments: 5.1%
Cordiant Digital Infrastructure: 4.5%
Rohto Pharmaceutical: 4.2%
Partners Group Private Equity: 4.2%
Aker ASA: 4.1%
AVI Global Trust plc / Annual Report 2025
10
Rohto is a Japan-based
manufacturer and marketer
of cosmetics products and
functional foods. Despite the
company’s superior operational
efficiencies and profit margins
versus peers, it trades at a
heavy discount due to an
unclear equity story, poor
shareholder communication
and inefficient capital allocation.
AVI believes that constructive
engagement with management
can help drive long-term value
creation, in turn leading to a
re-rating in the shares.
Cordiant Digital Infrastructure
is a London-listed closed-
ended fund which invests
in various infrastructure
assets such as data centres,
telecom towers, and fibre-
optic asset businesses
predominantly in Emerging
Europe. We invested into
Cordiant at an unduly wide
40% discount driven by a
rising yield environment and
an unfair read-across from
problems at its closest peer.
Oakley Capital Investments
(“OCI”) is a London listed
closed-ended fund which
invests in the private funds
run by Oakley Capital, a
UK-based private equity
firm. OCI owns a portfolio
of fast-growing businesses
in the consumer, education,
services, and technology
sectors.
Aker is a Norwegian holding
company with investments
principally in oil & gas,
renewables & green tech,
marine-related activities
and industrial software. Its
largest asset is Aker BP,
a Norwegian oil company.
Aker has a history of active
portfolio management,
dealmaking and value
creation, with a track record
of strong shareholder returns
since Initial Public Offering
(IPO) in 2004.
London-listed closed-end
fund managed by Swiss
private equity manager
Partners Group, which
invests in global buyouts
on a co-investment basis
alongside Partners’ direct
investing programmes.
We invested following
lethargic returns, concerns
over governance, and
suspension of the dividend
which triggered a sell-off.
We have since proactively
engaged with the board on
multiple matters.
% of net assets
4.2%
Valuation
£48.0m
Discount
-51%
% of net assets
5.1%
Valuation
£58.2m
Discount
-26%
% of net assets
4.5%
Valuation
£52.2m
Discount
-29%
% of net assets
4.1%
Valuation
£47.5m
Discount
-12%
% of net assets
4.2%
Valuation
£47.7m
Discount
-25%
Source / Aker Solutions ASASource / Partners Group / Forterro
Source / IU Group
Source /
Cordiant Digital Infrastructure Limited
Source /
Rohto Pharmaceutical Co., Ltd.
DIVERSIFIED
Our portfolio contains broad diversification to sectors
andcompanies.
Lookthrough sector
breakdown*:
Communication Services: 22%
Consumer Discretionary: 24%
Consumer Staples: 6%
Energy: 3%
Financials: 6%
Healthcare: 8%
Industrials: 7%
IT: 9%
Real Estate: 4%
Utilities: 2%
Other: 10%
Oakley Capital
Investments
Closed-ended Fund
Partners Group
Private Equity
Closed-ended Fund
06.
09.
Cordiant Digital
Infrastructure
Closed-ended Fund
Aker ASA
Holding Company
07.
10.
Rohto
Pharmaceutical
Asset-backed
Special Situation
08.
* % of net assets. Data may not
sum to 100% due to rounding.
AVI Global Trust plc / Annual Report 2025
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Strategic Report / Investment Portfolio
As at 30 September 2025
AVI Global Trust plc / Annual Report 2025
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Company Portfolio classification
% of
investee
company
IRR
(%, £)
1
ROI
(%, £)
2
Cost
£’000
3
Valuation
£’000
% of net
assets
Chrysalis Investments Closed-ended Fund 15.4% 33.5% 48.6% 64,150 95,332 8.3%
News Corp Holding Company 1.0% 13.7% 25.1% 65,652 82,183 7.2%
Vivendi Holding Company 3.1% nm 16.7% 71,213 82,103 7.2%
D’Ieteren Group Holding Company 1.0% 20.6% 32.6% 50,512 74,089 6.5%
HarbourVest Global Private Equity Closed-ended Fund 2.9% 18.9% 20.5% 49,577 60,759 5.3%
Oakley Capital Investments Closed-ended Fund 6.1% 21.1% 138.4% 21,555 58,164 5.1%
Cordiant Digital Infrastructure Closed-ended Fund 7.0% 42.2% 54.6% 36,385 52,236 4.5%
Rohto Pharmaceutical Asset-backed Special Situation 1.6% -17.0% -18.4% 59,930 47,968 4.2%
Partners Group Private Equity Closed-ended Fund 7.7% 17.0% 40.7% 44,486 47,740 4.2%
Aker ASA Holding Company 1.1% 16.5% 89.1% 38,161 47,465 4.1%
Top ten investments 501,621 648,039 56.6%
Gerresheimer AG Holding Company 4.1% nm -48.2% 84,637 43,765 3.8%
Entain Holding Company 0.8% 3.6% 4.6% 39,681 42,404 3.7%
Mitsubishi Logistics Asset-backed Special Situation 1.7% nm 7.4% 38,162 40,192 3.5%
Dai Nippon Printing Asset-backed Special Situation 0.5% 11.3% 16.3% 30,461 34,494 3.0%
Kyocera Asset-backed Special Situation 0.2% 2.6% 2.8% 32,541 32,657 2.8%
Jardine Matheson Holdings Holding Company 0.2% nm 42.1% 22,600 31,647 2.8%
GCP Infrastructure Investments Closed-ended Fund 4.5% 22.4% 36.2% 26,088 27,550 2.4%
Samsung C&T Holding Company 0.2% nm 5.9% 24,596 26,018 2.3%
EXOR Holding Company 0.2% 9.9% 36.4% 20,528 25,568 2.2%
Christian Dior Holding Company 0.0% 15.7% 67.7% 19,954 25,000 2.2%
Top twenty investments 840,869 977,334 85.3%
AVI Global Trust plc / Annual Report 2025
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Company Portfolio classification
% of
investee
company
IRR
(%, £)
1
ROI
(%, £)
2
Cost
£’000
3
Valuation
£’000
% of net
assets
Tokyo Gas Asset-backed Special Situation 0.2% nm 12.3% 20,746 23,608 2.1%
Wacom Asset-backed Special Situation 4.0% -3.4% -9.3% 24,203 22,371 1.9%
Symphony International Holdings Closed-ended Fund 15.7% 4.4% 27.6% 26,636 21,944 1.9%
Toyota Industries Asset-backed Special Situation 0.1% 19.5% 25.0% 16,296 20,323 1.8%
Frasers Group Holding Company 0.6% -6.9% -10.3% 21,920 20,136 1.7%
Amorepacific Holdings Holding Company 1.5% nm -16.6% 20,315 16,899 1.5%
Net Lease Office Properties Holding Company 5.0% nm 0.0% 17,402 16,200 1.4%
HD Hyundai Holding Company 0.2% nm 20.1% 11,309 13,558 1.2%
Bolloré Holding Company 0.1% -5.0% -6.9% 14,569 12,207 1.1%
Kokuyo Asset-backed Special Situation 0.5% nm 23.2% 8,616 10,397 0.9%
Top thirty investments 1,022,881 1,154,977 100.8%
Malibu Life Holdings Closed-ended Fund 2.4% nm 46.9% 8,299 9,953 0.9%
Abrdn European Logistics Income Closed-ended Fund 7.0% 9.9% 14.4% 8,466 9,377 0.8%
Youngone Holdings Holding Company 0.9% nm 2.8% 8,545 8,661 0.8%
Youngone Corporation Holding Company 0.6% nm 7.1% 7,884 8,363 0.7%
Hyosung Corporation Holding Company 0.9% nm -1.9% 6,527 6,394 0.6%
SK Kaken Asset-backed Special Situation 0.8% -5.8% -31.2% 8,463 5,468 0.5%
Cuckoo Holdings Holding Company 0.9% nm 0.3% 5,245 5,220 0.4%
Cuckoo Homesys Holding Company 1.4% nm -5.6% 4,739 4,476 0.4%
VEF Holding Company 2.1% -1.1% -2.7% 4,014 3,631 0.3%
JPEL Private Equity Closed-ended Fund 18.4% 20.3% 104.9% 1,219 3,118 0.3%
Top forty investments 1,086,282 1,219,638 106.5%
1 Internal Rate of Return. Calculated from inception of AGT’s investment. Refer to Glossary on pages 110 to 114.
Where it is not possible to report a meaningful figure for the IRR, due to the investment having been held less than
12 months, this is indicated as “nm”.
2 Return on investment. Calculated from inception of AGT’s investment. Refer to Glossary on pages 110 to 114.
3 Cost. Refer to Glossary on pages 110 to 114.
Strategic Report / Investment Portfolio continued
As at 30 September 2025
AVI Global Trust plc / Annual Report 2025
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Company Portfolio classification
% of
investee
company
IRR
(%, £)
1
ROI
(%, £)
2
Cost
£’000
3
Valuation
£’000
% of net
assets
Gabia
Holding Company 1.0% nm 3.1% 1,811 1,863 0.2%
Better Capital (2009)
†
Closed-ended Fund 17.4% 22.0% 29.0% 1,962 1,783 0.1%
Third Point Investors CVR
†
Closed-ended Fund – – – 1,058 1,055 0.1%
Third Point Investors Private Investments
†
Closed-ended Fund – -7.7% -16.3% 563 463 0.0%
Ashmore Global Opportunities – GBP
†
Closed-ended Fund – 95.0% 154.4% 7 101 0.0%
Equity investments at fair value 1,091,683 1,224,903 106.9%
Other net current assets less current liabilities 82,048 7.2%
Non-current liabilities (161,259) -14.1%
Net assets 1,145,692 100.0%
1 Internal Rate of Return. Calculated from inception of AGT’s investment. Refer to Glossary on pages 110 to 114.
Where it is not possible to report a meaningful figure for the IRR, due to the investment having been held less than
12 months, this is indicated as “nm”.
2 Return on investment. Calculated from inception of AGT’s investment. Refer to Glossary on pages 110 to 114.
3 Cost. Refer to Glossary on pages 110 to 114.
† Level 3 investment (see note 15).
REVISITING VIVENDI
The names Bolloré and Vivendi will
sound familiar to long-term followers of
AVI Global.
Having re-established a position in Bolloré
in 2023, in 2024 we reinitiated a position
inVivendi.
At the time, Vivendi had just emerged from
a process in which the historic sprawling
media conglomerate split itself into four
separately listed business: Canal+, Havas,
Louis Hachette and Vivendi.
The last piece – Vivendi – remained home
to a 10% listed stake in Universal Music
Group (“UMG”), which accounted for c.90%
of NAV, as well as a small collection of other
(almost entirely) listed assets, and net debt.
We started to build a position on the day of
the split in December 2024, and continued
to add to the position throughout 2025 such
that Vivendi is now your company’s third
largest position at 7.2% of NAV.
In July 2025, the French Market Regulator
(the “AMF”) ruled that Bolloré is deemed to
have effective control of Vivendi and as such
is obligated to make a mandatory offer within
six months. This follows an April 2025 court
ruling that asked the AMF to revisit the case
and the circumstances of the Vivendi split in
2024. In turn, Vivendi and Bolloré are currently
appealing the Court of Cassation, and Bolloré
has also appealed the AMF ruling itself. It is
our understanding that the appeals processes
should run until December 2025 and that a
dual-track process of cooperation with the
AMF will occur in the interim.
The AMF ruling states that, in the event of an
offer, Bolloré must offer a “fair price”, with two
key areas of debate being the treatment of
central corporate costs and whether or not a
“fair” holding company discount is warranted.
We do not intend to profess any great
precision into exactly how these two issues
will be treated but instead highlight the 2017
at-NAV offer from the Arnault family for
Christian Dior SE as a case study for the AMF
ensuring fair value is offered.
All told we believe the prospects for a buyout
offer that is at or close to NAV is meaningfully
higher than they were just a short while ago –
which all else equal should result in a
narrower discount.
In the meantime, we garner exposure to
UMG – a high-quality business that has
underperformed its potential in stock market
terms since its 2021 IPO and now trades at
less than 20x PE (net of listed stakes). As we
look into 2026, with the benefit of streaming 2.0
deals and faster growth, there is a strong case
that the market will start to reward this with
a higher multiple, reflective of the company’s
unique asset base and its potential to sustain
growth over the long-term underpinned by
greater monetisation of music assets.
In many ways, Vivendi can be thought of as
a quintessential AVI stock: 1) through UMG it
offers exposure to a high quality and growing
business, where we think that the prospects
for NAV growth are appealing; 2) it trades at an
inordinately wide discount of more than 40%;
3) there are firm catalysts that have the potential
to narrow the discount and unlock value.
These ingredients make us optimistic for
prospective returns.
Source / VW Pics via Getty Images
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Strategic Report / KPIs and Principal Risks
Key Performance Indicators
AVI Global Trust plc / Annual Report 2025
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The Company’s Board of Directors
meets regularly and at each meeting
reviews performance against a number of
keymeasures.
In selecting these measures, the Directors
considered the key objectives and expectations
of typical investors in an investment trust such
as the Company.
NAV total return*
The Directors regard the Company’s NAV total
return as being the overall measure of value
delivered to shareholders over the long term.
Total return reflects both the net asset value
growth of the Company and also dividends paid
to shareholders. The Investment Manager’s
investment style is such that performance may
deviate materially from that of any broad-based
equity index. The Board considers the most
useful comparator to be the MSCI All Country
World Index. Over the year under review, the
benchmark increased by +16.8% on a total
return basis and over ten years it has increased
by +13.2% on an annualised total return basis.
A full description of performance and the
investment portfolio is contained in the
Investment Review, commencing on page 26.
Discount*
The Board believes that an important driver
of an investment trust’s discount or premium
over the long term is investment performance.
However, there can be volatility in the discount
or premium. Therefore, the Board seeks
shareholder approval each year to buy back
and issue shares, with a view to limiting the
volatility of the share price discount or premium.
During the year under review, no shares were
issued and 28.7m shares (2024: 20.1m) were
bought back and cancelled (representing
5.9% of the issued capital as at the start of the
year), adding an estimated +0.6% to net asset
value per share to the benefit of continuing
shareholders. The shares were bought back
at a weightedaverage discount of 8.6%
(2024:9.6%).
Ongoing Charges Ratio*
The Board continues to be conscious of
expenses and aims tomaintain a sensible
balance between good service and costs.
In reviewing charges, the Board’s Management
Engagement Committee reviews in detail
each year the costs incurred and ongoing
commercial arrangements with each of the
Company’s key suppliers. The majority of the
Ongoing Charges Ratio is the cost of the fees
paid to the Investment Manager. This fee is
reviewed annually.
For the year ended 30 September 2025, the
Ongoing Charges Ratio was 0.85%, down very
slightly from 0.87% in the year to 30 September
2024. These running costs in monetary terms
amounted to £9.5m in 2025 (2024: £9.6m).
The Board notes that the UK investment
management industry uses various metrics
to analyse the ratios of expenses to assets.
In analysing the Company’s performance, the
Board considers an Ongoing Charges Ratio
which compares the Company’s own running
costs with its assets. In this analysis the costs
of servicing debt and certain non-recurring
costs are excluded. These are accounted for
in NAV total return and so form part of that
KPI. Further, in calculating a KPI the Board
does not consider it relevant to consider
the management fees of any investment
company which the Company invests in, as
the Company is not a fund of funds and to
include management costs of some investee
companies but not of others may create a
perverse incentive for the Investment Manager
to favour those companies which do not have
explicit management fees.
NAV total return*:
+12.4%
Discount, year-end*:
6.7%
Ongoing Charges Ratio*
(year ended 30 September):
0.85%
1 Year
10 Years (Annualised) +12.5%
+12.4%
2024 9.0%
2025 6.7%
2025 0.85%
2024 0.87%
* For all Alternative Performance Measures included
in this Strategic Report, please see definitions in the
Glossary on pages 110 to 114.
Principal and Emerging Risks
When considering the total return of the
investments, the Board must also take
account of the risk which has been taken
in order to achieve that return.
There are many ways of measuring investment
risk, and the Board takes the view that
understanding and managing risk is much more
important than setting any numerical target.
In managing an investment trust we face
different types of risk and some are more
acceptable than others. The Board believes
that shareholders should understand that, by
investing in a portfolio of equity investments
invested internationally and with some gearing,
they accept that there may be some loss in
value, particularly in the short term. That loss in
value may come from market movements and/
or from movements in the value of the particular
investments in our portfolio. We aim to keep the
risk of loss under this particular heading within
sensible limits, as described below. On the
contrary, we have no tolerance for the risk of
loss due to, for example, theft or fraud.
The Board looks at risk from many different
angles, an overview of which is set out on the
following pages. The Directors carry out
regular reviews of the principal and emerging
risks facing the Company, including those
that would threaten its business model, future
performance, solvency or liquidity. The Board
confirms that a robust assessment of these
risks has been carried out during the year
under review.
The approach to monitoring and controlling
risk is not rigid. The Board aims to think not
only about the risks that it is aware of and has
documented, but also of emerging and
evolving risks.
The Board believes that managing risk is the
task of everyone involved in the management
of the Company: the Board, the Investment
Manager, the Administrators and other service
providers all have a role in thinking about
risk, challenging perceptions and being alert
to emerging risks. The objective of these
assessments is not to be prescriptive, but
to understand levels of risk and how they
have changed over time. The purpose of this
focus is to ensure that the returns earned are
commensurate with the risks assumed.
The Board has assessed the risks which the
Company faces under a number of headings.
Pressure on the discount, a previously identified
principal risk, remained high during the year.
This was partly due to heightened geopolitical
and macroeconomic risk. In considering
emerging risks, the Board is also aware that
demand for shares in investment trusts and
shares in companies listed on the London Stock
Exchange in general has been subdued, with
no indication that this situation will improve in
the near future. During the year under review the
Board, through its Audit Committee, considered
the risk of a cyber attack destabilising the
Company, its Manager, or one of its other key
suppliers. A summary of the key risks and
mitigating actions is set out in the table on
the following pages. Shareholders should be
aware that no assessment of this nature can
be guaranteed to predict all possible risks; the
objective is to assess the risks and determine
mitigating actions.
AVI Global Trust plc / Annual Report 2025
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Principal and Emerging Risks continued
AVI Global Trust plc / Annual Report 2025
18
Principal Risks Risk Tolerance and Mitigating Actions
Risk Level /
Movement
Loss of value – portfolioperformance
The market or the Company’s portfolio could suffer a prolonged downturn in
performance.
There will be periods when the investment strategy underperforms in
comparison to its benchmark and its peer group, and when this results in a
decline invalue.
The Board accepts that there is a risk of loss of value by investing in equities, particularly in the short
term. The Board monitors performance at each Board meeting, and reviews the investment process
thoroughly at leastannually.
The Investment Manager has a clear investment strategy, as set out in the Investment Review.
Conventional wisdom holds that the most effective way of reducing risk is to hold a diversified
portfolio of assets. The Company typically holds 25–35 core positions. It is important to note that, in
line with its investment objective, the Company’s holdings are mostly in stocks which are themselves
owners of multiple underlying businesses. Thus, the portfolio is more diversified on a look-through
basis than if it were invested in companies with a single line of business. This diversification is evident
at country, sector and currency levels. A key element of the Investment Manager’s approach is to
consider the way in which the portfolio is balanced and to ensure that it does not become overly
dependent on one business area, country or investment theme.
The Company, through the Investment Manager’s compliance function and the Administrator’s
independent checks, has a robust system for ensuring compliance with the investment mandate.
O
Geopolitical and macroeconomic
The net asset value will be affected by general market conditions which in
turn can be affected by extraneous events such as the Russian invasion of
Ukraine in 2022, or the potential for continuing conflict in the Middle East.
Moves by the United States to become more protectionist and isolationist in
its dealings with the rest of the world continue to create uncertainty and high
volatility in share prices. Macroeconomic uncertainty, driven by the potential
for increased and continuing trade disputes between the US and its trading
partners or the continued impact of Brexit, can heighten the previously
identified risk of higher levels of inflation, cause supply chain disruption and
impact interest ratemovements.
The Directors’ assessment of risk under this heading was already classified
as high and it remains high.
Geopolitical tensions have significantly impacted global trade since the Russian invasion of Ukraine
in 2022 and have been heightened by the protectionist actions of the US government. The impact
of continued conflict and trade disputes continues to create environments which have not been
experienced in developed economies for many years. As markets do not operate in a vacuum, this
can in turn affect assetvaluations.
The Investment Manager carries out thorough, regular and detailed analyses of investee companies,
and takes full account of the likely effects of the macroeconomic environment, the ongoing conflicts
in Ukraine and the Middle East and tension over international trade when reviewing the investment
portfolio and potential investments. The portfolio is well diversified at country, sector and currency
levels. The Company has no investments in Russia, Ukraine, Palestine or Israel. While the valuation
of the portfolio is likely to be affected by general market movements, the underlying assets are well
diversified by geography and type ofcompany.
O
* The value of long-term debt is marked to its fair value for the purpose of measuring investment performance but, as required by the relevant accounting standards, all debt is recognised on the balance sheet at amortised cost.
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Principal Risks Risk Tolerance and Mitigating Actions
Risk Level /
Movement
Gearing
While potentially enhancing returns over the long term, the use of gearing
makes investment returns more volatile and exacerbates the effect of any fall
in portfoliovalue.
There are covenants attached to the Loan Notes; in extreme market
conditions, these could be breached and require early repayment, which
could beexpensive.
The Board decided to take on borrowing because it believes that the Investment Manager will produce
investment returns which are higher than the cost of debt over the medium to long term and, therefore,
that shareholders will benefit fromgearing.
In taking on debt, we recognise that higher levels of gearing produce higher risk. While gearing should
enhance investment performance over the long term, it will exacerbate any decline in asset value in the
short term. It is possible (but, on the basis of past returns, it is considered unlikely) that the investment
returns will not match the borrowing cost over time, and therefore the gearing will be dilutive. The Board
manages this risk by setting the Company’s gearing at a prudent level, and the covenants are set at
levels with substantialheadroom.
In common with other investment trusts, we also mark the value of debt to its estimated fair value for
the purposes of measuring investment performance as part of the Key Performance Indicators*, which
makes the value ascribed to the debt subject to changes in interest rates and so makes our published
NAV per share more volatile than would otherwise be the case. However, if we continue with the debt
to maturity, it will be repaid at its par value, notwithstanding any changes in fair value over its life. The
values of loans denominated in currencies other than Sterling will fluctuate with currency movements
and, if the exchange rate of those currencies relative to Sterling increases, then in isolation this will
have the effect of reducing NAV per share. However, we have certain assets denominated in the same
overseas currencies as these tranches of debt, which would increase in value in Sterling terms if the
exchange rates increase, enabling us to offset the debt position by creating a natural hedge.
O
Foreign exchange
The portfolio has investments in a number of countries, and there is a risk
that the value of local currencies may decline in value relative toSterling.
Foreign exchange risk is an integral part of a portfolio which is invested across a range of currencies.
This risk is managed by the Investment Manager mainly by way of portfolio diversification, but the
Investment Manager may, with Board approval, hedge currencyrisk.
The Company did not engage in any currency hedging during the year under review and has not
done so in recent years. However, as described above, borrowing in foreign currencies provides a
natural hedge against currency risk in situations where the Company holds investments denominated
in the borrowed currency. As at 30 September 2025, the Company had €50m (£44m) of borrowing
and investments denominated in Euros whose value exceeded that of this borrowing. Furthermore,
the Company had ¥17.5bn (£88m) of borrowing and investments denominated in Japanese Yen
whose value exceeded that of this borrowing. In addition the Company had a loan of £30m, the
primary currency of the Company, and holds investments denominated in GBP of a greater value.
O
Risk Level Key:
High Medium Low
Movement Key:
F Increased O Stable G Decreased
Strategic Report / KPIs and Principal Risks continued
Principal and Emerging Risks continued
AVI Global Trust plc / Annual Report 2025
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Principal Risks Risk Tolerance and Mitigating Actions
Risk Level /
Movement
Liquidity of investments
While the investment portfolio is made up predominantly of liquid
investments, there is a possibility that individual investments may prove
difficult to sell at shortnotice.
The Investment Manager takes account of liquidity when making investments and monitors
the liquidity of holdings as part of its continuing management of the portfolio. The liquidity and
concentration of AVI’s holdings across all of its managed portfolios are monitored and reported at
regular Board meetings.
It is important to note that the potential for the return of capital from investee companies by means
of special dividends and the partial or full redemption of shares is a key element of the Investment
Manager’s strategy, and so trading on a stock exchange is not the only source of liquidity in the
portfolio.
O
Key staff
Management of the Company’s investment portfolio and other support
functions rely on a small number of key staff.
The Investment Manager and key suppliers have staff retention policies and contingency plans. The
Board’s Management Engagement Committee reviews all of its key suppliers at least once per year.
O
Discount rating
The shares of investment trusts frequently trade at a discount to their
published net asset value. The value of the Company’s shares will be subject
to the interaction of supply and demand, prevailing net asset values and the
general perceptions of investors. The share price will accordingly be subject
to unpredictable fluctuations, and the Company cannot guarantee that the
share price will appreciate invalue.
The Company may become unattractive to investors, leading to pressure on
the share price and discount. This may be due to any of a variety of factors,
including investment performance or regulatory change.
Any company’s share price is affected by supply and demand for its shares and fluctuations in share
price are a risk inherent in investing in the Company. In seeking to mitigate the discount, the Board
looks at both supply and demand for the Company’s shares.
The Board seeks to manage the risk of any widening of the discount by regularly reviewing the level
of discount at which the Company’s shares trade. If necessary and appropriate, the Board may seek
to limit any significant widening through measured buybacks of shares. During the year under review,
in common with most of the investment trust sector, the Company’s shares traded at a persistent
discount and share buybacks were continued to mitigate the pressure on the share price rating.
The Investment Manager has a comprehensive marketing, investor relations and public relations
programme which seeks to inform both existing and potential investors of the attractions of the
Company and the investment approach. We have a marketing budget to meet third-party costs in
marketing ourshares.
O
AVI Global Trust plc / Annual Report 2025
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The principal financial risks are examined in more detail in note 15 to the financial statements on pages 80 to 86.
Principal Risks Risk Tolerance and Mitigating Actions
Risk Level /
Movement
Outsourcing
The Company outsources all of its key functions to third parties, in particular
the Investment Manager, and any control failures or gaps in the systems and
services provided by third parties could result in a financial loss or damage to
theCompany.
The Board insists that all of its suppliers (and, in particular, the Investment Manager, the Custodian,
the Depositary, the Company Secretary, the Administrator and the Registrar) have effective control
systems which are regularly reviewed.
The Board assesses thoroughly the risks inherent in any change of supplier, including the internal
controls of any new supplier.
O
ESG
There is increasing focus on investment companies’ role in influencing
investee companies’ approach to climate change and broader ESG issues.
The Board maintains a strategic overview of the portfolio, including ESG criteria. Management of
the portfolio, including the integration of ESG considerations into portfolio construction, is delegated
to AVI, the Investment Manager. As a responsible steward of assets, AVI fully supports policies and
actions implemented by its portfolio companies to support a sustainable environment. AVI engages
actively with its portfolio companies, and looks to understand how each company approaches
stewardship of the environment, as well as seeking to identify any unacceptable practices that are
detrimental to the environment or climate.
O
Risk Level Key:
High Medium Low
Movement Key:
F Increased O Stable G Decreased
Strategic Report / Section 172 Statement
Section 172 of the Companies Act 2006
(Companies Act) states that: A Director of a
company must act in the way he considers,
in good faith, would be most likely to
promote the success of the company for
the benefit of its members as a whole, and
in doing so have regard (amongst other
matters) to the following six items.
Further, the Companies (Miscellaneous
Reporting) Regulations 2018 require Directors
to explain how they have discharged their
duties under section 172(1) of the Companies
Act 2006 in promoting the success of their
companies for the benefit of “members as a
whole”. The Board’s approach is described
under “Stakeholders” on the next page. Its
views are set out in the table:
Matters for the Board
toconsider Approach taken by the Board
(a) the likely consequences of any
decision in the long term
In managing the Company, the aim of the Board and of
the Investment Manager is always to ensure the long-
term sustainable success of the Company and, therefore,
the likely long-term consequences of any decision are a
keyconsideration.
In managing the Company during the year under review,
we acted in the way which we considered, in good faith,
would be most likely to promote the Company’s long-term
sustainable success and to achieve its wider objectives
for the benefit of our shareholders as a whole, having had
regard to our wider stakeholders and the other matters set
out in section 172 of the Companies Act.
(b) the interests of the company’s
employees
The Company does not have any employees.
(c) the need to foster the
company’s business relationships
with suppliers, customers
andothers
The Board’s approach is described under “Stakeholders”
starting on the next page.
(d) the impact of the company’s
operations on the community and
the environment
The Board takes a close interest in ESG issues and sets
the overall strategy. As management of the portfolio
is delegated to the Investment Manager, the practical
implementation of policy rests with AVI. A description of
AVI’s ESG policy is set out on pages 28 to 31.
(e) the desirability of the company
maintaining a reputation for high
standards of business conduct
The Board’s approach is described under “Culture and
Values” on this page.
(f) the need to act fairly
as between members of
thecompany
The Board’s approach is described under “Stakeholders”
on the next page.
AVI Global Trust plc / Annual Report 2025
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Culture and Values
The Directors’ overarching duty is to promote
the success of the Company for the benefit
of investors, with due consideration of other
stakeholders’ interests. The Company’s
approach to investment is explained in the
Investment Manager’s Review. The Directors
aim to achieve a supportive business culture
combined with constructive challenge and
to provide a regular flow of information to
shareholders and other stakeholders.
The Company has a number of policies and
procedures in place to assist with maintaining
a culture of good governance, including
those relating to diversity, bribery (including
the acceptance of gifts and hospitality), tax
evasion, conflicts of interest, and dealings in the
Company’s shares.
The Board assesses and monitors compliance
with these policies regularly through Board
meetings and the annual evaluation process.
The Board seeks to appoint the most
appropriate service providers for the
Company’s needs and evaluates the services
on a regular basis. The Board considers the
culture of the Investment Manager and other
service providers through regular reporting and
by receiving regular presentations, as well as
through ad hoc interaction.
The Board also seeks to control the Company’s
costs, thereby enhancing performance and
returns for the Company’s shareholders.
The Directors consider the impact on the
community and environment. The Board and
Investment Manager work closely together
in developing and monitoring the Company’s
approach to environmental, social and
governance matters.
Strategic Report / Stakeholders
AVI Global Trust plc / Annual Report 2025
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In line with the Companies (Miscellaneous Reporting) Regulations 2018, during the year under review
the Board considered in detail which individuals and organisations should be regarded as stakeholders.
Its views are set out in the table below:
Stakeholders Why they are important Board Engagement
Shareholders
As the Company is an investment trust,
its shareholders are, in effect, also
itscustomers.
Continued shareholder support and
engagement are critical to the existence
of the Company and to the delivery of the
long-term strategy.
The Company has a large number of shareholders, including professional and private investors. Over the years, the Company has
developed various ways of engaging with its shareholders, in order to gain an understanding of their views. These include:
Annual General Meeting
The Company welcomes attendance from shareholders at AGMs. At the AGM, the Investment Manager always delivers a
presentation and all shareholders have an opportunity to meet the Directors and ask questions;
Information from the Investment Manager
The Investment Manager provides written reports with the annual and interim results, as well as monthly Factsheets which are
available on the Company’s website. Their availability is announced via the stock exchange;
Investor Relations updates
At every Board meeting, the Directors receive updates on the share trading activity, share price performance and any
shareholders’ feedback, as well as any publications or comments in the press;
Working with external partners
The Board receives regular updates from the Corporate Broker and also engages some external providers, such as
communications advisers, to obtain a detailed view on specific aspects of shareholder communications;
Feedback from shareholders
The Board values the feedback and questions that it receives from shareholders and takes note of individual shareholders’
views in arriving at decisions which are taken in the best interests of the Company and of shareholders as a whole. The
Chairman welcomes meetings with major shareholders, as well as enquiries and feedback from all shareholders. The Chairman
can also be contacted via email at chair@aviglobal.co.uk or by letter to the Company’s registered office. The Chairman, the
Senior Independent Director or any other member of the Board can be contacted via either the Company Secretary or the
Corporate Broker, both of which are independent of the Investment Manager.
Recent examples of decisions resulting from feedback from shareholders and discussions of proposals to enhance
shareholders’ best interests were:
• the Share Split which was completed in January 2022;
• cancellation of some of the shares held in treasury in February 2022 and January 2025;
• the change of comparator benchmark in 2023; and
• the change to the Company’s stated Investment Policy at the AGM in 2024.
Strategic Report / Stakeholders continued
AVI Global Trust plc / Annual Report 2025
24
Stakeholders Why they are important Board Engagement
Lenders
The Company has raised capital in
the form of debt from a small group of
lenders. Although the Company is not
dependent on debt funding to maintain
its operations, continued support from
lenders is important to maintain the financial
stability of the Company and flexibility in the
investmentportfolio.
All of the Company’s debt is subject to contractual terms and restrictions. We have an established procedure to report regularly to
our lenders on compliance with debt terms.
It is our policy that all interest and repayments of principal will continue to be made in full and on time.
Service Providers
The Investment
Manager
The Investment Manager’s performance
is critical for the Company to deliver its
investment strategy and meet its objective.
Maintaining a close and constructive working relationship with the Investment Manager is crucial as the Board and the Investment
Manager aim to continue to achieve long-term returns in line with the Company’s investment objective. The Board seeks to:
Encourage open discussion with the Investment Manager;
Ensure that the interests of shareholders and of the Investment Manager are aligned and adopt a tone of constructivechallenge;
Draw on Board members’ individual experience to support the Investment Manager in the sound, long-term development of
investment strategy and, where relevant, the Investment Manager’s business and resources.
The Board recognises that the Company is the largest client of the Investment Manager, and so the long-term success of the
Investment Manager is closely aligned to that of theCompany. During the year under review the Board commissioned a detailed
review of the Investment Management agreement with the aim of ensuring that the agreement complies with current best practice.
The revised agreement was signed in July 2025.
The Company Secretary attends all Board and Committee meetings.
The Management Engagement Committee undertakes an annual review of the key service providers, encompassing performance,
level of service and cost. Each provider is an established business and each is required to have in place suitable policies to ensure
that they maintain high standards of business conduct, treat customers fairly and employ corporate governance best practice.
Our policy is that all bills and expense claims from suppliers are paid in full, on time and in full compliance with the
relevantcontracts.
The Administrator
and Company
Secretary
The Administrator and Company Secretary
are key to the effective running of
theCompany.
Other key service
providers
The Company has a number of other key
service providers, each of which provides a
vital service to the Company and ultimately
to its shareholders. While all service
providers are important to the operations
of the Company, in this context the other
key service providers are the Broker, the
Custodian, Depositary and Registrar.
ENVIRONMENTAL, SOCIAL AND
GOVERNANCE (ESG) ISSUES
Both the Board and AVI recognise
that social, human rights, community,
governance and environmental issues have
an effect on its investee companies.
The Board firmly supports AVI in its belief that
good corporate governance will help to deliver
sustainable long-term shareholder value. AVI
is an investment management firm that invests
on behalf of its clients and its primary duty is
to produce returns for its clients. AVI seeks
to exercise the rights and responsibilities
attached to owning equity securities in line
with its investment strategy. A key component
of AVI’s investment strategy is to understand
and engage with the management of public
companies. AVI’s Environmental, Social and
Governance Policy, which is summarised on
pages 28 to 31, recognises that shareholder
value can be enhanced and sustained through
the good stewardship of management and
boards. It therefore follows that in pursuing
shareholder value AVI will implement its
investment strategy through proxy voting
and active engagement with management
and boards. AVI is also aligned with the
UN-supported Principles for Responsible
Investment (PRI), reflecting its commitment
to responsible and sustainable investment
practices.
The Company is an investment trust and
so its own direct environmental impact is
minimal. The Company has no greenhouse
gas emissions to report from its operations,
nor does it have responsibility for any other
emissions-producing sources under the
Companies Act 2006 (Strategic Report and
Directors’ Reports) Regulations 2013. As
discussed on page 60, as an investment
trust without employees, the Company is not
required to report against the TCFD framework.
The Company has no employees. The
Company’s principal suppliers, which are listed
on page 115 of this report, have confirmed
that they comply with the provisions of the UK
Modern Slavery Act 2015.
The Directors do not have service contracts.
There are five Directors, three male and two
female. Further information on the Board’s
Diversity policy and the policy on recruitment of
new Directors is contained on pages 54 to 55.
FUTURE STRATEGY
The Board and the Investment Manager
have long believed in their focus on
investment in high-quality undervalued
assets and that, over time, this style of
investment has been well rewarded.
The Company’s overall future performance
will, inter alia, be affected by: the Investment
Manager’s decisions; investee companies’
earnings, corporate activity, dividends and
asset values; and by stock market movements
globally. Stock markets are themselves affected
by a number of factors, including: economic
conditions; central bank and other policymakers’
decisions; political and regulatory issues; and
currency movements.
The Company’s performance relative to its
peer group and benchmark will depend on
the Investment Manager’s ability to allocate
the Company’s assets effectively, and manage
its liquidity or gearing appropriately. More
specifically, the Company’s performance will be
affected by the movements in the share prices
of its investee companies in comparison to
their own net asset values. The overall strategy
remains unchanged.
Approval of Strategic Report
The Strategic Report has been approved by the
Board and is signed on its behalf by:
Graham Kitchen
Chairman
11 November 2025
Strategic Report / Responsible Business
AVI Global Trust plc / Annual Report 2025
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Investment Review / Investment Manager’s Review
How AVI Invests Off the Beaten Track
OUR EDGE
Asset Value Investors specialises in
finding companies which have been
overlooked or under-researched by
other investors.
Investments that for one reason or another
are priced below their true value but can
be made into profitable performers. AVI
believes its strategy and investment style
differentiate it from other managers in the
market because of the following:
01.
40 years’ experience of long-
term outperformance following
our distinctive investment style
(annualised NAV total returns*
of +11.6% since 1985).
02.
AVI actively looks for the
catalyst within a company
which will drive fundamental
change.
03.
AVI seeks to improve corporate
governance through active
engagement to unlock potential
shareholder value.
* Refer to Glossary on pages 110 to 114.
Q
How does AVI Global Trust give
investors diversification by investing
off the “beaten track”?
A
Over the past decade, the global equity
market has become narrower with
a handful of mega-cap stocks in the
US driving returns. We have not been
investors in these companies and have
always focused on the misunderstood
and under-researched parts of the
market prone to pricing inefficiency. If
you look at AGT’s top 10 holdings, you
will find names that are rarely found
in other global strategies. This offers
an important level of diversification to
investors.
Q
Can you give an example of how
investors can benefit from your
strategy of investing off the
“beaten track”?
A
South Korea is a good example of an
undiscovered market, with the KOSPI
index trading at a -39% and -67%
discount to emerging and developed
markets, respectively. We see a
long-term re-rating opportunity in the
corporate governance reform that is
currently taking place in South Korea.
Please visit our website for more information:
www.aviglobal.co.uk
In the same way that we approached
Japan over 10 years ago, we have
conducted in-depth, bottom-up
research to identify a universe of
under-researched and undervalued
companies. Our South Korean names
now make up c.8% of AGT’s portfolio,
and trade at a weighted average
discount of 54%**.
Q
You have been following this
strategy for decades now, how
does your team go about executing
this strategy of investing off the
“beaten track”?
A
Unlocking value through active
involvement is a big part of what
we do. We start with an incredible
amount of fundamental research on the
target companies. We have in place a
proprietary database that is customised
to track our universe of companies. Not
only does the team spend a lot of time
researching the companies, but we
also then engage with the companies
in ways that many other investors
won’t or can’t. Engaging on corporate
governance and balance sheet items
are some common areas but our
involvement is bespoke and company-
specific dependent on the needs.
Activism and engagement are integral
to AGT’s approach, going beyond the
balance sheet.
The investment team has many
years of experience researching and
engaging with companies and this
has stood us in good stead to deliver
strong long-term returns to AGT
shareholders.
Q
You say activism and engagement
are integral to your approach. How
does it work with such a diverse
and varied portfolio?
A
Yes, our portfolio is diverse as we
look in the under-researched parts
of the market. This means that the
level of activism or engagement will
vary greatly for each company. Many
of the companies we have in the
portfolio are complex and challenging
to understand but we embrace the
complexity. We dig down to understand
their governance structures, incentives,
succession plans, hidden assets on the
balance sheet and the drivers of their
earnings. We can then engage with the
companies on the areas that we think
will help the company to be recognised
by the market for their true value. It may
be a dialogue on corporate governance
concerns, or a discussion on exiting a
minor line of business that is detracting
resources from their main business.
It can be as basic as engagement on
how a company can improve their
public image. We believe that these
are valuable companies with durable
businesses, and we work to uncover
that hidden value.
** As at 30 September 2025.
JOE
BAUERNFREUND
CEO & CIO
AVI Global Trust plc / Annual Report 2025
26
The aim of AVI is to deliver superior
investment returns. AVI specialises in
investing in securities that for a number
of reasons may be selling on
anomalousvaluations.
Our focus on buying high quality, growing
businesses trading at wide discounts to their
net asset value (NAV) has served us well over
the long term. There are periods of time,
however, when our style is out of favour and
the types of companies in which we invest are
ignored by the broader market. This requires
us to be patient and to remain true to our
style, so that when other investors begin to
appreciate the value in those companies, we
are well placed to benefit. In the short term,
this means that there could be some volatility
in our returns. However, we are confident that
we own high-quality businesses, which are
trading on cheap valuations.
Members of the investment team at AVI invest
their own money into the funds that AVI manage.
As at 30September 2025, AVI’s investment
team owned 2,079,367 shares in AGT (2024:
1,962,608).
Introduction to the Strategy
Asset Value Investors invests in overlooked
and under-researched companies, which
own quality assets and trade at discounts
to NAV. This philosophy typically leads us to
invest in structures such as family-controlled
holdings companies, closed-ended funds and
asset-backed special situations. However,
our views on the types of structures through
which we invest are entirely agnostic, and
portfolio weightings are determined solely by
the opportunity set and our judgement of the
risk-reward potential.
Our research process involves conducting
detailed fundamental research in order to:
(a)understand the drivers of NAV growth;
and (b) assess the catalysts for a narrowing
discount. We often engage actively with
management, in order to provide suggestions
for improvements that we believe could help
narrow the discount or improve operations.
Holding Companies
When we consider a holding company as an
investment, we seek several characteristics.
Firstly, a high-quality portfolio of listed and/
or unlisted businesses with the potential for
sustained, above average, long-term growth.
Many of the underlying companies that we
have exposure to are world-famous brands,
and include: LVMH, Ferrari, Dow Jones,
Universal Music Group, Samsung Electronics,
Aker BP and Belron.
Secondly, we look for the presence of a
controlling family or shareholder with a strong
track record of capital allocation and returns in
excess of broader equity markets. Long-term
shareholders provide strategic vision; many
of our holding companies have been family-
controlled for generations. This combination
of attractive, quality assets managed by long-
term capital allocators creates the potential
for superior NAV growth.
Finally, we invest at a discount to NAV,
preferably with a catalyst in place to narrow
the discount. This provides an additional
source of returns. We estimate that historically
about three-quarters of our returns from
holding company investments have come
from NAV growth and one-quarter from
discounttightening.
Closed-ended Funds
Similar to holding companies, we look for certain
qualities when we consider a closed-ended
fund investment. Most importantly, we look for
portfolios of high-quality assets (both listed and
unlisted) with good growth potential. Our portfolio
of closed-ended funds gives us indirect exposure
to many quality companies, such as Starling
Bank, Klarna, IU Group and Phenna Group. We
also focus to a great extent on the discount to
NAV at which the closed-ended fund trades. In a
nuanced distinction from holding companies, we
usually insist on a high probability of the discount
narrowing or vanishing entirely before we will
consider making an investment. In accordance
with this, our stakes in closed-ended funds
are larger, and we engage with management,
boards, and other shareholders to enact policies
to help narrow discounts and boost shareholder
returns. Historically, our portfolio of closed-ended
funds has generated half of its returns from
discount narrowing.
Asset-Backed Special Situations
The majority of this portion of the portfolio
consists of investments outside of holding
companies and closed-ended funds. For several
years now, these investments have largely been
in Japanese cash-rich operating companies.
At present, we hold positions in nine Japanese
companies which have, on average, 54% of
their market value in cash and listed securities.
Japanese companies have a reputation for
overcapitalised balance sheets, but we believe
that the winds of change are blowing in
Japan. The Japanese government has been
championing efforts to improve corporate
governance and enhance balance-sheet
efficiency, and this programme is beginning
to have an effect. Major pension funds have
signed up to a new Stewardship Code, boards
of directors are guided by the principles of an
updated Corporate Governance Code, and
there is an identifiable uptick in the presence of
activist investors on Japanese share registers.
We can see evidence of this change in
increasing payout ratios, buybacks, and more
independent directors. We believe that our
Japanese holdings stand to benefit from this
powerful trend, and that the market will assign
a much higher multiple to these companies if it
reassesses the probability of the excess cash
and securities being returned to shareholders.
We are active in pursuing this outcome and
engage continuously with the boards and
management of our holdings to argue for a
satisfactory outcome for all stakeholders.
The focus is on quality, cash-generative
businesses with low valuations (our current
portfolio trades on just 7.7x EV/EBIT*). These
are the sorts of businesses that one should
be happy to own; as such, we can afford
to take a long-term view on our holdings as
we engage with boards and management to
create value for all stakeholders.
Summary
Our strategy centres upon investing in
companies which own diversified portfolios
of high-quality assets. In each case, we have
sought to invest in companies where the market
has misunderstood or overlooked the value on
offer, and where our analysis shows that there is
a reasonable prospect of this being corrected.
The historic returns from this strategy have
been strong and came from a combination of
discount narrowing and NAV growth.
Overview of AVI’s Investment Philosophy
* Refer to Glossary on pages 110 to 114.
AVI Global Trust plc / Annual Report 2025
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Investment Review / Responsible Approach
A Responsible Approach
AVI Global Trust plc / Annual Report 2025
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It is our view that a responsible
approach to the environment, society
and governance is key to long-term
sustainable businesses. This guiding
principle is embedded not only in our
investment philosophy but in how
we manage Asset Value Investors as
acompany.
AVI was one of the original
200 investment firms to
support the 10,000 black
interns programme
OUR PURPOSE
Helping our clients to make the most of
their financial future.
At Asset Value Investors, we are dedicated
to drawing on our long heritage, stewardship
principles, and investment expertise to make
investing responsible, transparent, and
rewarding for all – from individuals and families
to institutions and both private and listed
companies.
While delivering strong financial returns remains
central to our purpose, we also recognise the
responsibility that comes with our influence.
Through active engagement and thoughtful
stewardship, we seek to challenge and improve
the practices of the companies we invest in,
contributing to a more sustainable future.
OUR PHILOSOPHY
We are fundamentally committed
to supporting long-term sustainable
businesses that will grow and participate
in the prosperity of the economy, with a
responsible approach to the environment,
society, and governance.
We believe that the integration of ESG and
broader sustainability considerations into our
investment strategy is essential to gaining
a full and nuanced understanding of each
investment’s potential to generate sustainable,
long-term value. By incorporating these factors
into our analysis, we are better equipped to
identify both risks and opportunities that may
not be apparent through traditional financial
metrics alone.
We maintain a corporate website containing a wide
range ofinformation of interest to investors and
stakeholders:www.aviglobal.co.uk
AVIGlobalTrust
AVIGlobalTrust
@AVIGlobalTrust
@AVIglobaltrust
Employees with Equity Ownership in AVI:
33.3%
Diversity of Workforce:
2025
Number
2025
%
Male
13
56.5
Female
10
43.5
AVI Global Trust plc / Annual Report 2025
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This approach supports our conviction that
responsible investment is not only consistent
with our fiduciary duty to clients but also
fundamental to achieving enduring value
creation.
OUR PRINCIPLES
We are aligned with the PRI’s belief that an
economically efficient, sustainable global
financial system is a necessity for long-
term value creation.
Such a system rewards responsible, long-
term investment and ensures that the
interests of investors are more closely aligned
with the broader objectives of society. It
encourages transparency, accountability,
and resilience within financial markets and
promotes corporate behaviour that supports
environmental sustainability, social progress,
and strong governance practices. By fostering
these conditions, the financial system can
contribute not only to sustained economic
performance but also to the wellbeing of
communities and the preservation of natural
resources for future generations.
AVI became a signatory to the UN-supported
Principles for Responsible Investment (PRI) on
9 April 2021. In doing so, we affirmed our belief
in our duty to act in the best long-term interests
of our beneficiaries and to advance a financial
system that creates enduring value for both
investors and society.
OUR APPROACH
As research-driven value investors, we
seek to truly understand each company in
our portfolio and the context within which it
operates on a case-by-case basis.
AVI has built ESG factors into its proprietary
research database and established a structured
framework to ensure that ESG considerations
are embedded throughout the investment
process. This integration begins at the research
and due diligence stage, where ESG risks
and opportunities are systematically assessed
alongside traditional financial metrics. Insights
gathered from this analysis inform investment
decisions, portfolio construction, and ongoing
monitoring.
In addition, AVI has developed processes to
track and evaluate ESG performance over time,
enabling us to identify areas for engagement
and measure progress across our portfolio.
By combining rigorous financial analysis with
a thoughtful approach to sustainability and
governance, we aim to make more informed,
responsible investment decisions that enhance
long-term value creation for our clients.
DEFINING ‘E’, ‘S’ & ‘G’
AVI has identified* the factors that we
believe are the most material and relevant
to our investments and developed a
bespoke ESG monitoring system to
track the performance and progress of
our portfolio companies against defined
ESGmetrics.
We define environmental sustainability within
the context of:
• Environmental Impact
• Tackling Climate Change
• Sustainable Management
Our social focus is divided into:
• Dignity and Equality
• Wellbeing and Development
• Community Engagement
Our approach to governance includes:
• Quality of Governing Body
• Corporate Strategy
• Ethical Behaviour
The metrics within each of these areas provide a
comprehensive view of a company’s governance
practices, environmental impact, and social
performance. They enable us to assess how
effectively these factors are being managed and
improved over time, helping to identify both risks
and opportunities that may influence long-term
value creation. This framework also guides our
engagement priorities, ensuring that dialogue
with portfolio companies is focused on driving
measurable progress, enhancing sustainability,
and supporting enduring financial and societal
outcomes.
OUR STEWARDSHIP
Good stewardship should be viewed as
a continuous practice and is essential to
preserving and enhancing long-term value.
Active engagement is at the core of our
investment strategy and our ESG monitoring
system plays an important role in helping us
to identify potential areas of engagement.
As long-term investors, our aim is to build
constructive relationships with the boards
and management of the companies in which
we invest, addressing issues and offering
suggestions to sustainably improve corporate
value in consideration of all stakeholders and in
the best long-term interest of our clients.
Controversy Monitoring
Supported by ISS Norms Based Research,
we also closely monitor any controversies and
potential violations of international norms and
standards associated with our universe. Whilst
our hope is that controversies do not occur,
they can be a marker of how well a company’s
policies are integrated into business operations
and culture, highlighting vulnerabilities or
structural problems and indicating where
improvements can be made. Through
constructive engagement, we encourage and
expect investee companies to take meaningful
action in addressing weaknesses in the context
of long-term value creation.
ACTIVE ENGAGEMENT
We seek to be constructive partners and
continue to maintain an active dialogue
with the boards and management of our
portfolio companies.
The majority of our engagements take place
behind closed doors, where we believe
constructive, private dialogue is often the most
effective way to drive change. We aim to build
mutual understanding and trust with company
boards and management, supporting long-term
improvements in governance, strategy, and
sustainability.
Investment Review / Responsible Approach continued
A Responsible Approach continued
* Whereby more than 5% of that company’s NAV is
derived from these activities.
^ Institutional Shareholders Services group of companies.
Useful resources:
www.ccla.co.uk/mental-health
www.assetvalueinvestors.com/process/
esg-approach/
www.issgovernance.com/esg/screening/
AVI Global Trust plc / Annual Report 2025
30
However, when private engagement does
not yield sufficient progress or when issues
of significant shareholder importance are
not addressed, we are prepared to raise our
concerns publicly. This is done to increase
transparency, mobilise broader shareholder
support, and encourage meaningful, lasting
change.
Our approach to engagement is highly
bespoke and informed by in-depth research
and analysis. ESG priorities are identified on a
case-by-case basis, reflecting each company’s
unique context, risks, and opportunities. Rather
than offering generic guidance, we focus on
diagnosing the root causes of underperformance
or governance weaknesses and provide
targeted, practical recommendations. Through
persistent, evidence-based dialogue – and,
when necessary, public advocacy – we seek to
enhance accountability, strengthen governance,
and support the creation of enduring shareholder
and stakeholder value.
BESPOKE ENGAGEMENT
Every engagement is different. Not only
do our engagements cover a broad range
of topics, but we employ a wide variety of
engagement methods to ensure our views are
clearly understood and there is opportunity for
constructive dialogue. During 2025, our team
visited a number of companies for in-person
meetings including Chrysalis Investments,
Gerresheimer, and trips to our South Korean
companies such as Amorepacific Holdings;
meeting with several layers of the companies
including chairperson, CEOs and external
boardmembers.
Whilst the majority of our engagements are
long-distance, face-to-face discussions can
be invaluable in strengthening collaborative
relationships and deepening our engagements.
COLLABORATIVE
ENGAGEMENT
We recognise the value of collaborative
engagement in addressing
collectiveissues.
We continue to participate in CCLA’s
collaborative initiative to improve corporate
approaches to workplace mental health
globally. AVI joined the initiative in 2023, and
since then LVMH (which AGT has exposure
to through Christian Dior) has made notable
progress in demonstrating its commitment
to employee mental health. In FY25, AVI also
joined the International Corporate Governance
Network (ICGN) to collaborate on advancing
corporate governance standards and sits on its
Emerging Markets Working Group, reflecting
our active stewardship and engagement in
markets such as South Korea.
Pre-Investment
Exclusionary screening is not our guiding
framework, however there are certain
exceptions to this. AVI will not invest in a
company with direct involvement* in:
• Tobacco
• Controversial Weapons
• Pornography
Or companies that engage in child labour
or human exploitation as defined by the
relevant ILO conventions.
Prior to investment we:
Assess a company’s exposure to ESG
risks and opportunities, including climate-
related risks and opportunities.
Identify whether the company is involved
in any actual or potential violations
of international norms and standards
supported by ISS^ Norms-based
Research.
Investment Period
ESG monitoring system built into our
proprietary database to ensure ESG factors
are considered alongside financial analysis.
Ongoing ESG assessments of portfolio
companies’ performance against defined
ESG metrics. A scoring system is used to
assess trends and highlight potential areas
for engagement.
Tailored questionnaires sent to all
companies based on our assessments to
request additional ESG information and
promote improved sustainability disclosure.
Ongoing controversy monitoring
following a clear engagement pathway if
companies are flagged.
Constructive engagement with boards
and management to help sustainably
increase corporate value by building
resilience to ESG risks and promoting
responsible business practices.
AVI became a signatory to the UN-
supported Principles for Responsible
Investment (PRI) on 9 April 2021.
$
Corporate
Mental Health
Benchmark
HIGHLIGHTS FROM 2025
01.
AVI published its first annual
ESG Report, sharing both
qualitative and annual
quantitative insights into how
we integrate ESG throughout
our investment process
02.
AVI joined the International
Corporate Governance
Network (ICGN), reinforcing
its commitment to advancing
global corporate governance
standards and active
stewardship
03.
AVI celebrated one year of
quarterly Stewardship and
Sustainability Risk Committee
meetings, chaired by our
Director responsible for ESG
04.
AVI has enhanced its
proprietary ESG data collection,
allowing AGT investment teams
to better track and measure
engagements and outcomes
Policies and reports can be found on our
website: www.assetvalueinvestors.com/
agt/#responsibleinvesting
AVI Global Trust plc / Annual Report 2025
31
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AGT 2025 ENGAGEMENTS
Engagement Method
Number of
Engagements
Number of
Companies Engaged
Meeting 61 10
Letter 5 5
Collaborative Engagement 1 1
Presentation 4 4
Shareholder Resolution 1 1
AGT 2025 PROXY
VOTING RECORD**
Total voted:
100%
Voted against management:
9%
Voted with management:
91%
* 9% of these votes were not officially counted for
technicalreasons.
** As at 30 September 2025.
* % breakdown of total ESG engagements (82)
duringFY25.
ENGAGEMENT BREAKDOWN*
Governance:
74%
Social:
17%
Environmental:
9%
WACOM
Strengthening governance
tounlock shareholder value
In May 2025, AVI launched the
“Draw Wacom’s Future”
(www.drawwacomsfuture.com)
campaign, highlighting the need for
stronger governance at Wacom Co.,
Ltd., Japan’s leading digital pen and
tablet manufacturer. AVI, Wacom’s largest
shareholder, has long engaged with
the company to address concerns over
board effectiveness, transparency, and
strategicaccountability.
Following extensive private engagement,
AVI submitted shareholder proposals
at Wacom’s 2025 AGM, calling for the
establishment of a Transformation Plan
Supervisory Committee, the appointment
of an independent director with capital
markets expertise, and amendments to
the Articles of Incorporation to strengthen
oversight. When these concerns were not
adequately addressed, we launched the
public campaign to promote enhanced
governance and long-term value creation.
AVI are encouraged by shareholder
engagement and Wacom’s receptiveness
to our proposals. This campaign
underscores the importance of strong
corporate governance and demonstrates
how targeted shareholder activism
can drive accountability and support
sustainable value creation.
100%*
9%
91%
74%
9%
17%
Investment Review / Investment Manager’s Report
Performance Review
During the last financial year there has
been no shortage of news flow. Trump
2.0, lingering and rising inflation, escalating
geo-political tension – take your pick:
the world is abundant in identifiable risks
and worries.
Despite this, global equity markets have
delivered strong returns.
In this context, AGT delivered respectable
absolute performance, with a NAV total
return of +12.4% and share price total return
of 15.4%. In relative terms, this was less
impressive – the MSCI AC World Index (our
Comparator Benchmark) returned +16.8%.
At the start of September 2025, returns for AGT
were fractionally ahead of the benchmark over
the financial year, however we came unstuck in
the final month, underperforming by -410bps.
This was a function of what we did own (most
notably D’Ieteren and Gerresheimer) and what
we didn’t own (over half of the index return in
September came from the Mag-7 and a handful
of AI related stocks).
If a poor craftsman blames his tools, a poor
fund manager bemoans what he doesn’t own
– and certainly that is not what we are doing.
Rather we add this to try to contextualise
performance as, over short periods of time,
our concentrated and differentiated approach
will suffer bouts of underperformance. This is
a feature, not a bug of our strategy:
differentiation is a prerequisite for long-term
outperformance, and our history attests to
this fact. Indeed, over the last five years your
Company is ranked as the 2
nd
best performing
Investment Trust in its peer group, with a NAV
total return of +86.0%.
JOE
BAUERNFREUND
Chief Executive Officer,
Chief Investment Officer
Returning to the financial year, D’Ieteren was
the standout performer, adding +240bps
to your Company’s NAV. As discussed
in last year’s annual report, following the
announcement of a special dividend by the
company in September 2024, we increased
our position by more than 70% (at peak
becoming close to a 10% position) to take
advantage of technical selling pressure and our
perceived view of mispricing. Ultimately this
call was proven right, as the shares re-rated
upon trading ex-dividend. We believe this to
be indicative of AGT’s bold approach and the
idiosyncratic returns it can generate.
At the other side of the ledger is Gerresheimer,
which detracted -405bps. We expand upon the
reasons for this in the Investment Manager’s
commentary, but suffice to say such dire
returns do not sit well with us. The company
remains at a critical juncture, and, as we always
do, we are rolling up our sleeves, engaging with
the board, management and other shareholders
to enact change and unlock the considerable
value trapped within the company.
As we have said for some time now, the
parts of the market upon which we focus
remain neglected by other investors. This has
led to a widening of the portfolio weighted
average discount over multiple years, and it
now stands at -37.4%. This is wide by historic
standards and a level previously observed
during times of market stress – not the relatively
ebullient equity environment in which we
currently find ourselves.
In the interim report we wrote “we are also
cautiously optimistic that the weight of
capital retreating from the US generally, and
the so-called Magnificent 7 specifically, has
the potential to be a tailwind for narrowing
discounts in our universe”. This has yet to come
to pass and only reiterates the importance
of focusing on activism, corporate events
and catalysts, as a means to generate returns
for us.
In this context, the opportunity set across
all parts of our investment universe remains
highly compelling and the competition
for capital for new and existing ideas
remainsintense.
Portfolio Manager of AVI Global Trust since
September 2015
Length of service:
23 years (10 years as Portfolio Manager)
$
As we look ahead,
we remain cautiously
optimistic. Valuations
remain highly compelling,
with numerous catalysts
and events across the
portfolio to help narrow
discounts.
AVI Global Trust plc / Annual Report 2025
32
One particularly exciting area of opportunity
is South Korea, which now accounts for
8% of NAV. Our lesson from Japan is that
there will likely be many false dawns and
disappointments along the way. The potential
prize, however, is great, and we believe that
nimble, focused, bottom-up fundamental
investors, with experience of actively engaging
with companies are best positioned to
capturethis.
In order to fund the investments in South
Korean names, we have continued to recycle
capital. During the financial year we exited
successful investments in Apollo, FEMSA and
Reckitt where discounts had narrowed, whilst
we also cut our losses in IAC and Softbank. We
have also realised capital selectively in Japan,
which now accounts for 19% of the portfolio.
As we look ahead, we remain cautiously
optimistic. Valuations remain highly compelling,
with numerous catalysts and events across
the portfolio to help narrow discounts. On an
underlying basis we see strong NAV growth
potential, which in the long term will form the
bedrock of our returns. Our history – which
is now over 40 years as manager of AGT –
suggests that these two facts stand us in good
stead to generate attractive long-term returns.
Source / Solstad
Solstad Maritime: 8.3% of
Aker’s ASA’s NAV
AVI Global Trust plc / Annual Report 2025
33
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EQUITY PORTFOLIO VALUE BY
MARKET CAPITALISATION*
2025
%
2024
%
<£1 billion 34 37
>£1 billion –
<£5 billion 30 20
>£5 billion –
<£10 billion 15 10
>£10 billion 21 33
Weighted Average Discount*:
-37.4%
Annualised NAV 10 Year Total Return
perShare*:
+12.5%
* For definitions, see Glossary on pages 110 to 114.
PORTFOLIO WEIGHTED AVERAGE DISCOUNT*
-50%
-40%
-30%
-20%
-10%
Sept 06 Sept 12Sept 09 Sept 15 Sept 18 Sept 21 Sept 25
-50
-40
-30
-20
-10
Investment Review / Investment Manager’s Report continued
Performance Review continued
AVI Global Trust plc / Annual Report 2025
34
CUCKOO HOLDINGS
Investing Off the Beaten Track
In South Korean homes, there’s a sound
which marks the moment when rice has
reached cooking completion and dinner
is ready to be served: the distinctive
two-note call of the Cuckoo bird.
Founded in 1978 as SungKwang Electronics,
Cuckoo was originally an OEM supplier to
LG, Phillips and Panasonic, building up deep
manufacturing expertise and quality, before
launching its own “Cuckoo” rice cooker
product range in 1998. Cuckoo’s rice cookers
have become synonymous with the bird’s
memorable call to the dinner table, and the
company has transformed itself into one of
South Korea’s most iconic appliance brands.
AVI first invested into Cuckoo Holdings
(Cuckoo) in July 2025, a Korean-listed,
electronics-appliance focused holding
company, controlled by the Koo family.
Cuckoo offers many of the qualities that
AVI looks for in holding companies, with
significant asset backing through a net
cash position and investment property, a
listed stake in an equity affiliate – Cuckoo
Homesys – worth 24% of market cap, and a
lowly implied valuation on its stub – Cuckoo
Electronics – a high-quality, unlisted home
appliance business.
Today, Cuckoo Electronics continues
to manufacture its iconic rice cookers,
boasting an extraordinary 80% domestic
volume market share, competing only
against small South Korean and Chinese
manufacturers, having displaced all other
major competitors. Crucially, Cuckoo’s
premium rice cookers (£300–800) make up
c. 60% of the company’s rice cooker sales
volumes and generate an impressive 15%+
operating margin. The company’s successful
premiumisation strategy has spurred revenue
growth of +10% YoY over the last five years.
Cuckoo’s Electronics’ financial track-record
is enviable, with minimal capex requirements
leading to high free-cash flow generation and
a strong return on invested capital.
Outside of its domestic stronghold, Cuckoo
Electronics has been delivering strong
international growth, now representing 25% of
company revenues, with 30%+ YoY growth in
Vietnam and USA, as the company’s strong
brand equity spreads overseas.
Despite the company’s underlying quality,
Cuckoo has just one local broker covering
the name and zero English disclosure. With
a complex holding company structure and
low investor awareness, Cuckoo Electronics
trades at just 4x EBIT*, versus close peers
at 12x.
We believe that the ongoing Value-Up
corporate governance reforms in South
Korea will drive a direct incentive for the
Koo family to close the discount at which
its shares trade. Until this occurs, we
take comfort in the company’s stable
profitability and free cash conversion,
affording us patience while we wait for the
corporate governance reforms of the current
government administration to take effect.
Source / Cuckoo
* Refer to Glossary on pages 110 to 114.
Investment Review / Portfolio Review
Portfolio Review
AVI Global Trust plc / Annual Report 2025
35
GIR
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TOP 20 LOOK-THROUGH
COMPANIES
AGT invests in holding companies and closed-
ended funds that in turn invest in listed and
unlisted companies. We show opposite the
top 20 holdings on a ‘look-through basis’, i.e.
the underlying companies to which we have
exposure. For example, AGT owns a stake in
Aker ASA, a Norwegian-listed holding company,
that accounts for 4.1% of AGT’s NAV. One of
Aker ASA’s holdings is Aker BP, a Norwegian
Oil & Gas company, which accounts for 51.2%
of Aker ASA’s own NAV. This translates to
AGT having an effective exposure to Aker BP
of 2.1% of AGT’s NAV. The table alongside is
an indication of the degree of diversification of
theportfolio.
NEWS CORP: HOW THE LOOK-
THROUGH ANALYSIS WORKS
News Corp is a US-listed Holding Company
in which AGT invests. Although News Corp is
just one company, it has investments in multiple
different companies, providing your Company’s
portfolio with exposure to a diversified collection
of businesses.
Look-through companies
Underlying
look-through weight Parent company Look-through holding sector
Universal Music Group Vivendi, Bolloré 6.7% Movies and Entertainment
Belron D'Ieteren Group 4.3% Specialised Consumer Service
Online Operations Entain 4.0% Casinos and Gaming
Rohto Pharmaceutical Operating Business Rohto Pharmaceutical 4.0% Personal & Beauty Products
Starling Chrysalis Investments 3.7% Diversified banks
Containment Solutions Gerresheimer AG 3.3% Health Care Equipment
REA Group News Corp 3.1% Interactive Media & Service
Emitel Cordiant Digital Infrastructure 2.6% Television Broadcasting
Dow Jones News Corp 2.5% Publishing
LVMH Christian Dior 2.2% Apparel, Accessories and Luxury Goods
Delivery Systems Gerresheimer AG 2.2% Health Care Equipment
Aker BP ASA Aker ASA 2.1% Oil and Gas Exploration and Production
CRA Cordiant Digital Infrastructure 2.0% Infrastructure
Electronics Dai Nippon Printing 2.0% Electronic Components
Wacom Operating Business Wacom 1.8% Specialty Retail
Frasers Retail Operations Frasers Group 1.8% Specialty Retail
Tokyo Gas Operating Business Tokyo Gas 1.8% Gas Utilities
Smart Pension Chrysalis Investments 1.2% Application Software
Moulded Glass Gerresheimer AG 1.1% Metal, Glass and Plastic Containers
Klarna Chrysalis Investments 1.1% Transaction and Payment Processing Services
Look-through companies Geography
Estimated % of News
Corp’s portfolio Sector
REA Group Oceania 43.2% Interactive Media and Services
Dow Jones Global 34.9% Publishing
Harper Collings Publishing Global 9.6% Publishing
Move Inc North America 5.7% Internet Services and Infrastructure
Other Global 6.6% Miscellaneous
Investment Review / Portfolio Review continued
Contributors
Holding Company
% of net assets
1
6.5%
Discount
-49%
% of investee company
1.0%
Total return on position
FY25 (local)
2
18.3%
Total return on position
FY25 (GBP)
21.4%
Contribution (GBP)
3
240bps
ROI since date of initial
purchase
4
32.6%
01.
D’Ieteren
Group
C
D’Ieteren was the standout performer adding
+240bps to NAV, with the position returning
+21% including £35m of dividends received.
In last year’s annual report, we discussed the
company’s announcement of an extraordinary
€74 per share special dividend, equivalent to
nearly 40% of the company’s then market cap.
Selling pressure from tax-sensitive, domestic
investors – who faced Belgian tax rates of up
to 30% vs. AGT’s 10% net rate – pushed the
share price down from €226 to a low of €188.
During this period, we increased our position
by more than 70% at an average price of just
under €200 per share. This made D’Ieteren
the largest position in the portfolio at a more
than 9% weight on 9 December 2024, when
the shares closed at €200 per share. On
10 December 2024, the company traded
ex-dividend of the €74 per share special
dividend, yet closed the day at €160 i.e. some
+27% above the implied ex-dividend price
of €126. We believe that this series of events
highlights AGT’s high conviction-led approach
and the idiosyncratic returns it can generate.
Despite strong performance we continue to
see attractive upside underpinned by Belron
(70% of NAV). In May 2025 we attended
D’Ieteren’s capital markets day, which included
a presentation from Belron’s new(ish) CEO,
Carlos Brito. The day served to highlight
the company’s continued long growth
runway, stemming from increased windshield
complexity and ADAS recalibration, as well as
opportunities for growth. Management guide
that this should translate to mid-to-high-single-
digit revenue growth through to 2028. The
continued positive sales mix effect should drive
margins above 25%, resulting in ~12% annual
growth in operating profit.
D’Ieteren shares currently trade at €159, which
represents a -49% discount to our estimated
NAV. In October 2024, we saw a transaction
between Belron minority shareholders which
valued the company at a €32bn enterprise
value (“EV”). This pegs D’Ieteren’s 50% equity
stake at €221 per D’Ieteren share. We believe
that this puts a line in the sand for future, more
meaningfully sized transactions in Belron’s
equity.
Notably, we believe that investors are
underestimating the clear signposts from
the capital markets day towards a Belron
IPO – which we believe would help to narrow
D’Ieteren’s discount.
The combination of strong NAV growth
prospects and a potential narrowing of
D’Ieteren’s, still very wide, discount bode well
for future returns.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over theyear.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
TVH Parts: 9.0% of
D’Ieteren’s NAV
AVI Global Trust plc / Annual Report 2025
36
Source / TVH
Source / Aker Solutions ASA
AVI Global Trust plc / Annual Report 2025
37
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% of net assets
1
4.1%
Discount
-12%
% of investee company
1.1%
Total return on position
FY25 (local)
2
55.2%
Total return on position
FY25 (GBP)
62.8%
Contribution (GBP)
3
232bps
ROI since date of initial
purchase
4
89.1%
C
Having been one of the largest detractors from
performance in the last two financial years,
Aker was the second largest contributor to
returns in 2025. Over the course of the year,
shares in Aker returned +59% on a total return
basis, which was split roughly evenly between
NAV growth (+31%) and discount narrowing
(from 25% to 12%). The +5% appreciation of
the Norwegian Krone versus sterling added a
further polish to returns.
Starting with the NAV, the largest contributor
was Aker BP, the Norwegian oil and gas
exploration and production company, which
accounts for 51% of Aker’s NAV. Shares in
Aker BP returned +25%, standing in stark
contrast to a -9% decline in the oil price over
the period. Performance at the Johan Sverdrup
oil field has continued to exceed expectations,
assuaging prior investor concerns and helping
support the heavy lifting of the current capex
cycle, as Aker BP remains one of the few
Western oil companies investing for growth.
Indeed, in February 2025 the company issued
encouraging new long-term guidance.
Management expects production to increase
from 439k barrels per day in 2024 to 525k
in 2028 and then remain above 500k into
the 2030s. Whilst oil prices remain relatively
depressed currently, and the outlook murky,
we believe a long-dated production schedule
and industry leading production will prove
themselves to be highly valuable as we move
through the decade. Combined with a current
dividend yield of 10%, the prospects for Aker
BP and in turn Aker’s NAV appear compelling.
As well as this, it has been a busy period
elsewhere in Aker’s portfolio. As we wrote in
the interim report, the company has made a
concerted effort to unlock value and realise
capital from smaller assets in the portfolio,
such as the sale of Aker BioMarine’s Feed
Ingredients business.
In 2025, capital allocation has also been more
front footed – most notably in August the
company announced Stargate Norway – a JV
with NuScale and OpenAI to build a renewable-
powered data centre in Narvik, Northern
Norway.
Whilst we remain sceptical about the vast build
out of AI-related infrastructure and the capital
cycle, from Aker’s perspective the capital outlay
is modest at c.2% of NAV.
More meaningful, however, has been the
impact on Aker’s shares, which rose +9% on
the day of the announcement. Since this point,
we have seen a continued narrowing of the
discount, which has gone from 25% a year ago
to 12% today. We have taken advantage of this
and reduced the position by about a quarter in
recent months (and indeed by more following
the end of the financial year).
We continue to be attracted by the controlling
shareholders’ track record of value creation
and the assets the company owns. The
narrowing of the discount tempers our
enthusiasm, and this has been reflected in the
reduced position size. The company’s history
and our own trading history suggests that
the future path of the discount will be volatile
and we will endeavour to exploit this if the
opportunity arises.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on pages
110 to 114 for further details.
Holding Company
02.
Aker ASA
Investment Review / Portfolio Review continued
Contributors continued
AVI Global Trust plc / Annual Report 2025
38
% of net assets
1
8.3%
Discount
-29%
% of investee company
15.4%
Total return on position
FY25 (local)
2
28.6%
Total return on position
FY25 (GBP)
28.6%
Contribution (GBP)
3
208bps
ROI since date of initial
purchase
4
48.6%
C
Chrysalis was the third largest contributor to
NAV in FY25, adding +208bps.
Over the period, Chrysalis’ shares generated
a total return on the position of +29% for AGT,
driven by a +17% appreciation in the NAV
and a tightening of the discount from -36%
to-29%.
Readers of our newsletters will recall that AVI
first initiated the position in Chrysalis in January
2024, with an investment case predicated on
the following four factors.
Firstly, Chrysalis traded at an abnormally
wide 48% discount to a heavily written-down
NAV, which we felt provided some downside
protection to the lofty valuations seen in the
private tech space in 2021. Chrysalis’ portfolio
had also become increasingly concentrated
with its top five holdings, accounting for 69%
of NAV, all being mature companies and
(mostly) performing strongly. We felt that there
were multiple credible prospects for liquidity
events offering significant potential for carrying
valueuplifts.
And, finally, a new capital allocation policy had
been agreed upon by shareholders, promising
£100m of buybacks (24% of the prevailing
market cap), which would be triggered once
cash reserves from exits reached £50m.
It is therefore pleasing for us that Chrysalis’
contribution has been driven by the very factors
which first attracted us to the company.
Firstly, two exits in quick succession meant that
Chrysalis hit the £50m cash buffer threshold,
commencing its £100m buyback programme.
This started on 30 September 2024, with
the company spending c. £83m over the
financial year, to purchase some 83m of its
own shares, at a weighted average discount
of -35%. Secondly, the NAV/share return of
+17% over FY25 has been led by (1) a +49%
write-up in the valuation of Starling Bank, driven
by the strong fundamentals underpinning the
business, and (2) a +14% markup in Klarna,
which listed on 10 September 2025 on the
New York Stock Exchange.
Following the company’s write-up over the
course of 2025, Starling Bank now represents
44% of Chrysalis’ NAV.
From AVI’s research on the company, including
meeting with current management and
ex-employees, it is our belief that Starling
Bank boasts the characteristics of a best-
in-class, digital-first neobank, but with the
added optionality of a tangible SaaS
†
offering
through the Engine Platform. Starling’s banking
operations were built from the ground-up as
a digital-first business. This not only drives
significant cost advantages compared to
incumbent UK high-street banks, but it has
enabled Starling to develop and launch new
products far more quickly as a result. Being
digital-first, Starling’s customer acquisition cost
is only £40 versus £250 for traditional banks –
with their numerous high-street branches to pay
for – and the customer payback period is only
2.5 months. This low-cost operational model
also generates far superior returns, boasting a
ROTE
††
of c. 45% (assuming NAV net of excess
capital) versus UK peers at 17%. Starling’s
banking business is also the perfect case study
for the company’s SaaS offering, the Engine
platform being built on the exact architecture
that Engine offers to new potential clients
–100% API
†††
uptime, zero customer downtime,
and the industry-leading Net Promoter Score.
We believe that the Engine platform represents
a compelling growth opportunity, with
management targeting c. £100m in ARR
††††
within two years. Admittedly, Engine has just
two clients to date, Salt Bank in Romania and
AMP Bank in Australia, which contributed
just c. £9m in fee revenue in FY25. However,
Starling management recently disclosed
that they have signed a “Globally Systematic
Financial Institution” for a deal potentially worth
£50m ARR, with an additional five deals still “in
discovery”.
At the current carrying value, AVI estimates
Chrysalis’ position in Starling Bank to be worth
£3.3bn, or c. 3.2x trailing book value. This
compares to 1x for the UK incumbent banks.
Although this is a premium multiple, we believe
that Starling’s exceptional unit economics and
growth potential more than justify it. Should
we see Engine formally announce new major
clients, we believe there could be significant
further upside.
Elsewhere, we remain excited by Chrysalis’
position in recently listed Klarna (13% of NAV),
and believe that the market continues to
undervalue the company relative to its primary
peer, Affirm. This is despite Klarna being the
number one global player in Buy-Now-Pay-
Later financing, leveraging its fixed-term bank
deposit-driven funding model to extend its
short duration loan-book to consumers.
Chrysalis closed the period at a -29% discount
to its NAV. We continue to engage with the
board on the company’s future strategy, AGT
owning over 12% of the company.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
† Software as a Service.
†† Return on tangible equity. For definition, see Glossary
on pages 110 to 114.
††† For definition, see Glossary on pages 110 to 114.
†††† Annual Recurring Revenue. For definition, see Glossary
on pages 110 to 114.
Closed-ended Fund
03.
Chrysalis
Investments
AVI Global Trust plc / Annual Report 2025
39
GIR
FS
OR
SI
SR
% of net assets
1
N/A*
Discount
N/A*
% of investee company
N/A*
Total return on position
FY25 (local)
2
42.1%
Total return on position
FY25 (GBP)
49.3%
Contribution (GBP)
3
202bps
ROI since date of initial
purchase
4
166.0%
C
Despite only being held for little more than the
first two months of the financial year, Apollo
(“APO”) was one of the largest contributors
with a share price increase of +47% in GBP
over this short period. Buoyed first by stellar
Q3 2024 results and then – just a day later – by
a US election result that poured rocket fuel on
the US financials sector as a whole – and the
alternative asset managers (AAMs) in particular
– on optimism around a revival of deal activity
and the prospect of a more benign regulatory
environment.
We believe APO’s share price led the post-
election charge amongst its peers for two
specific reasons. Firstly, there had been
growing concerns that its life insurance
business, Athene, (more accurately described
as Retirement Services), might become subject
to increased regulatory oversight given an
increasing media focus on “private equity
owned insurers”. While even this label is highly
misleading, suggesting as it does that insurers
like Athene either sit within limited life funds –
they do not – and/or that their balance sheets
are loaded with private equity investments
managed by their owner – in most cases,
certainly in Athene’s, they are not – the fact is
that the election result reduced the probability
of tightened regulation to close to zero.
Secondly, the change in administration raised
the prospects of alternative investments being
allowed into the $12trn 401(k) US pension
market. While there were no legal restrictions
on such pension plans investing in private
assets, fears of litigation had prevented
any such moves to date. We note that a
subsequent executive order in August 2025
unequivocally laid the grounds for removing
“the regulatory burdens and litigation risk”
around such investments.
With its experience in retirement services, via
its ownership of Athene, and having been
first to identify what Rowan terms the “Fixed
Income Replacement Opportunity” (replacing
a portion of the ~$40trn public investment
grade market with private investment grade
credit), APO is arguably the best placed of all
its peers to capitalise on an opening up of the
401(k)market.
We bought APO in 2021, at a time when we
believed the AAM sector was misunderstood
and undervalued; when valuations for balance
sheet heavy companies like APO and KKR
(note AGT also owned KKR for four years up
until mid-2024) within the sector were overly
penalised; and when APO’s share price was
suffering from the scandal around former CEO
Leon Black’s links to Jeffrey Epstein. Our thesis
was that the market viewed the companies
as levered plays on financial markets when,
in fact, the bulk of their value resides in their
high-quality, visible, recurring, and predictable
streams of fee-related earnings derived
from management fees charged on long
durationcapital.
In the specific case of APO, there were also
concerns ahead of its merger with its sister
company, Athene. Life insurance businesses
are, understandably, often lowly rated by the
market. But the reasons why they are so –
unpredictable liabilities with tail risks (e.g., long-
term care) and hard-to-hedge liabilities such
as Variable Annuities – simply do not apply to
Athene which has a highly focused business
model predominantly centred on fixed annuities.
As such, Athene can be looked at as effectively
a spread-lending business, earning a spread
between the rates paid on annuities and the
yields earned on its investments. Its fixed
income portfolio (95% of total assets) is 96%
investment-grade, with Athene seeking to
earn a return premium from complexity and
illiquidity rather than from taking duration or
additional credit risk and targeting a mid-to-
high-teens return on equity. Life insurance
businesses are also correctly perceived as
being capital intensive, and this was a source
of some disquiet when the Apollo/Athene
merger was announced. But capital intensity
is not a bad thing if one is earning high returns
on that capital; and, as we understood at the
time, an increasing proportion of Athene’s
growth was likely to be funded by third-party
“sidecar”vehicles.
While consensus estimates of forward earnings
increased over our holding period, the bulk of
returns came from multiple expansion as the
market favourably reassessed the company’s
earnings quality and the duration of its
growthopportunity.
With our view and that of the market much
more aligned, we sold our position in December
2024, just after the announcement of APO’s
inclusion in the S&P 500. This long-awaited
event was met with a disappointing reaction by
the market, perhaps because the shares being
on the cusp of inclusion for so long meant it
was more priced in than we had assessed.
We were still pleased with overall returns of
+166% and an IRR of +41% over our three-
and-a-half year holding period vs. +28% / +9%
for the MSCI ACWI and +42% / +13% for the
S&P 500. We note that, at the time of writing,
Apollo’s shares sit -27% below where we sold
the last of our holding. We continue to monitor
Apollo and the wider peer group as part of our
investment universe.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over theyear.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
* The Company no longer had a position in this
investment as at 30 September 2025.
Holding Company
04.
Apollo Global
Management
Investment Review / Portfolio Review continued
Contributors continued
AVI Global Trust plc / Annual Report 2025
40
% of net assets
1
1.8%
Discount
-37%
% of investee company
0.1%
Total return on position
FY25 (local)
2
51.9%
Total return on position
FY25 (GBP)
47.9%
Contribution (GBP)
3
153bps
ROI since date of initial
purchase
4
25.0%
C
Toyota Industries was AGT’s fifth largest
contributor over the financial year, adding
+153bps to NAV. The investment delivered
strong returns following Akio Toyoda’s proposal
for Toyota Industries to be taken private,
vindicating our long-held thesis that the market
was fundamentally mispricing the value trapped
within the Toyota Group’s complex cross-
shareholding structure.
By way of reminder, we initiated our position
in Toyota Industries in November 2023, with
an investment case predicated on the low
implied valuation of the Toyota Industries stub,
due to the outsized value of the Toyota Group
cross-shareholdings, which accounted for
93% of the company’s then market cap. We
were also attracted to the company’s dominant
market position as the number one supplier of
forklift trucks (30% global share) and auto AC
compressors (50% share globally), with long-
term growth potential in logistics solutions from
the continued expansion of e-commerce.
It was our opinion at the time that Toyota’s
management were under significant pressure
to correct the company’s lowly valuation and
capital inefficiencies.
This followed the requests made by the Tokyo
Stock Exchange for companies trading under
1x book value to disclose value improvement
plans, as well as the mounting scrutiny from
Toyota shareholders, as evidenced by the
Toyota Motor Chairman’s historically low
approval rating of 72% in 2024 (or just 57% if
excluding Toyota Group companies).
Our thesis materialised in April 2025, when
initial reports began circulating that Akio
Toyoda, Chairman of Toyota Motor and
grandson of Toyota’s founder, wanted to take
Toyota Industries private in a rumoured $42bn
transaction – one of the largest such deals in
history. The potential proposal represented
a seismic shift for Japanese corporate
governance, with Toyota long seen as the
ultimate symbol of resistance to reform.
However, the outcome was not without
disappointments.
The formal offers then arrived some six weeks
later at just ¥16,300 per share ($33bn),
representing an 11% discount to the prevailing
market price and a lowly +23% premium to the
undisturbed share price.
This offer reflects the risks of insider-led
transactions rather than competitive auction
processes. The deal, while still addressing
the cross-shareholding issues that had long
frustrated value-oriented investors, prioritised
the interests of the Toyota founding family and
group companies over minority shareholders.
The offer came in well below what we felt was
a fair value for Toyota Industries, with the AVI
estimate nearer ¥20,000 per share (a c.+50%
premium from the undisturbed price).
Given the material re-rating in the shares when
the potential deal was first leaked, we took
the decision at the time to reduce our stake
by 50%, cutting our weighting from 4% to 2%
of AGT’s NAV by the end of June 2025. This
allowed us to crystallise substantial gains at
a premium to the eventual tender offer price,
while maintaining exposure to what we believe
remains one of the most significant corporate
governance stories in modern Japan.
We continue to believe that the Toyota
Industries deal will be remembered as a
watershed moment for Japanese corporate
governance, demonstrating that even the most
entrenched resistance to reform can ultimately
yield to sustained activist pressure and
changing market dynamics.
Although we remain disappointed by the pricing
and structure of the deal as it stands, the
investment in Toyota Industries exemplifies how
AVI’s approach of patient capital deployment
into mispriced situations, where there is room
to engage constructively with management
teams, can provide real catalysts to unlock
significant trapped value. Over the course of
our investment, we have earned an IRR/ROI
†
of
+20%/+25%.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
† Internal Rate of Return/Return on Investment.
Asset-backed
Special Situation
05.
Toyota
Industries
Source / Gorodenkoff via Shutterstock
Investment Review / Portfolio Review continued
Detractors
AVI Global Trust plc / Annual Report 2025
41
GIR
FS
OR
SI
SR
% of net assets
1
3.8%
Discount
-62%
% of investee company
4.1%
Total return on position
FY25 (local)
2
-50.3%
Total return on position
FY25 (GBP)
-48.2%
Contribution (GBP)
3
-405bps
ROI since date of initial
purchase
4
-48.2%
D
Gerresheimer (“GXI”), the German
conglomerate, was the largest detractor
from your Company’s performance, costing
-405bps, with a return of -48% in GBP.
By way of reminder, we started building a
position in GXI in late 2024 and early 2025.
At the time, our thesis was simple: GXI offers
exposure to a leading player in the oligopolistic
pharmaceutical primary packaging market,
with high barriers to entry and attractive growth
prospects. However, these merits were not
reflected in the group’s stock market valuation,
with the company trading at a significant
discount to our estimated NAV. We saw
numerous paths to unlock value, most notably
through the strategic review of its Moulded
Glass division, but were also encouraged
by reported private equity interest in the
entirebusiness.
Whilst the investment thesis was simple,
our experience has been anything but. In
June 2025, the company issued a third
effective profit warning within the last nine
months, with it becoming apparent that
internal controls and tracking of the business
performance were poor, further damaging the
relationship and credibility that the company
had with the investment community. In
response, we published a public letter to the
supervisory board which made three main
recommendations in order to restore and
protect value: 1) the need for new financial
leadership; 2) an accelerated exit of Moulded
Glass; 3) the establishment of a capital
allocation committee.
Since this point, two of our three demands have
been addressed: the CFO has been replaced
and GXI has publicly committed to exit Moulded
Glass. We view these as important steps in
the right direction and have been encouraged
by our early conversations with the new CFO
Wolf Lehmann. As we saw it, the company
has considerable self-help potential, a strong
path ahead to unlock value, with private equity
interest in the company having dissipated.
However, this progress and optimism was
de-railed by news in September 2025 when
BaFin, the German regulator, announced an
investigation into Gerresheimer, leading to a
further setback in the share price. In a so-called
Special Matter Audit the question relates to the
treatment of certain Bill & Hold contacts and
whether revenue was correctly recognised in
2024, or whether in fact it should have been
recognised in 2025. Whilst this appears to be
a discrete issue, affecting c.2% of revenues,
investors have not unreasonably run for the
hills, with little tolerance for a management
team and supervisory board that have shown
themselves to be at best incompetent. In our
view this only reinforces the need for wholesale
changes, with the reputation of the company
severely damaged.
With that said, there remains much to like about
Gerresheimer.
The core Containment Solutions and Delivery
Systems business remains the jewel in
the crown, supplying mission critical but
low proportion of total cost products into
end markets with attractive secular growth
prospects. Over the last half decade, the
business has continued to move up the value
chain toward High Value Solutions which, all
else being equal, should be conducive to better
growth, margins and valuation multiples. At
present none of this is reflected in the share
price, which embeds a significant discount of
7.8x NTM EV/EBITDA
†
/ 7.7x PE versus peers
at 19.1x / 26.6x. At current prices one is paying
an EV to Net Plant Property & Equipment
multiple of just 1.9x – a fact that likely cannot
escape peers who trade 5–10x or even certain
customers such as Novo Nordisk, for whom
GXI’s dual chamber CagriSema syringe is of the
utmost importance.
In order to arrest the decline and unlock the
considerable latent value we continue to actively
engage with the board, management and other
shareholders. Returns to date have been dismal
but we are optimistic of improvements to come
and will be working hard to secure them.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over theyear.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
† Next Twelve Months. For definition, see Glossary on
pages 110 to 114.
Holding Company
06.
Gerresheimer
AG
Source / Gerresheimer
Investment Review / Portfolio Review continued
Detractors continued
AVI Global Trust plc / Annual Report 2025
42
% of net assets
1
4.2%
Discount
-51%
% of investee company
1.6%
Total return on position
FY25 (local)
2
-23.6%
Total return on position
FY25 (GBP)
-26.1%
Contribution (GBP)
3
-167bps
ROI since date of initial
purchase
4
-18.4%
D
Rohto Pharmaceutical (“Rohto”) was the
second largest detractor, reducing performance
by -167bps with a return on our position of
-26% over the period (GBP).
Rohto is Japan’s leading skincare and eye-
drop manufacturing company. Our investment
thesis centres on the company’s combination
of high-quality fundamentals and an attractive
valuation, as Rohto continues to trade at a
meaningful discount to global cosmetic peers,
despite a strong track record of consistent
revenue growth and mid-teens operating
margins.
AVI believes that Rohto’s undervaluation is
driven by the focus on non-core businesses,
misleading investor relations communication,
and lower allocation to shareholder returns
than peers. Specifically, management needs to
reallocate its R&D
†
spending from the low-profit
prescription drug business and regenerative
medicine business, towards its high-value, high
market share product lines, such as skin care
products.
We initiated a position in Rohto in June 2024,
and in the early stages of our engagement
we privately sent constructive letters and
presentations to management. However, we
were only able to meet with one board member.
As such, in April 2025, we launched a public
campaign titled ‘Awakening Rohto’, which is
available to view on our website. The 100-page
presentation seeks to highlight the robustness
of the core skincare and eye drops businesses,
while articulating the need for management to
quantitatively justify ongoing investment in the
medical segment.
Within the cosmetics market, Rohto was not
alone in seeing its share price decline, with
close peers returning -25% on average over
the twelve-month period. This decline can be
partly attributed to the slowdown in the Chinese
market, while for Rohto specifically, core
skincare brand Melano CC saw a slowdown
in sales due to heightened competition
from private brands and South Korean
manufacturers entering the market.
Investors’ concerns about Rohto’s future
growth potential were somewhat alleviated
by the FY2025 first quarter earnings
announcement in August, with revenue rising
+20% YoY
††
while operating profit fell modestly
by -1% YoY, beating consensus guidance.
Full-year guidance remained unchanged,
with revenue forecast to grow by +8% YoY
and operating profit to increase by +2%. The
share price rose +14% in the day following the
announcement, with market confidence rising
particularly due to the recovery of core brands
in the cosmetics segment, as domestic sales
for the brand Hada Labo improved.
In a sign of improving shareholder
communication, shortly after our financial year
end in October, the company for the first time
held a meeting for shareholders and investors
to discuss the business strategy and brand
portfolio, with the Chairman, CEO, and an
external director making presentations. AVI
believes that this was a result of the pressure
on management to quantitatively explain the
future strategy.
Going forward, AVI will continue our
constructive engagement with management,
and we remain optimistic about the outlook
for the cosmetics business and future growth
potential overseas in both cosmetics and
OTC
†††
eye care. We will push Rohto to provide
more granular and quantitative disclosure on
the medical business segment, specifically
regarding a timeline for becoming profitable
and whether the investment meets the cost of
capital.
To date, the investment has generated an
ROI of -18%, and our engagement continues
unabated to unlock the substantial upside to
the intrinsic value.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
† Research & Development.
†† Year-on-Year.
††† Over The Counter.
Asset-backed
Special Situation
07.
Rohto
Pharma-
ceutical
Source / Rohto Pharmaceutical Co., Ltd.
AVI Global Trust plc / Annual Report 2025
43
GIR
FS
OR
SI
SR
% of net assets
1
N/A*
Discount
N/A*
% of investee company
N/A*
Total return on position
FY25 (local)
2
-22.2%
Total return on position
FY25 (GBP)
-20.0%
Contribution (GBP)
3
-70bps
ROI since date of initial
purchase
4
-50.4%
D
During the period we exited the position in IAC,
which detracted -70bps.
What started out as a small and highly
successful investment (predicated on the
spin-off of Vimeo) became a much larger
and painful investment. Returns were both
a function of terrible NAV performance and
significant discount widening (selling on
an average -42% discount vs. an average
purchase on a -29% discount).
In terms of the NAV performance, we
made two mistakes. In the case of Angi we
mistook operational complexity for a moat,
and the business found it much harder than
we anticipated to grow both sides of its
marketplace. In the case of Dotdash Meredith,
both we and IAC management were culpable of
mistaking cyclical forces for secular. The growth
rates Dotdash achieved in 2021/22 were
unsustainable and were cyclical in nature, not
secular. In turn, Meredith was unable to deliver
on the high targets set out at the time of the
merger with Dotdash.
Over time we also became more cautious
about management and the widening gap
between their words and actions (e.g. the lack
of share buybacks from 2021 to 2025). With
hindsight this inaction should have offered us
more of warning sign.
That said, taking a step back, it serves as a
great reminder of the powers of diversification
and portfolio management. As Howard Marks
says, “diversification allows investors to dare
to be wrong.” This is important as invariably
we will make mistakes from time to time but
in such a way that the portfolio returns are not
excessively damaged. It is inevitable that we will
make more mistakes in the future, but we hope
that they will be different ones.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
* The Company no longer had a position in this
investment as at 30 September 2025.
Holding Company
08.
IAC
Source / MGM Resorts International
MGM Resorts: 42% of IAC’s NAV
Investment Review / Portfolio Review continued
Detractors continued
AVI Global Trust plc / Annual Report 2025
44
% of net assets
1
2.2%
Discount
-18%
% of investee company
0.0%
Total return on position
FY25 (local)
2
-14.3%
Total return on position
FY25 (GBP)
-11.0%
Contribution (GBP)
3
-62bps
ROI since date of initial
purchase
4
67.7%
D
Christian Dior (“CDI”) – the French-listed
mono-holding company through which the
Arnault family control LVMH – was a meaningful
detractor. Over the course of the period, shares
in CDI declined by -24%, which was entirely
driven by a decline in the NAV, with the discount
largely unchanged at 18%.
Since LVMH was momentarily crowned
Europe’s first $500bn company in the spring
of 2023, the business has faced a plethora
of issues that have curtailed growth, reduced
margins and led to material cuts to earnings
estimates.
Generally speaking, the business has suffered
a cyclical post COVID normalisation, following
a period of unprecedentedly strong growth
(from 2018 to 2022 the all-important Fashon &
Leather Goods (“F&LG”) business saw organic
growth of +200%). This normalisation has been
exacerbated by the increased importance of
new/occasional customers, who are more
aspirational in nature compared to prior cycles,
as interest rates and reduced wealth impaired
spending power.
At the same time, we have seen a prolonged
slowdown in the Chinese economy (with the
Chinese cluster accounting for more than 30%
of industry revenues). This has also coincided
with the end of a period of super-normal growth
for Dior, in which revenues and operating profits
grew from ~€2.6bn and ~€500m respectively
in 2018 to ~€8.6bn and ~€3.4bn in 2023. (We
estimate that, despite Dior accounting for less
than one tenth of F&LG EBIT
†
at the start of the
period it accounted for somewhere between
a quarter and a third of the growth). Finally,
there is a sense of design fatigue across Louis
Vuitton and Dior, as well as excessive price
taking without commensurate innovation.
As well as material cuts to earnings
expectations, LVMH shares suffered a
significant de-rating as many investors have
questioned whether the issues facing the luxury
goods sector generally and LVMH specifically
were structural rather than cyclical. At the nadir
in June 2025, LVMH shares traded at just 14x
2025e EV/EBIT
††
and 20x 2025e PE
†††
(5.3%
FCF
††††
yield) and a significant 34% discount to
our estimated sum-of-the-parts
1
.
We used this period of weakness to bolster
our position, viewing the above issues as
temporary in nature. To date this has been well
rewarded – with the shares up by +22% from
the point at which we added. We continue to
see further upside because we believe that, as
in past cycles, LVMH will likely emerge stronger
as the leader in a structurally attractive industry,
with good growth prospects, margins and high
returns on capital. This bodes well for future
NAV growth, with room for Christian Dior’s
discount to narrow if and when the mono-
holding structure is collapsed, acting as a
further kicker.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
† Earnings Before Interest and Tax.
†† Enterprise Value.
††† Price to Earnings ratio.
†††† Free Cash Flow.
Holding Company
09.
Christian Dior
Source / Pakphipat Charoenrach
via Getty Images
AVI Global Trust plc / Annual Report 2025
45
GIR
FS
OR
SI
SR
% of net assets
1
N/A*
Discount
N/A*
% of investee company
N/A*
Total return on position
FY25 (local)
2
-9.0%
Total return on position
FY25 (GBP)
-7.3%
Contribution (GBP)
3
-40bps
ROI since date of initial
purchase
4
-6.9%
D
Our hedged position in Softbank Group
detracted -0.53% over the period.
Softbank Group is a Japanese-listed holding
company, founded in 1981 by Masa Son,
that holds a variety of listed and unlisted
technology-focused companies.
We initiated the position in June 2024. At the
time of investment, the discount had blown
back out to levels last seen during the COVID
sell-off, close to 60%. However, given the
lofty valuations of Softbank’s listed underlying
holdings, such as ARM Holdings, we also
hedged our exposure to the five largest listed
companies using total return short positions.
These short positions account for 86% of
Softbank Group’s NAV. Holding both the long
and short legs of the investment case via
total return swaps allowed us to get full equity
exposure without making the same capital
outlay as holding the shares directly and
minimised margin requirements due to netting.
Using this combination of long and short total
return swaps also allowed us to get the full
benefit from any discount narrowing, while
protecting us from downside risk in names
where we were not comfortable in their
valuations.
While we believed new investments and
substantial share buybacks were not mutually
exclusive, given the company’s strong balance
sheet, our conviction in the thesis waned as
it became clear that management’s priority
was overwhelmingly to preserve as much
capacity as possible for new AI-related
investments. We believed that this decision
would impact management’s ability to conduct
share buybacks and narrow Softbank’s wide
discount. As a result, we sold our shareholding
in April 2025.
1 For definitions, see Glossary on pages 110 to 114.
2 Weighted returns adjusted for buys and sells over the year.
3 Figure is an estimate by the managers and sum of
contributions will not equal quoted total return over the
financial year.
4 Figure quoted in GBP terms. Refer to Glossary on
pages 110 to 114 for further details.
* The Company no longer had a position in this
investment as at 30 September 2025.
Asset-backed
Special Situation
10.
Softbank
Group Corp
Source / Gorodenkoff via iStock
Investment Review / Portfolio Review continued
AVI Global Trust plc / Annual Report 2025
46
TOYOTA INDUSTRIES
A Pillar of Japanese
Corporate Identity
It is difficult to overstate the significance
of Toyota Motor in Japanese corporate
culture. It is not simply because of its
size or global importance as the world’s
largest automaker, but because it has
long embodied the ideals and core values
of Japan Inc.
Toyota’s success story was seen by the
nation as mirroring Japan’s rise from
post-war devastation and evolution into a
global powerhouse. For decades, Toyota
has epitomised “Japaneseness”; group
companies, cross-shareholdings, lifetime
employment, consensus decision-making and
keeping closed ranks. Corporate governance
naysayers have argued that it’s been these
very qualities that have kept companies like
Toyota strong, leading the company to be
seen by some as an “emblem of resistance
to corporate governance reform”.
The proposal by the grandson of Toyota’s
founder himself to initiate a buyout of
Toyota Industries in 2025 carries
substantial significance.
Akio Toyoda, Chairman of Toyota Motor,
stunned corporate Japan in late April 2025
when news emerged of plans to facilitate
one of the largest global privatisation deals
in history, valued at $42bn. The formal
announcement then came on 3 June.
From our position as constructive activists
long-invested in Toyota group companies,
there are several key points to highlight – both
encouraging and deeply frustrating.
From our perspective, this buyout is the direct
result of the shareholder pressure which had
been mounting against the Toyota Group for
some time. Foreign shareholders had been
an increasing presence on their register,
whilst Akio Toyoda’s approval rating at Toyota
Motor’s AGM fell to 72% from 96% in 2022
(only 57% excluding Toyota Group votes).
We at AVI had been applying pressure on the
company for years to consolidate or privatise.
Since 2015, we have been encouraging
management to unwind their cross-
shareholdings, which made up almost half of
Toyota Industries’ balance sheet assets. Our
efforts with Aichi, majority owned by Toyota
Industries, moved into the public sphere last
year when we launched “Taking Aichi Higher”.
In March 2025, Toyota Industries and Aichi
announced a transaction bringing Toyota
Industries’ controlling stake from 52% down
to 20%.
The deal structuring and execution, however,
has been opaque and biased.
When news first broke of the $42bn potential
deal in late April 2025, Toyota Industries
shares climbed to around ¥18,400, a level
which the market felt reflected fair value. The
formal tender offer announcement on 3 June
for ¥16,300 fell well short this, representing a
lowly 23% premium to the undisturbed share
price, well below the c. 44% average premium
for privatisation transactions on the Tokyo
Stock Exchange.
The market’s immediate reaction was
damning, as Toyota Industries’ shares
plummeted 12% in response.
Despite calls from over two dozen asset
managers, Toyota also declined to disclose
the detailed valuation models used to
determine the offer price. Most egregiously,
we feel the deal structure manipulates
the “majority of minority” safeguard, with
Toyota arguing it needs only 42% support
by dubiously classifying other Toyota Group
entities as “independent” shareholders.
In recent weeks, the Asian Corporate
Governance Association publicly stated
this deal “has the potential to either reinforce
or weaken the progress made in corporate
governance reforms.” We remain hopeful
that a more amenable deal outcome will
be reached.
Nonetheless, what Toyoda has accomplished
is something only Toyota could achieve.
They have dissolved a symbolic bastion
of resistance to corporate governance
reform. If even Toyota supports these
changes, there must be something to them.
Whilst the execution has disappointed
on pricing and process transparency, the
transaction itself represents a watershed
moment. For minority shareholders who
have supported the company through years
of governance challenges, this represents
tangible evidence that kaizen – the pursuit
of continuous improvement – can deliver
transformational change in corporate Japan,
even if imperfectly executed.
Source / Luis Alvarez via Getty Images
Investment Review / Outlook
JOE BAUERNFREUND
Outlook
In recent weeks there has been a chorus of alarm bells from
the great and good of financial markets – from Jamie Dimon, to
the IMF to the Bank of England – surrounding a potential stock
market bubble and AI. We do not profess to have any great
insight into what comes next, but in the same way a watched
pan never boils, markets don’t tend to correct just as everyone
warns they will.
Rather – they climb the wall of worry. How long for is obviously
the pertinent and unknowable question, but whilst the funding
taps remains open and positive reinforcement loops persist, the
answer is quite a long time. If and when a shock occurs we are
well placed to capitalise, with gearing having been reduced in
recent weeks and currently standing at 2.6%.
As readers of our reports will know, macro postulations
and predictions are not something upon which we focus or
devote energy to. Rather, our attention is on the bottom-up
fundamentals.
In this vein there is a lot to be excited about. As we have
explained for some time, the parts of the market upon which we
focus remain overlooked and ignored. This is reflected in wide
discounts, as indicated by the -39% portfolio weighted average.
We continue to believe that a focus on events, activism and
hard work will be key to unlocking value and driving returns, and
have assembled a concentrated-yet-diverse portfolio to reflect
this. Our experience shows these are the inputs for delivering
attractive long-term returns.
Joe Bauernfreund
CEO / CIO
Asset Value Investors Limited
11 November 2025
TOM TREANOR
Chief Executive Officer / Chief Investment Officer Head of Research
AVI Global Trust plc / Annual Report 2025
47
GIR
FS
OR
SI
SR
Governance / Directors
Your Board
AVI Global Trust plc / Annual Report 2025
48
Committee membership
Chairman
Member
A
Audit Committee
M
Management Engagement Committee
N
Nomination Committee
D
Disclosure Committee
Attendance at meetings
Name Board Audit
Management
Engagement Nomination Disclosure
Graham
Kitchen 5(5) 4(4) 2(2) 2(2) – (–)
Anja Balfour 5(5) 4(4) 2(2) 2(2) – (–)
Neil Galloway 5(5) 4(4) 2(2) 2(2) – (–)
June Jessop 5(5) 4(4) 2(2) 2(2) – (–)
Calum
Thomson 5(5) 4(4) 2(2) 2(2) – (–)
The number in brackets denotes the number of meetings each was entitled
toattend. The Disclosure Committee did not meet during the period.
GRAHAM KITCHEN
Independent Non-Executive
Chairman
CALUM THOMSON FCA
Senior Independent
#
Non-Executive Director
A
A
M
M
N
N
D
D
Appointed: January 2019
Appointed: April 2017
Chairman
Since December 2022
External Appointments:
Non-Executive Director and Senior Independent Director of
The Mercantile Investment Trust plc and Non-Executive Director
of Places for People.
Experience and Contribution:
Over 25 years’ experience as an investment manager at Invesco,
Threadneedle and, until March 2018, Janus Henderson, where
he was Global Head of Equities. He was previously Chair of
the Investment Committee for the Cancer Research Pension
Fund, member of the investment committee of Independent Age
and Chairman of Invesco Select Trust plc and Perpetual Asset
Management UK Limited. Graham held the position of Interim
Global Head of Investment Strategy at Perpetual Group until March
2024. Graham is an experienced fund manager and Head of
Investments and brings to the Board experience both of managing
investments and of managing teams of investmentmanagers.
Audit Committee Chairman
Since June 2017
External Appointments:
Non-Executive Director and Audit Committee Chairman of The
Diverse Income Trust plc, The Bank of London and The Middle
East plc, Ghana International Bank plc, Patria Private Equity
Trust plc and TPT Retirement Solutions Ltd. Non-Executive
Director of Schroder Unit Trusts Limited and Schroder Pension
Management Limited. He is also Chairman of The Tarbat Historic
Trust (a Pictish museum) and a trustee of Suffolk Wildlife Trust.
Experience and Contribution:
A qualified accountant with over 30 years’ experience in the
financial services industry, including 21 years as audit partner
at Deloitte LLP, specialising in the asset management sector.
Calum has wide ranging experience in auditing companies in
the asset management sector and latterly as a non-executive
director and audit committee chairman. He is fully qualified to
lead the Company’s Audit Committee.
Last re-elected to the Board: 2024
Annual Remuneration: £47,500*
Employment by the Investment Manager: None
Other connections with the
Company or InvestmentManager: None
Shared Directorships with any other
Company Directors: None
Shareholding in Company
†
: 44,490 Ordinary
Shares
Last re-elected to the Board: 2024
Annual Remuneration: £57,000
Employment by the Investment Manager: None
Other connections with the
Company or InvestmentManager: None
Shared Directorships with any other
Company Directors: None
Shareholding in Company
†
: 124.500* Ordinary
Shares
* 33,250 held by Jane Kitchen.
AVI Global Trust plc / Annual Report 2025
49
GIR
FS
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SR
ANJA BALFOUR
Independent Non-Executive
Director
#
JUNE JESSOP
Independent Non-Executive
Director
NEIL GALLOWAY
Independent Non-Executive
Director
A AAM MMN NND DD
Appointed: January 2018 Appointed: January 2023Appointed: September 2021
External Appointments:
Non-Executive Director of Scottish Friendly Assurance Society.
Experience and Contribution:
Over 20 years’ experience in managing Japanese and International
Equity portfolios for Stewart Ivory, Baillie Gifford and Axa Framlington.
Previously Chair of Schroder Japan Growth Fund plc and of The
Global Smaller Companies Trust plc, a trustee of Venture Scotland,
a member of the Finance and Corporate Services Committee of
Carnegie UK Trust and a Non-Executive Director of Martin Currie
Asia Unconstrained Trust plc. Anja brings to the Board experience
of managing Japanese portfolios, which is particularly relevant to the
Company’s Japanese equity investments, along with experience of
broader international funds and as a non-executivedirector.
Nomination Committee Chairman
Since February 2025
External Appointments:
Non-Executive Director of Aberforth Geared Value and Income
Trust Plc effective from 28 October 2025.
Experience and Contribution:
Previously Senior Business Manager at Stewart Investors and a
member of the EMEA Management Committee of First Sentier
Investors (of which Stewart Investors is a sub-brand).
June has spent 30 years in financial services, gaining broad
experience in portfolio management, client relationship, business
development and, latterly, general management roles. She has
been an investment manager for institutions, charities and private
clients and brings to the Board experience both of managing
assets of an investment trust and investing in investment trusts
on behalf of clients.
Last re-elected to the Board: 2024
Annual Remuneration: £37,000
Employment by the Investment Manager: None
Other connections with the
Company or InvestmentManager: None
Shared Directorships with any other
Company Directors: None
Shareholding in Company
†
: 52,000 Ordinary
Shares
Last re-elected to the Board: 2024
Annual Remuneration: £37,000
Employment by the Investment Manager: None
Other connections with the
Company or InvestmentManager: None
Shared Directorships with any other
Company Directors: None
Shareholding in Company
†
: 50,000 Ordinary
Shares
Last re-elected to the Board: 2024
Annual Remuneration: £37,000*
Employment by the Investment Manager: None
Other connections with the
Company or InvestmentManager: None
Shared Directorships with any other
Company Directors: None
Shareholding in Company
†
: 50,000 Ordinary
Shares
* Annual fee as at 30 September 2025. This will change once Ms Balfour takes
over as Senior Independent Director with effect from 19 December 2025 in line
with the fees set out on page 93.
# The Board has agreed that Anja Balfour will take over the role of Senior
Independent Director with effect from 19 December 2026.
† As at 11 November 2025.
Management Engagement CommitteeChairman
Since February 2023
External Appointments:
Non-Executive Director of The Merchants Trust PLC.
Experience and Contribution:
Currently based in London, Neil has spent most of his career
working in Asia but also has experience in the Americas, Europe
and the Middle East. Following a successful banking career,
he has held senior finance and management roles, almost
entirely with or for family-controlled companies, overseeing
finance, treasury, risk management, legal, IT, projects and
business development, with experience in significant business
transformation programmes in large and complex businesses.
He was previously CFO of Pepco Group N.V., Executive Vice
President of IWG PLC and an Executive Director and CFO of DFI
Retail Group Holdings Limited based in Hong Kong. His industry
experience spans banking, hospitality, retail (mass market, luxury
and franchise operations), real estate and services industries.
AVI Global Trust plc / Annual Report 2025
50
Governance / Report of the Directors
The Directors present their report and the audited financial statements for the year ended
30 September 2025.
Status
The Company is registered as a public limited company as defined by the Companies Act 2006
and is an investment company under Section 833 of the Companies Act 2006. It is a member of
the Association of Investment Companies (AIC).
The Company has been approved as an investment trust under Sections 1158/1159 of the
Corporation Tax Act 2010. The Directors are of the opinion, under advice, that the Company
continues to conduct its affairs as an Approved Investment Trust under the Investment Trust
(Approved Company) (Tax) Regulations 2011.
The Company’s Investment Manager is authorised as an AIFM by the Financial Conduct Authority
under the AIFMD regulations. The Company has provided disclosures on its website,
www.aviglobal.co.uk/disclosures, incorporating the requirements of the AIFMD regulations.
Review of the Year
A review of the year and the outlook for the forthcoming year can be found in the Strategic Report
and Investment Manager’s Review and a discussion of the Company’s consideration of business
relationships with suppliers, shareholders and others can be found in the s172 Statement.
Investment Objective
The objective of the Company is to achieve capital growth through a focused portfolio of
investments, particularly in companies whose shares stand at a discount to estimated underlying
net asset value.
Investment Policy
Investments are principally in companies listed on recognised stock exchanges globally, which may
include investment holding companies, closed-ended funds and other companies, the share prices
of which are assessed to be below their estimated net asset value or intrinsic worth.
Although listed assets make up the bulk of the portfolio, the Company may also invest in unlisted
assets with the prior approval of the Board. The total value of unlisted investments will not
represent more than 10% of total assets, measured at the time of making any investment.
It is intended that the Company will generally invest in equity instruments, however it may invest in equity-
related investments (such as derivatives and convertibles) where it believes that it is advantageous to
do so. Investment in equity related instruments may be in situations where an investment in a derivative
is more cost effective than a direct investment in equity and/or to gain geared exposure. Total market
exposure will always be subject to the limit on gearing set out below. The Company may also hedge
exposures through the use of derivative instruments and may also hedge its foreign currency exposures.
There are no geographic limits on exposure, as the Company invests wherever it considers that
there are opportunities for capital growth. Risk is spread by investing in a number of holdings,
many of which themselves hold a diversified portfolio of assets.
Potential investments falling within the scope of the Company’s investment objective will differ
over the course of market cycles. The number of holdings in the portfolio will vary depending upon
circumstances and opportunities within equity markets at any particular time. The Company will
not make any investment that would result in its exposure to any single issuer representing more
than 15% of the value of its total assets at the time of investment.
Subject always to this restriction, in order to comply with the Listing Rules, the Company will
not invest more than 10% of total assets in other listed closed-ended investment funds, except
that this restriction shall not apply to investments in listed closed-ended investment funds which
themselves have stated investment policies to invest no more than 15% of their total assets in
other listed closed-ended investment funds.
The Company is able to gear its assets to seek to enhance long-term capital growth and for the
purposes of capital flexibility and efficient portfolio management. Gearing may take the form of
bank borrowings, geared exposure using derivative instruments, and any other such methods
as the Board may determine. Gearing may vary substantially over time according to market
conditions, but gearing will not exceed 20% of net asset value at the time of drawdown of the
relevant borrowings or entering into the relevant transaction, as appropriate.
In accordance with the Listing Rules, the Company will not make any material change to its
published investment policy without prior approval of the FCA and the approval of its shareholders
by ordinary resolution. Such an alteration would be announced by the Company through a
Regulatory Information Service.
Distribution Policy
Dividend Policy
The Company will ensure that its annual dividend each year will be paid out of the profits available
for distribution and will be at least sufficient to enable it to qualify as an investment trust under
the Corporation Tax Act 2010. The Board may elect to pay a special dividend if appropriate.
The Company’s primary objective is to seek returns which may come from any combination of
increases in the value of underlying investments, a narrowing of discounts to underlying asset
value and distributions by investee companies. The Board does not set an income target for the
Investment Manager.
AVI Global Trust plc / Annual Report 2025
51
G
IR
FS
OR
SI
SR
Distribution Policy continued
Results and Dividends
The Company’s profit for the year was £120,148,000, which included a profit of £21,767,000
attributable to revenue (2024: profit of £142,657,000 which included a profit of £18,942,000
attributable to revenue). The profit for the year attributable to revenue has been applied as follows:
£’000
Current year revenue available for dividends 21,767
Interim dividend of 1.50p per Ordinary Share paid on 25 July 2025 6,361
Recommended final dividend payable on 2 January 2026 to shareholders on
the register as at 28 November 2025 (ex dividend 27 November 2025): 12,371*
- Final dividend of 3.00p per Ordinary Share
18,732
* Based on shares in circulation on 6 November 2025.
Frequency of Dividend Payment
The Company will normally pay two dividends per year: an interim dividend declared at the time
that the half year results are announced, and a final dividend declared at the time that the annual
results are announced. The final dividend will be subject to shareholder approval at the Annual
General Meeting each year.
Buybacks
The Company may also distribute capital by means of share buybacks when the Board believes
that it is in the best interests of shareholders to do so. Authority to buy back shares is sought from
shareholders at each Annual General Meeting.
Gearing Levels
Under normal market conditions, it is expected that the portfolio will be fully invested, although
net gearing levels may fluctuate depending on the value of the Company’s assets and short-term
movements in liquidity.
The Company’s debt as a percentage of total equity as at 30 September 2025 was 14.1%
(2024: 14.6%) (gross gearing, debt at fair value). Long-term debt comprised six tranches of Loan
Notes of £30m, €30m, €20m, ¥8bn, ¥4.5bn and ¥5bn.
The Company’s capital structure comprises Ordinary Shares and Loan Notes.
Ordinary Shares
At 30 September 2025, there were 435,284,755 Ordinary Shares of 2 pence each in issue (2024:
487,662,627 Ordinary Shares) of which 21,873,084 (2024: 45,600,956) were held in treasury and
therefore the total voting rights attaching to Ordinary Shares in issue were 413,411,671.
Income entitlement
The profits of the Company (including accumulated revenue reserves) available for distribution and
resolved to be distributed shall be distributed by way of interim, final and (where applicable) special
dividends among the holders of Ordinary Shares, subject to the payment of interest to the holders
of Loan Notes.
Capital entitlement
After meeting the liabilities of the Company and the amounts due to Loan Note holders on a
winding-up, the surplus assets shall be paid to the holders of Ordinary Shares and distributed
among such holders rateably according to the amounts paid up or credited as paid up on their
shares.
Voting entitlement
Each Ordinary shareholder is entitled to one vote on a show of hands and, on a poll, to one vote
for every Ordinary Share held.
The Notice of Meeting and Form of Proxy stipulate the deadlines for the valid exercise of voting
rights and, other than with regard to Directors not being permitted to vote their shares on matters
in which they have an interest, there are no restrictions on the voting rights of Ordinary Shares.
Transfers
There are no restrictions on the transfer of the Company’s shares other than a) transfers by
Directors and Persons Discharging Managerial Responsibilities and their connected persons during
closed periods under the Market Abuse Regulation or which may constitute insider dealing,
b) transfers to more than four joint transferees and c) transfers of shares which are not fully paid up
or on which the Company has a lien provided that such would not prohibit dealings taking place
on an open and proper basis.
The Company is not aware of any agreements between shareholders or any agreements or
arrangements with shareholders which would change in the event of a change of control of the
Company.
AVI Global Trust plc / Annual Report 2025
52
Loan Notes
At 30 September 2025, there were in issue the following unsecured private placement notes
(the Loan Notes).
Description Issued
Income
entitlement Maturity
Estimated
Fair Value
£30m 4.184% Series A Sterling 15 Jan 2016 4.184% 15 Jan 2036 £25.6m
Senior Unsecured Loan Notes 2036
€30m 3.249% Series B Euro 15 Jan 2016 3.249% 15 Jan 2036 £24.0m
Senior Unsecured Loan Notes 2036
€20m 2.93% Euro Senior 1 Nov 2017 2.93% 1 Nov 2037 £15.2m
Unsecured Loan Notes 2037
¥8bn 1.38% Senior 6 Jul 2022 1.38% 6 Jul 2032 £37.2m
Unsecured Loan Notes 2032
¥4.5bn 1.44% Senior 25 Jul 2023 1.44% 25 Jul 2033 £20.8m
Unsecured Loan Notes 2033
¥5bn 2.28% Senior
Unsecured Loan Notes 2039
12 Sep 2024 2.28% 12 Sep 2039 £23.0m
The Loan Notes are unsecured. If the Company is liquidated, the Loan Notes are redeemable by
the Company at a price which is in each case the higher of par and the terms set out in the table
below:
Description Redemption terms
£30m 4.184% Series A Sterling
Senior Unsecured Loan Notes 2036
The price at which the Gross Redemption Yield on the
date of redemption is equivalent to the yield on a reference
UK government bond.
€30m 3.249% Series B Euro Senior
Unsecured Loan Notes 2036
and €20m 2.93% Euro Senior
Unsecured Loan Notes 2037
The price at which the Gross Redemption Yield on the
date of redemption is equivalent to the yield on a reference
German government bond.
Description Redemption terms
¥8bn 1.38% Senior Unsecured
Loan Notes 2032
50% of the notional value of the issued loans could be
redeemed at the price at which the Gross Redemption
Yield on the date of redemption is equivalent to the yield
on a reference Japanese government bond, while for the
50% of swapped notes the redemption price is equivalent
to the yield on a reference US Treasury plus 0.5%.
¥4.5bn 1.44% Senior Unsecured
Loan Notes 2033 and ¥5bn 2.28%
Senior Unsecured Loans 2039
The price at which the Gross Redemption Yield on the
date of redemption is equivalent to the yield on a reference
Japanese government bond.
Had the Company been liquidated on 30 September 2025, the total redemption premium would
have amounted to £16.2m over and above the fair values.
Voting entitlement
The holders of the Loan Notes have no right to attend or to vote at general meetings of the Company.
Debt Covenants
Under the terms of the Loan Notes, covenants require that the net assets of the Company shall
not be less than £300,000,000 and total indebtedness shall not exceed 30% of net assets.
Significant agreements
Other than the Loan Notes set out above, the Company is not aware of any significant agreements
to which the Company is a party that take effect, alter or terminate upon a change of control of the
Company following a takeover bid.
Directors and Board Structure
The Directors of the Company are listed on pages 48 and 49. All served throughout the period
under review.
In accordance with the AIC’s Code of Corporate Governance, all of the Directors will retire at the
forthcoming AGM and offer themselves for re-election. During the year under review, the Board
carried out a review of its performance and the performance of each of the individual Directors. In
reviewing the contribution of each Director, the Board considered the experience of each Director,
as set out under the individual Directors’ biographies on pages 48 and 49 and the ways in which
they contributed to the Board during the year. The Board performance review concluded that the
Board continued to function well and no matters for concern were identified. Having considered
the findings of the annual review, the Board considers that all Directors contribute effectively,
possess the necessary skills and experience and continue to demonstrate commitment to their
roles as non-executive Directors of the Company.
Governance / Report of the Directors continued
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Directors and Board Structure continued
It was therefore agreed that all Directors should stand for re-election, and the re-election of each
of the Directors is recommended by the Board. During the year, the Board took the feedback
from the 2024 Board evaluation into account and undertook a detailed discussion of the matters
which had been suggested as focus areas for the Board during a Strategy meeting held in May
2025, as well as discussing these during Board meetings held throughout the year as appropriate.
A number of actions have resulted from these discussions, including more consistently holding
‘Board only’ sessions ahead of Board meetings, increased monitoring of the impact of the other
funds managed by AVI, monitoring of succession planning at AVI and succession planning for the
Board, as discussed on page 54.
The Company has provided indemnities to the Directors in respect of costs or other liabilities which
they may incur in connection with any claims relating to their performance or the performance of
the Company whilst they are Directors.
New appointees to the Board are provided with a full induction programme. The programme
covers the Company’s investment strategy, policies and practices. The Directors are also given
key information on the Company’s regulatory and statutory requirements as they arise, including
information on the role of the Board, matters reserved for its decision, the terms of reference for
the Board Committees, the Company’s corporate governance practices and procedures and the
latest financial information.
It is the Chairman’s responsibility to ensure that the Directors have sufficient knowledge to fulfil
their roles and Directors are encouraged to participate in training courses where appropriate. The
Directors have access to the advice and services of the Company Secretary through its appointed
representative which is responsible to the Board for ensuring that Board procedures are followed
and that applicable rules and regulations are complied with. The Company Secretary is also
responsible for ensuring good information flows between all parties.
The Directors, in the furtherance of their duties, may take independent professional advice at the
Company’s expense.
The beneficial interests of the current Directors and their connected persons in the securities of
the Company as at 30 September 2025 are set out in the Directors’ Report on Remuneration
Implementation on page 97.
The general powers of the Directors are contained within the relevant UK legislation and the
Company’s Articles of Association. The Directors are entitled to exercise all powers of the
Company, subject to any limitations imposed by the Articles of Association or applicable
legislation. The Articles of Association may only be amended by way of a special resolution of
shareholders.
Board Independence
The Chairman and all Directors were considered independent of the Investment Manager at
the time of their appointment and, in line with the guidelines of the AIC Code of Corporate
Governance, all continue to be considered independent.
Policy on Tenure of Directors
The Board has a policy requiring that Directors should stand down after a maximum of nine years,
but will consider the term of the Chairman separately, taking account of the need for an orderly
transition.
It considers that a long association with the Company and experience of a number of investment
cycles can be valuable to its deliberations and does not compromise a Director’s independence.
However, it does also recognise the need for progressive refreshing of the Board. Please refer to
page 54 for further details on current succession planning.
Role and Responsibilities of the Chairman
The Chairman leads the Board and is responsible for its overall effectiveness in directing the affairs
of the Company. Key aspects of the Chairman’s role and responsibilities are to:
• Act with objective judgement
• Promote a culture of openness and debate
• Facilitate constructive Board relations and the effective contribution of all Directors
• Working with the Company Secretary, ensure that all Directors receive accurate and timely
information so that they can discharge their duties
• Seek regular engagement with the Company’s shareholders
• Act on the results of the annual evaluation of the performance of the Board, its Committees
and individual Directors.
Graham Kitchen was independent on appointment and remains independent as set out in
the AIC Code.
Role and Responsibilities of the Senior Independent Director
The key elements of the Senior Independent Director’s role are to:
• Act as a sounding board for the Chairman
• Lead the annual evaluation of the Chairman as part of the annual evaluation process
• In the event of any major difference of opinion on the direction of the Company, act as an
intermediary between the Chairman, other Directors and the Investment Manager
• Provide a conduit for views of shareholders in the event that the usual channels are not
available or not suitable in the circumstances.
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Board Committees
The Board has agreed a schedule of matters specifically reserved for decision by the full Board,
subject to which the Board has delegated specific duties to Committees of the Board which
operate within written terms of reference. The Board considers that, as it is comprised of
independent non-executive Directors, it is not necessary to establish a separate Remuneration
Committee. Each Director abstains from voting on their individual remuneration.
MUFG Corporate Governance Limited acts as Company Secretary to each Committee. No persons
other than the Committee members are entitled to attend Committee meetings unless formally
invited by the Committee. Copies of the terms of reference for each Board Committee are available
from the Company Secretary and can be found on the Company’s website. As the Company has
only five Directors, all of whom are non-executive, it is the Board’s policy that all Directors will sit on
all Board Committees.
Audit Committee
The Audit Committee met four times in the year under review. The Committee comprises the
whole Board, being independent Directors and is chaired by Mr Thomson. All members of the
Committee have recent and relevant financial experience and the Committee as a whole has
competence relevant to the sector in which the Company operates. The Audit Committee has set
out a formal Report on pages 89 to 92 of the Annual Report.
The Board notes that the AIC Code permits the Chairman of the Board to be a member of the
Audit Committee of an investment trust. In light of the fact that the Board consists of only five
members and recognising the Chairman’s long experience in investment management, the Audit
Committee resolved to continue the Chairman’s appointment to the Committee.
Management Engagement Committee
The Management Engagement Committee meets at least once each year and comprises the whole
Board, being independent Directors. Mr Galloway is the Chairman of the Management Engagement
Committee. The main functions of the Committee are to define the terms of the Investment Management
Agreement (IMA), ensuring that the Investment Manager follows good industry practice, is competitive
and continues to act in the best interests of shareholders. The Committee monitors the Investment
Manager’s compliance with the terms of the IMA and the Investment Manager’s performance.
During the year, the Committee considered AVI’s compliance function and met with the Investment
Manager’s external compliance advisor. The Committee also recommended that the Board
commission an external review of the Investment Management Agreement and the Depositary and
Global Custody agreements. The results of the reviews were discussed by the Committee and
resulted in some amendments being made to the Investment Management Agreement to ensure
that it complies with current best practice.
The Committee also reviews the services and performance of the Company’s other third-party
service providers. The Committee has a procedure for formal annual reviews of all service
providers and also occasionally carries out further, ad hoc, reviews as it deems to be necessary.
Nomination Committee
The Nomination Committee comprises the whole Board. The Committee was previously chaired
by Mr Thomson, but as the Committee will be focused on recruiting his successor, Ms Jessop was
appointed as Chairman of the Nomination Committee during the year. The Nomination Committee
convenes to undertake the annual appraisal of the performance of the Board, its Committees and
the Directors and, if agreed, to propose the re-election of the Directors, each of whom will retire at
the AGM.
The Nomination Committee maintains a matrix which summarises the key skills and experience of
each Director and which is reviewed at least once per year. This skills matrix is a key element of
the process of ensuring that the Board has an appropriate mix of skills and experience and will be
used when considering longer-term succession plans, as well as identifying any areas which may
require strengthening. The matrix will also be taken into account when compiling the specification
for candidates for new Board appointments.
The Nomination Committee also meets to consider succession plans and the appointment of new
Directors to the Board. Candidates for nomination may be sourced from outside the Company
using third-party search and selection services, as well as potential candidates known to Directors
through their extensive knowledge of the industry.
Following a review of the length of the current Directors’ tenure, the intention is currently for
Mr Thomson to retire at the 2026 AGM and for the search for his replacement to commence in
2026, to ensure an orderly handover. In the meantime, the Board has agreed that Anja Balfour will
take over the role of Senior Independent Director with effect from 19 December 2025. In order to
identify suitable candidates, an external recruitment agency will be used and the criteria for the
search will take in account the skills matrix and the fact that Mr Thomson currently chairs the Audit
Committee. As discussed on the following page, diversity considerations will also be taken into
account.
Disclosure Committee
A Disclosure Committee, comprising all Directors, meets when required to ensure that inside
information is identified and disclosed, if necessary, in a timely fashion in accordance with relevant
law and regulation.
Due to the necessity for meetings to be called on short notice, the quorum for the Committee is
two members, one of whom shall be either the Chairman, the Chairman of the Audit Committee or
the Senior Independent Director.
Diversity
The Company is committed to ensuring that any vacancies arising are filled by the most qualified
candidates. The Board has adopted a diversity policy, which acknowledges the benefits of
diversity, and remains committed to ensuring that the Company’s Directors bring a wide range of
skills, knowledge, experience, backgrounds and perspectives to the Board.
Governance / Report of the Directors continued
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Diversity continued
Whilst the Board does not feel that it would be appropriate to set targets as all appointments are
made on merit, the following objectives for the appointment of Directors have been established:
(i) all Board appointments will be made on merit, in the context of the skills, knowledge and
experience that are needed for the Board to be effective; and (ii) long lists of potential non-
executive Directors should include diverse candidates of appropriate merit.
The Board notes the FCA targets for diversity and inclusion on company boards included in Listing
Rule 6.6.6 (9-11):
• At least 40% of individuals on the Board to be women;
• At least one senior Board position to be held by a woman; and
• At least one individual on the Board to be from a minority ethnic background.
In accordance with Listing Rule 6 Annex 1R, the below tables, in prescribed format, show the
gender and ethnic background of the Directors at the year-end.
Gender identity or sex
Number of
Board members
Percentage
of the Board
Number of
senior positions
on the Board
Men 3 60% 2*
Women 2 40% –
Not specified/prefer not to say – – –
* The Board has agreed that Anja Balfour will take over the role of Senior Independent Director with effect from
19 December 2025.
Ethnic background
Number of
Board members
Percentage
of the Board
Number of
senior positions
on the Board
White British or other White
(including minority white groups) 5 100% 2
Mixed/Multiple Ethnic Groups – – –
Asian/Asian British – – –
Black/African/Caribbean/Black British – – –
Other ethnic group – – –
Not specified/prefer not to say – – –
The data in the above tables was collected through self-reporting by the Directors, who were asked
to indicate which of the categories specified in the prescribed tables were most applicable to them.
As an externally managed company, the Company does not have any employees. The Board
acknowledges the importance of diversity for the effective functioning of the Board which helps
to create an environment for success and effective decision making. The Board is aware of the
recommendations of the Hampton-Alexander Review on gender diversity and the Parker Review
on ethnic diversity and inclusion on company boards. The Company is pleased to have met the
target for at least 40% of individuals on the Board to be women but does not currently meet the
targets for at least one senior Board position to be held by a woman and at least one individual on
the Board to be from a minority ethnic background. As reported in the 2024 Annual Report, the
Board and Nomination Committee previously considered whether an additional Director should be
appointed to meet the ethnic diversity target. Following discussion, it was agreed that it was not in
the best interest of shareholders to increase the size of the Board or to replace any of the current
Directors before the end of their term. The targets have been and will continue to be taken into
consideration in respect of the recruitment of all new Directors of the Company, including during
the recruitment exercise in the coming year, as described on page 54. Whilst recruitment will be
carried out in line with the diversity policy discussed on the previous page, care will be taken that
the recruitment agency used for the search has strong credentials in sourcing candidates from a
wide variety of backgrounds. Diversity considerations will be taken in account during the selection
of the most suitable candidate.
As the Board is made up wholly of non-executive Directors it only has two roles which are classed
in the UK Listing Rules as “senior”, namely the Chairman and Senior Independent Director. With
effect from 19 December 2025 Ms Balfour will fulfil the position of Senior Independent Director
and, as a consequence, this target will then be met. The Board is focused on addressing all of
the relevant targets and, through its Nomination Committee, will keep these matters under regular
review and will take account of the targets when appointing further Board members in the future.
Management Arrangements
AVI, the Investment Manager, is the Company’s appointed AIFM, and is engaged under the terms of an
Investment Management Agreement dated 9 July 2025. The IMA is terminable by six months’ notice
from either party, other than for “cause”. During the year, the IMA was reviewed and updated to reflect
regulatory developments and industry practice and to consolidate previously agreed side letters.
During the year under review, the Investment Manager was entitled to an annual management fee
of 0.70% of the net assets of the Company, up to £1bn and 0.60% for that proportion of assets
above £1bn.
J.P. Morgan Europe Limited was appointed as Depositary under an agreement with the Company
and AVI dated 2 July 2014, and is paid a fee on a sliding scale between 1.00 basis points* and
1.95 basis points based on the assets of the Company. The Depositary Agreement is terminable
on 90 calendar days’ notice from either party.
* See Glossary
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Management Arrangements continued
JPMorgan Chase Bank, National Association, London Branch, has been appointed as the
Company’s Custodian under an agreement dated 2 July 2014. The agreement will continue for so
long as the Depositary Agreement is in effect and will terminate automatically upon termination of
the Depositary Agreement, unless the parties agree otherwise.
MUFG Corporate Governance Limited was appointed as corporate Company Secretary on
1 April 2014. The current annual fee is £95,241, which is subject to an annual Retail Prices Index
increase. The Agreement may be terminated by either party on six months’ written notice.
Fund administration services are provided by Waystone Administration Solutions (UK) Limited with
an annual fee of £150,524. This fee is subject to an annual increase linked to the UK Retail Prices
Index.
Continuing Appointment of the Investment Manager
The Board keeps the performance of the Investment Manager under continual review, and the
Management Engagement Committee conducts an annual appraisal of the Investment Manager’s
performance, and makes a recommendation to the Board about the continuing appointment of
the Investment Manager. It is the opinion of the Directors that the continuing appointment of the
Investment Manager is in the interests of shareholders as a whole. The reasons for this view are
that the Investment Manager has executed the investment strategy according to the Board’s
expectations and has, over the long term, produced positive returns relative to the broader market
and the comparator benchmark.
Corporate Governance
The Listing Rules and the Disclosure Guidance and Transparency Rules (Disclosure Rules) of
the UK Financial Conduct Authority require listed companies to disclose how they have applied
the principles and complied with the provisions of the corporate governance code to which
the issuer is subject. The provisions of the UK Corporate Governance Code (UK Code) issued
by the Financial Reporting Council (FRC) in July 2018 are applicable for the year under review.
The related Code of Corporate Governance (AIC Code) issued by the AIC in February 2019
addresses all of the principles set out in the UK Code, as well as setting out additional principles
and recommendations on issues that are specific to investment trusts. The FRC has confirmed
that AIC member companies which report against the AIC Code and which follow the AIC Guide
will meet the obligations in relation to the UK Code and associated disclosure requirements of the
Disclosure Rules. The Board considers that the principles and recommendations of the AIC Code
provide the most appropriate framework for the Company’s governance.
The Board notes the publication of the revised AIC Code in August 2024, which is applicable to
the Company for the financial year ending 30 September 2026. The Board has noted the changes
that have been made in the revised AIC Code and, where appropriate, is putting processes into
place to ensure that it will be in compliance. The Company will report against compliance with the
revised AIC Code in the 2026 Annual Report and Accounts.
The AIC Code can be viewed at www.theaic.co.uk
The UK Code can be viewed at www.frc.org.uk
The Board considers that reporting against the principles and recommendations of the AIC
Code (which incorporates the UK Code) provides shareholders with full details of the Company’s
Corporate Governance compliance.
Throughout the year ended 30 September 2025, the Company has complied with the provisions
of the AIC Code and the relevant provisions of the UK Code, except as set out in this paragraph.
As the entire Board is non-executive and consists of only five members, the Board does not
have a separate Remuneration Committee. The UK Code includes provisions relating to the
role of the Chief Executive, executive Directors’ remuneration and the need for an internal audit
function. For the reasons set out in the AIC Code, and as explained in the UK Code, the Board
considers that these provisions are not relevant to the position of the Company, being an externally
managed investment company. In particular, all of the Company’s day-to-day management and
administrative functions are outsourced to third parties. As a result, the Company has no executive
directors, employees or internal operations and as such the Directors do not determine the need
for an internal audit function to be practicable or necessary. The Company has therefore nothing to
report in respect of these provisions.
The table below sets out information required under Provision 1 of the UK Code and how it is
disclosed in this Annual Report:
How opportunities and risks to the future
success of the business have been
considered and addressed
An overview of the Company’s performance
is set out in the Chairman’s Statement, and a
more detailed review is set out in the Investment
Manager’s Review. A detailed review of risk
management is set out on pages 17 to 21.
The sustainability of the company’s
business model
The sustainability of the business model is set out in
the Viability Statement on page 62.
How its governance contributes to the
delivery of its strategy
The approach to governance is set out in this
section of the Annual Report, in particular the
description of the Board structure on page 52, as
well as in the s172 statement on pages 22 to 24.
Governance / Report of the Directors continued
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Corporate Governance continued
Set out below are full details of how the Company has applied the Principles of the AIC Code:
AIC Code Principle Compliance Statement
A A successful company is led by an effective board,
whose role is to promote the long-term sustainable
success of the company, generating value for
shareholders and contributing to wider society.
In managing the Company, the aim of the Board and of the Investment Manager is always to ensure the long-term sustainable
success of the Company and, therefore, the likely long-term consequences of any decision are a key consideration.
Both the Board and AVI recognise that social, human rights, community, governance and environmental issues have an effect
on its investee companies. The Board supports AVI in its belief that good corporate governance will help to deliver sustainable
long-term shareholder value. AVI is an investment management firm that invests on behalf of its clients and its primary duty is
to produce returns for its clients. AVI seeks to exercise the rights and responsibilities attached to owning equity securities in line
with its investment strategy. A key component of AVI’s investment strategy is to understand and engage with the management of
public companies.
More information on the Company’s long-term performance record can be found on page 3 and more details of AVI’s ESG Policy
are on pages 28 to 31 of this Report.
B The board should establish the company’s purpose,
values and strategy, and satisfy itself that these
and its culture are aligned. All directors must act
with integrity, lead by example and promote the
desiredculture.
The purpose of the Company is to achieve capital growth through a focused portfolio of mainly listed investments, particularly in
companies whose shares stand at a discount to estimated underlying net asset value.
More information on our culture and how it is aligned with the Company’s purpose and strategy can be found under Culture and
Values on page 22 of this Report.
C The board should ensure that the necessary
resources are in place for the company to meet its
objectives and measure performance against them.
The board should also establish a framework of
prudent and effective controls, which enable risk to
be assessed and managed.
The Directors regularly consider the Company’s financial position in the context of its business model, the balance sheet, cash
flow projections, availability of funding and the Company’s contractual commitments. The Company’s objective is to achieve
capital growth through a focused portfolio of mainly listed investments, particularly in companies whose shares stand at a
discount to estimated underlying net asset value, therefore one of the measures which the Board considers is NAV total returns,
details of which can be found on page 16.
As explained earlier, the Company is subject to various risks in pursuing its objectives and in order to effectively assess and
manage risk, appropriate controls and policies are in place and are regularly reviewed and assessed by the Audit Committee.
These are detailed in the Strategic Report on pages 17 to 21, in the Audit Committee Report on page 91 and in note 15 to the
financial statements.
D In order for the company to meet its responsibilities
to shareholders and stakeholders, the board should
ensure effective engagement with, and encourage
participation from, these parties.
On pages 23 and 24 we describe our key stakeholders, why they are important and how we seek to gain an understanding of
their interests and also how the Board engages with them.
AVI Global Trust plc / Annual Report 2025
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AIC Code Principle Compliance Statement
F The chair leads the board and is responsible for
its overall effectiveness in directing the company.
They should demonstrate objective judgement
throughout their tenure and promote a culture
of openness and debate. In addition, the chair
facilitates constructive board relations and the
effective contribution of all non-executive directors,
and ensures that directors receive accurate, timely
and clear information.
The role and responsibilities of the Chairman are described on page 53. The Company recognises that the Chairman leads the
Board and is responsible for its overall effectiveness in directing the affairs of the Company.
The annual evaluation of the Board’s effectiveness always considers the performance of the Chairman, and whether he has
performed his role effectively. The Directors, led by the Senior Independent Director, have concluded that the Chairman has
fulfilled his role and performed well to support the effective functioning of the Board. Further information on our culture can be
found on page 22.
G The board should consist of an appropriate
combination of directors (and, in particular,
independent non-executive directors) such that
no one individual or small group of individuals
dominates the board’s decision-making.
During the year under review, the Board consisted only of non-executive Directors and all of the Directors are deemed to be
independent of the Investment Manager. In the Board’s opinion, each Director continues to provide constructive challenge and
robust scrutiny of matters that come before the Board.
The Board also considers the composition of the Board, as well as the longer-term succession plans. As a Board, we aim
to be as well-equipped as a Board of any large investment trust to effectively give direction to, and exercise scrutiny of, the
Company’sactivities.
H Non-executive directors should have sufficient time
to meet their board responsibilities. They should
provide constructive challenge, strategic guidance,
offer specialist advice and hold third-party service
providers to account.
The Board considers the required time commitment annually and, during the year under review, the Board concluded that all
Directors continued to devote sufficient time to the business of the Company. All new Board appointments and/or additional
commitments are reviewed and agreed by the Board and on an annual basis. The Board assesses whether individual
Directors commit sufficient and productive time to the Company. Through their contributions in meetings, as well as outside
of the usual meeting cycle, the Directors share their experience and guidance with, as well as constructively challenge, the
InvestmentManager.
The Board, supported by the Management Engagement Committee, regularly assesses the performance of all third-party service
providers. More details on the work of the Management Engagement Committee can be found on page 54.
I The board, supported by the company secretary,
should ensure that it has the policies, processes,
information, time and resources it needs in order to
function effectively and efficiently.
The Board’s responsibilities are set out in the schedule of Matters Reserved for the full Board and certain responsibilities are
delegated to its Committees, so that it can operate effectively and efficiently. Supported by its Committees, the Board has overall
responsibility for purpose, strategy, business model, performance, asset allocation, capital structure, approval of key contracts,
the framework for risk management and internal controls and governance matters, as well as engagement with shareholders and
other key stakeholders.
A number of Board policies are reviewed on a regular basis. Directors are also provided with any relevant information and have
access to the Company Secretary and independent advisers, if required.
Governance / Report of the Directors continued
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AIC Code Principle Compliance Statement
J Appointments to the board should be subject to a
formal, rigorous and transparent procedure, and
an effective succession plan should be maintained.
Both appointments and succession plans should
be based on merit and objective criteria and, within
this context, should promote diversity of gender,
social and ethnic backgrounds, cognitive and
personalstrengths.
The Company is committed to ensuring that any vacancies arising are filled by the most qualified candidates. The Board has
adopted a Diversity Policy, which acknowledges the benefits of diversity, and remains committed to ensuring that the Company’s
Directors bring a wide range of skills, knowledge, experience, backgrounds and perspectives to the Board. The Company’s policy
on the tenure of Directors also helps to guide long-term succession plans, and recognises the need for and value of progressive
refreshing of the Board.
Both policies are described in more detail on pages 53 and 54.
K The board and its committees should have a
combination of skills, experience and knowledge.
Consideration should be given to the length of
service of the board as a whole and membership
regularly refreshed.
The Nomination Committee, which comprises the whole Board, is responsible for identifying and recommending to the Board the
appointment of new Directors. The Nomination Committee maintains a matrix which summarises the key skills and experience of
each Director and the matrix is reviewed at least once per year. This skills matrix is a key element of the process of ensuring that
the Board has an appropriate mix of skills and experience and will be used when considering longer-term succession plans.
L Annual evaluation of the board should consider its
composition, diversity and how effectively members
work together to achieve objectives. Individual
evaluation should demonstrate whether each
director continues to contribute effectively.
An annual evaluation of the performance of the Board, its Committees and individual Directors takes place every year, and
an independent review is undertaken every three years. Please refer to page 52 for discussion of the outcome of this year’s
performance evaluation.
M The board should establish formal and transparent
policies and procedures to ensure the independence
and effectiveness of external audit functions
and satisfy itself on the integrity of financial and
narrativestatements.
The Audit Committee supports the Board in fulfilling its oversight responsibilities by reviewing the performance of the external
Auditor, audit quality, as well as the Auditor’s objectivity and independence. The Committee also reviews the integrity and content
of the financial statements, including the ongoing viability of the Company. More details can be found in the Committee’s report on
pages 89 to 92.
N The board should present a fair, balanced and
understandable assessment of the company’s
position and prospects.
The Audit Committee supports the Board in assessing that the Company’s Annual Report presents a fair, balanced and
understandable assessment of the Company’s position and prospects.
Please refer to the Report of the Audit Committee on pages 89 to 92 for further information.
O The board should establish procedures to manage
risk, oversee the internal control framework, and
determine the nature and extent of the principal risks
the company is willing to take in order to achieve its
long-term strategic objectives.
The work of the Audit Committee, that supports the Board through its independent oversight of the financial reporting process,
including the financial statements, the system of internal control and management of risk, the appointment and ongoing review
of the quality of the work and independence of the Company’s external Auditor, as well as the procedures for monitoring
compliance, is described in pages 89 to 92.
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AIC Code Principle Compliance Statement
P Remuneration policies
and practices should be
designed to support strategy
and promote long-term
sustainablesuccess.
The Directors are all non-executive and independent
of the Investment Manager. They receive fees and
no component of any Director’s remuneration is
subject to performance factors.
Whilst there is no requirement under the Company’s
Articles of Association or letters of appointment for
Directors to hold shares in the Company, all of the
Directors do have shares in the Company and the
details of their shareholdings are set out on page 97.
Q A formal and transparent
procedure for developing a
policy for remuneration should
be established. No director
should be involved in
deciding their own
remuneration outcome.
As the Company has no employees and the Board
is comprised wholly of non-executive Directors, the
Board has not established a separate Remuneration
Committee. Directors’ remuneration is determined
by the Board as a whole, at its discretion within
an aggregate ceiling as set out in the Company’s
Articles of Association. Each Director abstains from
voting on their own individual remuneration.
The details of the Remuneration Policy and
Directors’ fees can be found on pages 93 to 97.
The terms and conditions of the Directors’
appointments are set out in Letters of Appointment,
which are available for inspection on request at the
registered office of the Company.
R Directors should exercise
independent judgement and
discretion when authorising
remuneration outcomes, taking
account of company and
individual performance, and
wider circumstances.
The process of reviewing the Directors’ fees is
described on page 95, although there are no
performance related elements of the remuneration,
there is therefore very little scope for the exercise of
discretion or judgement.
UK Corporate Governance Code Principle E relates to the treatment of employees and so is
generally not applicable to companies under the AIC Code if, as in the case of the Company, there
are no employees.
Interests in Share Capital
Information on the structure, rights and restrictions relating to share capital is given on page 51.
At 30 September 2025 and 6 November 2025, the following holdings representing more than 3%
of the Company’s voting rights had been reported to the Company*:
Number held at
30 September 2025
Percentage at
30 September 2025
Percentage held at
6 November 2025
Interactive Investor 50,796,592 12.29% 12.32%
Hargreaves Lansdown Asset
Management Limited
46,798,042 11.32% 11.35%
Charles Stanley & Co Limited 26,336,949 6.37% 6.39%
AJ Bell 23,996,804 5.80% 5.82%
Halifax Share Dealing Limited 21,462,572 5.19% 5.20%
Evelyn Partners 16,285,040 3.94% 3.94%
The Company has not received any further notifications in the period from 30 September 2025 to
6 November 2025.
Financial Risk Management
The principal risks and uncertainties facing the Company are set out on pages 17 to 21.
The principal financial risks and the Company’s policies for managing these risks are set out in
note 15 to the financial statements.
Greenhouse Gas Emissions and TCFD/SECR reporting
The Company’s environmental statements are set out in the Strategic Report on page 25.
The Company has no greenhouse gas emissions to report from the operations of the Company,
nor does it have responsibility for any other emissions producing sources reportable under the
Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 or the
SECR framework.
As an investment trust without employees, the Company is also not required to report against the
TCFD. However, understanding and managing climate-related risks and opportunities based on
the TCFD’s recommendations is a fundamental part of AVI’s investment approach, as discussed
on pages 28 to 31.
Governance / Report of the Directors continued
* This table also contains holdings representing more than 3% of the Company’s voting rights which the Company is aware of
through share register analysis. The Company previously reported that Lazard Asset Management LLC (“Lazard”) had notified
the Company that its holding represented 4.59% of the voting rights. This notification was received on 1 August 2023. No further
notifications have been received by the Company from Lazard since that date; however, this holding has now been removed from
the above table as the Company has become aware, through share register analysis, that Lazard’s holding fell below the 3%
notification threshold in 2023.
AVI Global Trust plc / Annual Report 2025
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Anti-Bribery and Corruption Policy
The Company has adopted an Anti-Bribery and Corruption Policy and has reviewed the
statements regarding compliance with the Bribery Act 2010 by the Company’s Investment
Manager and key service providers. These statements are reviewed regularly by the Management
Engagement Committee.
Disclosure of Information to the Auditor
The Directors who held office at the date of approval of the Report of the Directors confirm that,
so far as they are aware, there is no relevant audit information of which the Company’s Auditor
is unaware; and each Director has taken all of the steps that he/she ought to have taken as a
Director to make himself/herself aware of any relevant audit information and establish that the
Company’s Auditor is aware of that information.
Requirements of the Listing Rules
Listing Rule 6.6.4 requires the Company to include information specified in Listing Rule 6.6.1R in
a single identifiable section of the Annual Report or a cross reference table indicating where the
information is set out. The Directors confirm that no disclosures are required in relation to Listing
Rule 6.6.1R.
Auditor
BDO LLP have indicated their willingness to continue in office and Resolutions will be proposed at
the forthcoming AGM to re-appoint them as Auditor and to authorise the Directors to determine
their remuneration. Further information about the Company’s external Auditor, including tenure,
can be found in the Audit Committee’s Report on pages 89 to 92.
Annual General Meeting
The Notice of the AGM to be held on 19 December 2025 (the Notice) is set out on pages 104 to 108.
Further information on the resolutions comprising special business being put to shareholders at the
forthcoming AGM is set out below:
Resolution 11: Directors’ remuneration policy
Resolution 11, proposed as an ordinary resolution, seeks shareholder approval of the Directors’
remuneration policy, as set out on page 93. If approved by shareholders, this policy will remain in
place until the Company’s AGM in 2028, unless it is modified by a subsequent resolution by the
Company’s shareholders.
Resolution 12: Authority to allot shares
The Directors seek to renew the general and unconditional authority to allot Ordinary Shares up to
137,453,890 Ordinary Shares of 2 pence each, representing approximately one-third of the issued
Ordinary Share capital (excluding shares held in treasury). The Directors will only exercise this
authority if they consider it to be in the best interests of the Company and would only issue shares at
a price at or above the prevailing NAV per share at the time of issue. This authority would expire 15
months after the date of the passing of the resolution or, if earlier, at the next AGM of theCompany.
No shares were issued in the year.
As at 6 November 2025, 21,873,084 shares were held in treasury, representing 5.04% of the
issued share capital.
Resolution 13 – Authority to issue shares outside of pre-emption rights
The Directors seek to renew the authority to allot, other than on a pre-emptive basis, Ordinary
Shares (including the grant of rights to subscribe for, or to convert any securities into Ordinary
Shares) for cash up to a maximum of 20,618,083 Ordinary Shares, representing up to
approximately 5% of the Ordinary Shares (excluding shares held in treasury) in issue as at
6November 2025, and to transfer or sell Ordinary Shares held in treasury.
The Directors will only exercise this authority if they consider it to be advantageous to the
Company and its shareholders. Shares will not be issued or sold from treasury other than at a
price equal to or above the prevailing NAV per share.
No shares were issued in the year to 30 September 2025.
Resolution 14 – Share buyback facility
At the AGM held on 19 December 2024, the Directors were authorised to make market
purchases of up to 14.99% of the shares in circulation at the date of that meeting. During the year,
28,650,000 shares have been bought back and cancelled (nominal value £573,000, aggregate
consideration £69,612,000), representing 5.9% of the issued capital as at the start of the year.
These shares were bought back in order to limit any significant widening of the discount. As at the
year-end, authority to buy back a further 41,761,596 Ordinary Shares remained.
At the forthcoming AGM, the Directors will seek to renew the authority for up to 14.99% of
Ordinary Shares in issue (excluding shares held in treasury), representing 61,813,014 Ordinary
Shares, as at 6 November 2025, to be bought back. Purchases would be made in accordance
with the relevant provisions of the Companies Act and Listing Rules. The authority will expire
15 months after the date of the passing of the resolution or, if earlier, at the next AGM of the
Company.
Details of shares bought back during the year under review can be found in note 13 to the
financial statements.
Ordinary Shares bought back may be held in treasury for cancellation or sale at a future date rather
than being cancelled upon purchase. The Directors will not exercise the authority granted under
this resolution unless they consider it to be in the best interests of shareholders and shares would
only be bought back at a discount to the prevailing NAV per share.
AVI Global Trust plc / Annual Report 2025
62
Resolution 15 – Notice period for general meetings
This resolution will allow the Company to hold general meetings (other than an AGM) on 14 clear
days’ notice. The notice period for general meetings of the Company is 21 clear days unless: (i)
shareholders approve a shorter notice period, which cannot however be less than 14 clear days;
and (ii) the Company offers the facility for all shareholders to vote by electronic means. AGMs
must always be held on at least 21 clear days’ notice. It is intended that the flexibility offered by
this resolution will only be used for time sensitive, non-routine business and where merited in the
interests of shareholders as a whole. The approval will be effective until the Company’s next AGM,
when it is intended that a similar resolution will be proposed.
Recommendation
The Directors consider that all of the resolutions to be proposed at the AGM are in the best
interests of the Company and its members as a whole. The Directors unanimously recommend
that shareholders vote in favour of all of the resolutions, as they intend to do in respect of their own
beneficial holdings.
Going Concern
The financial statements have been prepared on the going concern basis and on the basis that
approval as an investment trust company will continue to be met.
The Directors have made an assessment of the Company’s ability to continue as a going concern
and are satisfied that the Company has adequate resources to continue in operational existence
for a period of at least 12 months from the date when these financial statements were approved.
In making the assessment, the Directors of the Company have considered the likely impacts of
international and economic uncertainties on the Company, operations and the investment
portfolio. These include, but are not limited to, the impact of the conflicts in Ukraine and the
Middle East, geopolitical and economic challenges around the world and inflationary pressures.
The Directors noted that the Company, with the current cash balance and holding a portfolio of
liquid listed investments, is able to meet the obligations of the Company as they fall due. The
surplus cash enables the Company to meet any funding requirements and finance future additional
investments. The Company is a closed-ended fund, where assets are not required to be liquidated
to meet day-to-day redemptions.
The Directors have completed stress tests assessing the impact of changes in market value and
income with associated cash flows and any potential impact on the debt covenants associated
with the Company’s long-term borrowing. In making this assessment, they have considered
severe but plausible downside scenarios. The conclusion was that in a severe but plausible
downside scenario the Company could continue to meet its liabilities. Whilst the economic future is
uncertain, and the Directors believe that it is possible the Company could experience reductions in
income and/or market value, the opinion of the Directors is that this should not be to a level which
would threaten the Company’s ability to continue as a going concern.
The Directors, the Investment Manager and other service providers have put in place contingency
plans to minimise disruption. Furthermore, the Directors are not aware of any material uncertainties
that may cast significant doubt on the Company’s ability to continue as a going concern, having
taken into account the liquidity of the Company’s investment portfolio and the Company’s financial
position in respect of its cash flows, borrowing facilities and investment commitments (of which
there are none of significance). Therefore, the financial statements have been prepared on the
going concern basis.
Viability
The Directors consider viability as part of their continuing programme of monitoring risk. The
Directors have made a robust assessment of the principal and emerging risks. The Directors
believe five years to be a reasonable time horizon to consider the continuing viability of the
Company, reflecting a balance between a longer-term investment horizon and the inherent shorter-
term uncertainties within equity markets, although they do have due regard to viability over the
longer term and particularly to key points outside this time frame, such as the due dates for the
repayment of long-term debt. The Company is an investment trust whose portfolio is invested in
readily realisable listed securities and with some short-term cash deposits. The following facts
support the Directors’ view of the viability of the Company:
• In the year under review, expenses (including finance costs and taxation) were adequately
covered by investment income.
• The Company has a liquid investment portfolio.
• The Company has long-term debt of £30m and €30m which both fall due for repayment
in 2036, €20m which falls due for repayment in 2037, ¥8bn which falls due for repayment
in 2032, ¥4.5bn which falls due in 2033 and ¥5bn which falls due in 2039. This debt was
covered approximately seven times as at the end of September 2025 by the Company’s total
assets. The Directors are of the view that, subject to unforeseen circumstances, the Company
will have sufficient resources to meet the costs of annual interest and eventual repayment of
principal on this debt.
The Company has a large margin of safety over the covenants on its debt. The Company’s
viability depends on the global economy and markets continuing to function. The Directors also
consider the possibility of a wide-ranging collapse in corporate earnings and/or the market value
of listed securities. To the latter point, it should be borne in mind that a significant proportion of the
Company’s expenses are in ad valorem investment management fees, which would reduce if the
market value of the Company’s assets were to fall.
Governance / Report of the Directors continued
AVI Global Trust plc / Annual Report 2025
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Viability continued
In arriving at its conclusion, the Board has taken account of the potential effects of the conflicts
in Ukraine and the Middle East, geopolitical and economic challenges around the world and
inflationary pressures on the value of the Company’s assets, income from those assets and the
ability of the Company’s key suppliers to maintain effective and efficient operations. As set out
in the Going Concern statement, in assessing the potential effects of these international and
economic uncertainties, the Directors have completed stress tests which included severe but
plausible downside scenarios.
In order to maintain viability, the Company has a robust risk control framework which, following
guidelines from the FRC, has the objectives of reducing the likelihood and impact of: poor judgement
in decision-making; risk-taking that exceeds the levels agreed by the Board; human error; or control
processes being deliberately circumvented.
Taking the above into account, and the potential impact of the principal and emerging risks as set
out on pages 17 to 21, the Directors have a reasonable expectation that the Company will be able
to continue in operation and meet its liabilities as they fall due for a period of five years from the
date of approval of this Annual Report.
Approval
The Report of the Directors has been approved by the Board.
By Order of the Board
MUFG Corporate Governance Limited
Corporate Secretary
11 November 2025
AVI Global Trust plc / Annual Report 2025
64
Statement of Directors’ Responsibilities in Respect of the Annual Report and the
Financial Statements
The Directors are responsible for preparing the Annual Report and financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial
year. Under that law they are required to prepare the financial statements in accordance
with UK-adopted international accounting standards and applicable law.
Under company law the Directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the Company and of its profit or
loss for that period. In preparing these financial statements, the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable, relevant and reliable;
• state whether they have been prepared in accordance with UK-adopted international
accounting standards;
• assess the Company’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern; and
• use the going concern basis of accounting unless they either intend to liquidate the Company
or to cease operations, or have no realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting records that are sufficient to
show and explain the Company’s transactions and disclose with reasonable accuracy at any time
the financial position of the Company and enable them to ensure that its financial statements
comply with the Companies Act 2006. They are responsible for such internal controls which
they determine are necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error, and have general responsibility for taking
such steps as are reasonably open to them to safeguard the assets of the Company and to
prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic
Report, Directors’ Report, Directors’ Remuneration Report and Corporate Governance Statement
that complies with that law and those regulations.
In accordance with Disclosure Guidance and Transparency Rule 4.1.15R, the financial statements
will form part of the annual financial report prepared using the single electronic reporting format
under the TD ESEF Regulation. The auditor’s report on these financial statements provides no
assurance over the ESEF format.
The financial statements of the Company are published on the Company’s website at
www.aviglobal.co.uk. The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company’s website. Legislation in the UK
governing the preparation and dissemination of financial statements may differ from legislation in
other jurisdictions.
Responsibility Statement of the Directors in Respect of the Annual Financial Report
We confirm that to the best of our knowledge:
• the financial statements, prepared in accordance with the applicable set of accounting
standards, give a true and fair view of the assets, liabilities, financial position and profit or loss
of the Company; and
• the Strategic Report includes a fair review of the development and performance of the
business and the position of the Company, together with a description of the principal risks
and uncertainties that the Company faces.
We consider the Annual Report and Accounts, taken as a whole, is fair, balanced and
understandable and provides the information necessary for shareholders to assess the Company’s
position and performance, business model and strategy.
Graham Kitchen
Chairman
11 November 2025
Governance / Report of the Directors continued
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AVI Global Trust plc / Annual Report 2025
Notes
2025
Revenue
return
£’000
2025
Capital
return
£’000
2025
Total
£’000
2024
Revenue
return
£’000
2024
Capital
return
£’000
2024
Total
£’000
Income
Investment income 2 29,197 6,244 35,441 26,603 3,153 29,756
Gains on financial assets and financial liabilities held at fair value 8 – 106,007 106,007 – 130,745 130,745
Exchange losses on cash and cash equivalents – (2,249) (2,249) – (4,367) (4,367)
29,197 110,002 139,199 26,603 129,531 156,134
Expenses
Investment management fee 3 (2,298) (5,362) (7,660) (2,283) (5,328) (7,611)
Other expenses 3 (1,946) – (1,946) (2,035) – (2,035)
Profit before finance costs and taxation 24,953 104,640 129,593 22,285 124,203 146,488
Finance costs 4 (1,368) (3,238) (4,606) (1,602) (3,781) (5,383)
Exchange gains on revaluation of loan notes 4 – 1,158 1,158 – 6,008 6,008
Profit before taxation 23,585 102,560 126,145 20,683 126,430 147,113
Taxation 5 (1,818) (4,179) (5,997) (1,741) (2,715) (4,456)
Profit for the year 21,767 98,381 120,148 18,942 123,715 142,657
Earnings per Ordinary Share (pence) 7 5.07 22.93 28.00 4.20 27.45 31.65
The total column of this statement is the Income Statement of the Company prepared in accordance with UK-adopted international accounting standards. The supplementary revenue and capital
columns are presented in accordance with the Statement of Recommended Practice issued by the Association of Investment Companies (“AIC SORP”).
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period.
There is no other comprehensive income, and therefore the profit/loss for the year after tax is also the total comprehensive income.
The accompanying notes are an integral part of these financial statements.
Financial Statements / Statement of Comprehensive Income
For the year ended 30 September 2025
AVI Global Trust plc / Annual Report 2025
66
Financial Statements / Statement of Changes in Equity
For the year ended 30 September 2025
Ordinary
share capital
£’000
Capital
redemption
reserve
£’000
Share
premium
£’000
Capital
reserve*
£’000
Merger
reserve
£’000
Revenue
reserve
£’000
Total
£’000
For the year to 30 September 2025
Balance as at 30 September 2024 9,753 9,182 28,078 989,795 41,406 34,511 1,112,725
Treasury Shares cancelled (475) 475 – – – – –
Ordinary Shares bought back for cancellation (573) 573 – (69,612) – – (69,612)
Total comprehensive income for the year – – – 98,381 – 21,767 120,148
Ordinary dividends paid (see note 6) – – – – – (17,569) (17,569)
Balance as at 30 September 2025 8,705 10,230 28,078 1,018,564 41,406 38,709 1,145,692
For the year to 30 September 2024
Balance as at 30 September 2023 10,155 8,780 28,078 910,267 41,406 32,332 1,031,018
Ordinary Shares bought back for cancellation (402) 402 – (44,187) – – (44,187)
Total comprehensive income for the year – – – 123,715 – 18,942 142,657
Ordinary dividends paid (see note 6) – – – – – (16,763) (16,763)
Balance as at 30 September 2024 9,753 9,182 28,078 989,795 41,406 34,511 1,112,725
* Within the balance of the capital reserve, £874,920,000 relates to realised gains (2024: £899,960,000) which under the Articles of Association is distributable by way of dividend. The remaining £143,644,000 relates to unrealised gains and losses on
financial instruments (2024: £89,835,000) and is non-distributable.
** Revenue reserve is fully distributable.
The accompanying notes are an integral part of these financial statements.
**
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AVI Global Trust plc / Annual Report 2025
Financial Statements / Balance Sheet
As at 30 September 2025
Notes
2025
£’000
2024
£’000
Non-current assets
Investments held at fair value through profit or loss 8 1,224,903 1,205,675
1,224,903 1,205,675
Current assets
Total Return Swap assets 8, 9, 16 – 606
Trade receivables, prepayments and other debtors 9 16,858 26,027
Cash and cash equivalents 10 72,696 48,597
89,554 75,230
Total assets 1,314,457 1,280,905
Current liabilities
Total Return Swap liabilities 8, 11, 16 – (4,414)
Trade payables, accruals and short term borrowings 11 (7,506) (1,395)
(7,506) (5,809)
Total assets less current liabilities 1,306,951 1,275,096
Non-current liabilities
4.184% Series A Sterling Senior Unsecured Loan 2036 12 (29,934) (29,927)
3.249% Series B Euro Senior Unsecured Loan 2036 12 (26,133) (24,902)
2.93% Euro Senior Unsecured Loan 2037 12 (17,373) (16,549)
1.38% JPY Senior Unsecured Loan Notes 2032 12 (40,113) (41,558)
1.44% JPY Senior Unsecured Loan Notes 2033 12 (22,595) (23,413)
2.28% JPY Senior Unsecured Loan Notes 2039 12 (25,111) (26,022)
(161,259) (162,371)
Net assets 1,145,692 1,112,725
Notes
2025
£’000
2024
£’000
Non-current liabilities continued
Ordinary Share capital 13 8,705 9,753
Capital redemption reserve 10,230 9,182
Share premium 28,078 28,078
Capital reserve 1,018,564 989,795
Merger reserve 41,406 41,406
Revenue reserve 38,709 34,511
Total equity 1,145,692 1,112,725
Net Asset Value per Ordinary Share – basic
and diluted (pence) 14 277.13 251.71
Number of shares in issue excluding Treasury 13 413,411,671 442,061,671
These financial statements were approved and authorised for issue by the Board of AVI Global
Trust plc on 11 November 2025 and were signed on its behalf by:
Graham Kitchen
Chairman
The accompanying notes are an integral part of these financial statements.
Registered in England & Wales No. 28203
AVI Global Trust plc / Annual Report 2025
68
Financial Statements / Statement of Cash Flows
For the year ended 30 September 2025
2025
£’000
2024
£’000
Reconciliation of profit before taxation to net cash inflow
from operating activities
Profit before taxation 126,145 147,113
Gains on investments held at fair value through profit or loss (106,007) (130,745)
Decrease in other receivables 22,367 16,547
Increase/(Decrease) in other payables 329 (710)
Taxation paid (14,751) (4,627)
Exchange gains on Loan Notes and revolving credit facility (1,158) (7,542)
Amortisation of loan issue expenses 45 43
Net cash inflow from operating activities 26,970 20,079
Investing activities
Purchases of investments (537,658) (752,490)
Sales of investments 621,966 809,394
Net cash inflow from investing activities 84,308 56,904
Financing activities
Dividends paid (17,551) (16,763)
Payments for Ordinary Shares bought back (69,623) (44,177)
Drawdown of revolving credit facility – 82,957
Repayment of revolving credit facility – (81,423)
Issue of loans net of costs – 26,788
Net cash outflow from financing activities (87,174) (32,618)
Increase in cash and cash equivalents 24,104 44,365
2025
£’000
2024
£’000
Reconciliation of net cash flow movements in funds:
Cash and cash equivalents at beginning of year 48,597 4,231
Exchange rate movements (5) 1
Increase in cash and cash equivalents 24,104 44,365
Increase in net cash 24,099 44,366
Cash and cash equivalents at end of year 72,696 48,597
Dividends received 32,127 27,372
Interest paid 4,643 5,531
Interest received 2,159 2,711
The accompanying notes are an integral part of these financial statements.
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AVI Global Trust plc / Annual Report 2025
1. General information and accounting policies
AVI Global Trust plc is a company incorporated and registered in England and Wales. The principal
activity of the Company is that of an investment trust company within the meaning of Sections
1158/1159 of the Corporation Tax Act 2010 and its investment approach is detailed in the
Strategic Report.
The Company’s financial statements have been prepared in accordance with UK-adopted
international accounting standards and the AIC SORP.
Basis of preparation
The functional currency of the Company is Pounds Sterling because this is the currency of the
primary economic environment in which the Company operates. The financial statements are also
presented in Pounds Sterling rounded to the nearest thousand, except where otherwise indicated.
Going concern
The financial statements have been prepared on the going concern basis and on the basis that
approval as an investment trust company will continue to be met.
The Directors have made an assessment of the Company’s ability to continue as a going concern
and are satisfied that the Company has adequate resources to continue in operational existence
for a period of at least 12 months from the date when these financial statements were approved.
In making the assessment, the Directors of the Company have considered the likely impacts of
geopolitical and economic challenges around the world including, but not limited to, the US/China
trade dispute and US-imposed tariffs, and inflationary pressures on the Company, operations
and the investment portfolio. The Directors also regularly assess the resilience of key third-party
service providers, most notably the Investment Manager and Fund Administrator. In making their
assessment, the Directors have considered the likely impacts of international and economic
uncertainties on the Company, operations and the investment portfolio.
The Directors noted that the Company, with the current cash balance and holding a portfolio of
listed investments, is able to meet the obligations of the Company as they fall due. The current
cash balance enables the Company to meet any funding requirements and finance future
additional investments. The Company is a closed-ended fund, where assets are not required to be
liquidated to meet day-to-day redemptions.
The Directors have completed stress tests assessing the impact of changes in market value and
income with associated cash flows. In making this assessment, they have considered severe
but plausible downside scenarios and simulated a 35% reduction in NAV during January 2026,
the impact on future cash flows as a result of this through to September 2030. The conclusion
was that in a severe but plausible downside scenario the Company could continue to meet its
liabilities. Whilst the economic future is uncertain, and the Directors believe that it is possible that
the Company could experience further reductions in income and/or market value, and changes in
expenses, the opinion of the Directors is that this should not be to a level which would threaten the
Company’s ability to continue as a going concern.
The Directors are not aware of any material uncertainties that may cast significant doubt on the
Company’s ability to continue as a going concern, having taken into account the liquidity of the
Company’s investment portfolio and the Company’s financial position in respect of its cash flows
and investment commitments (of which there are none of significance). Therefore, the financial
statements have been prepared on the going concern basis.
Segmental reporting
The Directors are of the opinion that the Company is engaged in a single segment of business,
being investment business. The Company primarily invests in companies listed in the UK and on
other recognised international exchanges.
Accounting developments
In the current year, the Company has applied a number of amendments to UK-adopted
international standards that are mandatorily effective for an accounting period that begins on or
after 1 October 2024.
• Classification of liabilities as current or non-current (Amendments to IAS 1);
• Non-current liabilities with Covenants (Amendments to IAS 1); and
• Supplier Finance Arrangements – Amendments to IAS7 and IFRS7.
There are amendments to IAS/IFRS that will apply from 1 October 2025 as follows:
• Lack of Exchangeability – Amendments to IAS21.
There are amendments to IAS/IFRS that will apply from 1 October 2026 as follows:
• Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7;
and
• Annual Improvements to IFRS Accounting Standards.
There are amendments to IAS/IFRS that will apply from 1 October 2027 as follows:
• IFRS 18 Presentation and Disclosure in Financial Statements.
The Company intends to adopt the Standards in the reporting period when they become effective.
The adoption of these Standards impact the Company’s accounting policy disclosures, with
revised presentations and additional disclosures to the Financial Statements.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial statements in conformity with UK-adopted international accounting
standards requires management to make judgements, estimates and assumptions that affect
the application of policies and the reported amounts in the Balance Sheet, the Statement of
Comprehensive Income and the disclosure of contingent assets and liabilities at the date of the
financial statements.
Financial Statements / Notes to the Financial Statements
1
AVI Global Trust plc / Annual Report 2025
70
1. General information and accounting policies continued
Critical accounting judgements and key sources of estimation uncertainty continued
The estimates and associated assumptions are based on historical experience and various other
factors that are believed to be reasonable under the circumstances, the results of which form
the basis of making judgements about carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from these estimates.
The areas requiring judgement and estimation in the preparation of the financial statements
relate to the determination of the carrying value of unquoted investments at fair value through
profit or loss. The policies for these are set out in the notes to the financial statements below.
The Company values unquoted investments by following the International Private Equity Venture
Capital Valuation (IPEV) guidelines. Further areas are recognising and classifying unusual or
special dividends received as either capital or revenue in nature; the valuation of derivatives; the
recognition of expenses between capital and revenue; and the level of deferred tax.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised if the revision
affects only that period, or in the period of the revision and future period if the revision affects
both current and future periods. There are no further significant judgements or estimates in these
financial statements.
Investments
The Company’s business is investing in financial assets with a view to capital growth. The portfolio
of financial assets is managed and its performance evaluated on a fair value basis in accordance
with the documented investment strategy and information is provided internally on that basis to the
Company’s Board of Directors.
The investments held by the Company are designated “at fair value through profit or loss”. All gains
and losses are allocated to the capital return within the Statement of Comprehensive Income as
“Gains or losses on investments held at fair value through profit or loss”. Also included within this
heading are transaction costs in relation to the purchase or sale of investments. When a purchase
or sale is made under a contract, the terms of which require delivery within the time frame of the
relevant market, the investments concerned are recognised or derecognised on the trade date.
All investments are designated upon initial recognition as held at fair value through profit or loss,
and are measured at subsequent reporting dates at fair value, which is either the bid price or
closing price for Stock Exchange Electronic Trading Service – quotes and crosses (SETSqx).
The Company derecognises a financial asset only when the contractual rights to the cash flows
from the asset expire, or when it transfers the financial asset and substantially all of the risks and
rewards of ownership of the asset to another entity. On derecognition of a financial asset, the
difference between the asset’s carrying amount and the sum of the consideration received and
receivable and the cumulative gain or loss that had been accumulated is recognised in profit
or loss.
Fair values for unquoted investments, or for investments for which the market is inactive, are
established by using various valuation techniques in accordance with the International Private
Equity and Venture Capital (IPEV) guidelines. These may include recent arm’s length market
transactions, the current fair value of another instrument that is substantially the same, net asset
value, discounted cash flow analysis, option pricing models and reference to similar quoted
companies. Where there is a valuation technique commonly used by market participants to price
the instrument and that technique has been demonstrated to provide reliable estimates of prices
obtained in actual market transactions, that technique is utilised. Unquoted investments are
constantly monitored with fair values approved by the Company’s Board of Directors.
All investments for which a fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy levels in note 15. A transfer between levels may result
from the date of an event or a change in circumstances.
Foreign currency
Transactions denominated in currencies other than Pounds Sterling are recorded at the rates
of exchange prevailing on the date of the transaction. Items which are denominated in foreign
currencies are translated at the rates prevailing on the Balance Sheet date. Any gain or loss
arising from a change in exchange rate subsequent to the date of the transaction is included as
an exchange gain or loss in the capital reserve or the revenue account depending on whether the
gain or loss is capital or revenue in nature.
Derivatives
Derivatives, including Total Return Swaps, are classified as financial instruments at fair value and
included in current assets/liabilities. Derivatives are derecognised when the contract expires or
on the trade on which the contract is sold. Changes in fair value of derivative instruments are
recognised as they arise in the capital column of the Statement of Comprehensive Income. The
fair value is calculated by either the quoted price (if listed) or a broker using models with inputs
from market prices. On disposal or expiry, realised gains and losses are also recognised in the
Statement of Comprehensive Income as capital items. Cash flows relating to the derivatives’
underlying security are reflected within the revenue account. The cost of financing derivatives is
allocated in accordance with the Company’s accounting policy, with 70% charged to capital and
30% charged to revenue.
Cash and cash equivalents
Cash comprises cash in hand and demand deposits. Cash equivalents are short-term, highly liquid
investments and money market funds, that are readily convertible to known amounts of cash and
which are subject to insignificant risk of changes in value.
Cash held in margin/collateral accounts at the Company’s brokers is presented within trade
receivables, prepayments and other debtors in the financial statements.
For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and
cash equivalents as defined above.
Financial Statements / Notes to the Financial Statements continued
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1. General information and accounting policies continued
Income
Dividends receivable on quoted equity shares are taken to revenue on an ex-dividend basis.
Dividends receivable on equity shares where no ex-dividend date is quoted are brought into
account when the Company’s right to receive payment is established. Fixed returns on non-
equity shares are recognised on a time-apportioned basis. Dividends from overseas companies
are shown gross of any withholding taxes which are disclosed separately in the Statement of
Comprehensive Income.
Special dividends are taken to the revenue or capital account depending on their nature. In
deciding whether a dividend should be regarded as a capital or revenue receipt, the Board reviews
all relevant information as to the reasons for the sources of the dividend on a case-by-case basis.
When the Company has elected to receive scrip dividends in the form of additional shares rather
than in cash, the amount of the cash dividend forgone is recognised as income. Any excess in the
value of the cash dividend is recognised in the capital column.
Interest income on fixed interest securities is recognised in the Statement of Comprehensive
Income based on the effective yield to maturity of the fixed interest security.
All other income is accounted on a time-apportioned accruals basis and is recognised in the
Statement of Comprehensive Income.
Expenses and finance costs
All expenses are accounted on an accruals basis. On the basis of the Board’s expected long-term
split of total returns in the form of capital and revenue returns of 70% and 30% respectively, the
Company charges 70% of its management fee and finance costs to capital.
Expenses incurred directly in relation to arranging debt finance are amortised over the term
of the finance.
Expenses incurred in buybacks of shares are charged to the capital reserve through the Statement
of Changes in Equity.
Taxation
The charge for taxation is based on the net revenue for the year and takes into account taxation
deferred or accelerated because of temporary differences between the treatment of certain items
for accounting and taxation purposes.
Deferred tax is provided using the liability method on temporary differences between the tax bases
of assets and liabilities and their carrying amount for financial reporting purposes at the reporting
date. Deferred tax assets are only recognised if it is considered more likely than not that there will
be suitable profits from which the future reversal of timing differences can be deducted. In line
with the recommendations of the SORP, the allocation method used to calculate the tax relief on
expenses charged to capital is the “marginal” basis.
Under this basis, if taxable income is capable of being offset entirely by expenses charged through
the revenue account, then no tax relief is transferred to the capital account.
Dividends payable to shareholders
Dividends to shareholders are recognised as a liability in the period in which they are paid or
approved in general meetings and are taken to the Statement of Changes in Equity. Dividends
declared and approved by the Company after the Balance Sheet date have not been recognised
as a liability of the Company at the Balance Sheet date.
Non-current liabilities: Loan Notes
The non-current liabilities are valued at amortised cost. Costs in relation to arranging the finance
have been capitalised and are amortised over the term of the finance. The amortised cost is the
par value less the amortised costs with exchange difference on the principal amounts to be repaid
reflected. Any gain or loss arising from changes in the exchange rates are included in the capital
reserves and shown in the capital column of the Statement of Comprehensive Income.
Further details of the non-current liabilities are set out in note 12 and in the Glossary.
Capital redemption reserve
The capital redemption reserve represents non-distributable reserves that arise from the purchase
and cancellation of shares.
Share premium
The share premium account represents the accumulated premium paid for shares issued in
previous periods above their nominal value less issue expenses. This is a reserve forming part of
the non-distributable reserves. The following items are taken to this reserve:
• costs associated with the issue of equity; and
• premium on the issue of shares.
Capital reserve
The following are taken to the capital reserve through the capital column in the Statement of
Comprehensive Income:
Capital reserve – other, forming part of the distributable reserves:
• gains and losses on the disposal of investments;
• amortisation of issue expenses of Loan Notes;
• costs of share buybacks;
• exchange differences of a capital nature; and
• expenses, together with the related taxation effect, allocated to this reserve in accordance with
the above policies.
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1. General information and accounting policies continued
Capital reserve continued
Capital reserve – investment holding gains, not distributable:
• increase and decrease in the valuation of investments held at the year-end.
Merger reserve
The merger reserve represents the share premium on shares issued on the
acquisition of Selective Assets Trust plc on 13 October 1995 and is not
distributable.
Revenue reserve
The revenue reserve represents the surplus of accumulated profits and is
distributable by way of dividends.
2. Income
2025
£’000
2024
£’000
Income from investments
UK dividends 983 1,852
Overseas dividends 26,159 22,657
27,142 24,509
Other income
Deposit interest 2,013 2,784
Total Return Swap dividends* (45) (480)
Exchange gains/(losses) on receipt of income** 86 (210)
Sundry income 1 –
29,197 26,603
Capital dividend*** 6,244 3,153
35,441 29,756
* Net income (paid)/received on underlying holdings in Total Return Swaps.
** Exchange movements arise from ex-dividend date to payment date.
*** Dividend received is attributed to a distribution of capital.
1 2 3
3. Investment management fee and other expenses
2025
Revenue
return
£’000
2025
Capital
return
£’000
2025
Total
£’000
2024
Revenue
return
£’000
2024
Capital
return
£’000
2024
Total
£’000
Management fee 2,298 5,362 7,660 2,283 5,328 7,611
Other expenses:
Directors’ emoluments – fees 211 – 211 201 – 201
Auditor’s remuneration – audit 58 – 58 61 – 61
Marketing 514 – 514 605 – 605
Printing and postage costs 71 – 71 76 – 76
Registrar fees 104 – 104 96 – 96
Custodian fees 86 – 86 77 – 77
Depositary fees 131 – 131 126 – 126
Advisory and professional fees 537 – 537 487 – 487
Costs associated with dividend receipts 3 – 3 21 – 21
Irrecoverable VAT 21 – 21 89 – 89
Regulatory fees 131 – 131 119 – 119
Directors’ insurances and other expenses 79 – 79 77 – 77
1,946 – 1,946 2,035 – 2,035
The management fee calculated in accordance with the IMA amounted to 0.7% of net assets for assets up to £1bn
and 0.6% of net assets over £1bn calculated on a quarterly basis.
Details of the IMA and fees paid to the Investment Manager are set out in the Report of the Directors.
Financial Statements / Notes to the Financial Statements continued
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4. Finance costs
2025
Revenue
return
£’000
2025
Capital
return
£’000
2025
Total
£’000
2024
Revenue
return
£’000
2024
Capital
return
£’000
2024
Total
£’000
Loan notes and revolving credit facility interest
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 377 879 1,256 377 879 1,256
3.249% Series B Euro Senior Unsecured Loan Notes 2036 252 589 841 246 575 821
2.93% Euro Senior Unsecured Loan Notes 2037 151 353 504 149 347 496
1.38% JPY Senior Unsecured Loan Notes 2032 167 389 556 168 393 561
1.44% JPY Senior Unsecured Loan Notes 2033 98 229 327 100 233 333
2.28% JPY Senior Unsecured Loan Notes 2039 173 405 578 9 22 31
JPY Revolving credit facility – – – 80 187 267
Total Return Swap interest 149 347 496 455 1,061 1,516
1,367 3,191 4,558 1,584 3,697 5,281
Amortisation
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 – 7 7 – 7 7
3.249% Series B Euro Senior Unsecured Loan Notes 2036 – 5 5 – 5 5
2.93% Euro Senior Unsecured Loan Notes 2037 – 7 7 – 7 7
1.38% JPY Senior Unsecured Loan Notes 2032 – 18 18 – 18 18
1.44% JPY Senior Unsecured Loan Notes 2033 – 5 5 – 5 5
2.28% JPY Senior Unsecured Loan Notes 2039 – 3 3 – – –
JPY Revolving credit facility – – – 17 40 57
– 45 45 17 82 99
Bank interest
Bank debit interest 1 2 3 1 2 3
Total 1,368 3,238 4,606 1,602 3,781 5,383
Exchange gains in Loan Notes* – 1,158 1,158 – 6,008 6,008
* Revaluation of Euro and JPY Loan Notes.
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5. Taxation
Year ended 30 September 2025 Year ended 30 September 2024
Revenue
return
£’000
Capital
return
£’000
Total
£’000
Revenue
return
£’000
Capital
return
£’000
Total
£’000
Analysis of charge for the year
Overseas tax suffered* 1,818 4,179 5,997 1,741 2,715 4,456
Tax charge for the year 1,818 4,179 5,997 1,741 2,715 4,456
* Tax deducted on payment of overseas dividends by local tax authorities.
The taxation assessed for the year is lower (2024: lower) than the standard rate of corporation tax in the UK of 25% (2024: 25%). The differences are explained below:
Year ended 30 September 2025 Year ended 30 September 2024
Revenue
return
£’000
Capital
return
£’000
Total
£’000
Revenue
return
£’000
Capital
return
£’000
Total
£’000
Profit before taxation 23,585 102,560 126,145 20,683 126,430 147,113
Profit before taxation multiplied by the standard rate of corporation tax of 25% (2024: 25%) 5,897 25,640 31,537 5,171 31,608 36,779
Effects of the non-taxable items:
– UK dividends that are not taxable (150) – (150) (334) – (334)
– Foreign dividends that are not taxable (6,561) (1,137) (7,698) (5,611) (788) (6,399)
– Non-taxable investment gains – (26,229) (26,229) – (33,097) (33,097)
– Irrecoverable overseas tax 1,818 4,179 5,997 1,741 2,715 4,456
– Current period tax losses not utilised 750 1,696 2,446 686 2,088 2,774
– Prior year taxable income recorded as not taxable 19 – 19 – – –
– Corporate interest restriction 12 30 42 80 189 269
– Offshore income gains 33 – 33 8 – 8
Tax charge for the year 1,818 4,179 5,997 1,741 2,715 4,456
5
Financial Statements / Notes to the Financial Statements continued
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5. Taxation continued
At 30 September 2025, the Company had excess management expenses of £113,091,000
(30 September 2024: £105,307,000), a non-trade loan relationship deficit of £27,688,000
(30 September 2024: £25,688,000) and carried forward disallowed interest expense of £8,051,000
(30 September 2024: £7,883,000) that are potentially available to offset future taxable revenue.
A deferred tax asset of £37,208,000 (30 September 2024: £34,719,000), based on the enacted
UK corporation tax rate of 25% that applied from 1 April 2023, has not been recognised because
the Company is not expected to generate sufficient taxable income in future periods that the
carried forward tax losses and disallowed interest expense can be utilised against.
Deferred tax is not provided on capital gains and losses arising on the revaluation or disposal of
investments because the Company meets (and intends to continue for the foreseeable future to
meet) the conditions for approval as an Investment Trust Company.
6. Dividends
2025
£’000
2024
£’000
Amounts recognised as distributions to
equity holders in the year:
Final dividend for the year ended 30 September 2024 of 2.55p
(2023: 2.30p) per Ordinary Share 11,190 10,484
Special dividend for the year ended 30 September 2024 of nil
(2023: 0.20p) per Ordinary Share – 912
Interim dividend for the year ended 30 September 2025 of 1.50p
(2024: 1.20p) per Ordinary Share 6,361 5,367
17,551 16,763
During the year the Company received a claim for shares forfeited in 2022 and, after verifying the
claim, £18,000 was paid to the former owner of the shares in question.
Set out below are the interim and final dividends paid or proposed on Ordinary Shares in respect
of the financial year, which is the basis on which the requirements of Section 1159 of the
Corporation Tax Act 2010 are considered.
2025
£’000
2024
£’000
Interim dividend for the year ended 30 September 2025 of 1.50p
(2024: 1.20p) per Ordinary Share 6,361 5,367
Proposed final dividend for the year ended 30 September 2025 of
3.00p (2024: 2.55p) per Ordinary Share 12,371* 11,190
18,732 16,557
* Based on shares in circulation on 6 November 2025.
7. Earnings per Ordinary Share
The earnings per Ordinary Share is based on the Company’s net profit after tax of £120,148,000
(2024: net profit of £142,657,000) and on 429,089,217 (2024: 450,758,728) Ordinary Shares,
being the weighted average number of Ordinary Shares in issue (excluding shares in treasury)
during the year.
The earnings per Ordinary Share detailed above can be further analysed between revenue and
capital as follows:
30 September 2025 30 September 2024
Basic and diluted Revenue Capital Total Revenue Capital Total
Net profit (£’000) 21,767 98,381 120,148 18,942 123,715 142,657
Weighted average
number of Ordinary
Shares 429,089,217 450,758,728
Earnings per
Ordinary Share
(pence) 5.07 22.93 28.00 4.20 27.45 31.65
There are no dilutive instruments issued by the Company (2024: none).
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8. Investments held at fair value through profit or loss
30 September 2025 30 September 2024
Equities
£’000
Unrealised
derivatives
asset
£’000
Unrealised
derivatives
liabilities
£’000
Total
£’000
Equities
£’000
Unrealised
derivatives
asset
£’000
Unrealised
derivatives
liabilities
£’000
Total
£’000
Financial assets held at fair value
Opening book cost 1,120,850 – – 1,120,850 983,849 – – 983,849
Opening investment holding gains/(losses) 84,825 606 (4,414) 81,017 160,910 2,174 (20,873) 142,211
Opening fair value 1,205,675 606 (4,414) 1,201,867 1,144,759 2,174 (20,873) 1,126,060
Movement in the year:
Purchases at cost 543,434 – – 543,434 751,187 – – 751,187
Sales/Close – Proceeds (635,099) 8,694 – (626,405) (812,627) 6,502 – (806,125)
– realised gains/(losses) on sales and
close of Total Return Swaps 62,498 (8,694) – 53,804 198,441 (6,502) – 191,939
Increase/(decrease) in investment holding gains 48,395 (606) 4,414 52,203 (76,085) (1,568) 16,459 (61,194)
Closing fair value of investments 1,224,903 – – 1,224,903 1,205,675 606 (4,414) 1,201,867
Closing book cost 1,091,683 – – 1,091,683 1,120,850 – – 1,120,850
Closing investment holding gains/(losses) 133,220 – – 133,220 84,825 606 (4,414) 81,017
Closing fair value 1,224,903 – – 1,224,903 1,205,675 606 (4,414) 1,201,867
8
Financial Statements / Notes to the Financial Statements continued
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8. Investments held at fair value through profit or loss continued
Financial assets and liabilities held at fair value
30 September 2025
£’000
30 September 2024
£’000
Equities 1,224,903 1,205,675
Total Return Swaps – asset – 606
Total Return Swaps – liability – (4,414)
1,224,903 1,201,867
Year ended
30 September
2025
£’000
Year ended
30 September
2024
£’000
Transaction costs
Cost on acquisitions 334 724
Cost on disposals 347 631
681 1,355
Analysis of capital gains/(losses)
Gains on sales/close out of financial assets 53,804 191,939
Movement in investment holding gains/(losses) for the year 52,203 (61,194)
Net gains on investments 106,007 130,745
The Company received £626,405,000 (2024: £806,125,000) from investments sold in the year.
The book cost of these investments when they were purchased was £572,602,000 (2024:
£614,186,000). These investments have been revalued over time and until they were sold any
unrealised gains or losses were included in the fair value of the investments.
The Company has thirteen interests amounting to an investment of 3% or more of the equity
capital of investee companies which are set out in the table below.
Company
% of investee
company
JPEL Private Equity 18.4
Better Capital (2009) 17.4
Symphony International Holdings 15.7
Chrysalis Investments 15.4
Partners Group Private Equity 7.7
Cordiant Digital Infrastructure 7.0
Abrdn European Logistics Income 7.0
Oakley Capital Investments 6.1
Net Lease Office Properties 5.0
GCP Infrastructure Investments 4.5
Gerresheimer AG 4.1
Wacom 4.0
Vivendi 3.1
9. Trade receivables, prepayments and other debtors
2025
£’000
2024
£’000
Total Return Swaps – 606
Trade receivables, prepayments and other debtors
Sales for future settlement 4,444 –
Cash collateral receivable – 23,113
Tax recoverable 9,381 627
Prepayments and accrued income 2,973 2,259
VAT recoverable 60 28
Total trade receivables, prepayments and other debtors 16,858 26,027
Cash collateral receivable is cash held at Jefferies International Limited against exposure to derivatives.
Tax recoverable relates to withholding tax in a number of countries, some of which is past due,
but is in the process of being reclaimed by the Custodian through local tax authorities and also tax
deducted on UK REIT dividends, which the Company expects to receive in due course.
No other receivables are past due or impaired.
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10. Cash and cash equivalents
2025
£’000
2024
£’000
Cash at bank 22,696 13,597
Liquidity account 50,000 35,000
72,696 48,597
11. Current liabilities
2025
£’000
2024
£’000
Total Return Swaps – 4,414
Trade payables, accruals and short-term borrowings
Purchases for future settlement 5,777 –
Amounts owed for share buybacks 1 13
Management fees 638 –
Interest payable 868 859
Other payables 222 523
Total trade payables, accruals and short term borrowings 7,506 1,395
Total current liabilities 7,506 5,809
Revolving credit facility
The unsecured revolving credit facility with Scotiabank Europe Plc for ¥8.0bn (£41,700,000) (the
facility) was terminated at the end of its contracted life on 26 September 2024. It was repaid on
10 September 2024 and no drawings were made after that date. The facility when in existence
consisted of a multi-currency facility with drawings available in Japanese Yen, Pounds Sterling,
US Dollars and Euros.
The interest charged was the appropriate risk free rate (RFR)* plus the additional margin:
• Japanese Yen 1.025% margin over the Tokyo unsecured overnight rate (TONAR)**;
• Pounds Sterling 1.42% margin over SONIA (sterling overnight index average);
• US Dollars 1.25% margin above the secured overnight financing rate (SOFR); and
• Euros 1.25% margin above the Euro short-term rate (€ STR).
Undrawn balances below ¥2.0bn were charged at 0.35% and any undrawn portion above this
were charged at 0.30%.
Under the terms of the facility, the covenant required net assets not to be less than £300m and the
adjusted net asset coverage to borrowings not less than 4:1.
The facility is shown at amortised cost and revalued for exchange rate movements. Any gain or
loss arising from changes in exchange rates is included in the capital reserves and shown in the
capital column of the Statement of Comprehensive Income. Interest costs are charged to capital
and revenue in accordance with the Company’s accounting policies.
** If TONAR was less than 0% it was deemed to be 0%.
At 30 September 2025 At 30 September 2024
¥‘000 £’000 ¥‘000 £’000
Opening balance – – – –
Proceeds from amounts drawn – – 16,000,000 82,957
Repayment – – (16,000,000) (81,423)
Exchange rate movement – – – (1,534)
Total – – – –
11
Financial Statements / Notes to the Financial Statements continued
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12. Non-current liabilities
2025
£’000
2024
£’000
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 29,934 29,927
3.249% Series B Euro Senior Unsecured Loan Notes 2036 26,133 24,902
2.93% Euro Senior Unsecured Loan Notes 2037 17,373 16,549
1.38% JPY Senior Unsecured Loan Notes 2032 40,113 41,558
1.44% JPY Senior Unsecured Loan Notes 2033 22,595 23,413
2.28% JPY Senior Unsecured Loan Notes 2039 25,111 26,022
Total 161,259 162,371
The amortised costs of issue expenses are set out in note 4.
The fair values of the Loan Notes are set out in note 15.
The Company issued two Loan Notes on 15 January 2016:
£30,000,000 4.184% Series A Sterling Senior Unsecured Loan Notes due 15 January 2036
€30,000,000 3.249% Series B Euro Senior Unsecured Loan Notes due 15 January 2036
The Company issued further Loan Notes on 1 November 2017:
€20,000,000 2.93% Euro Senior Unsecured Loan Notes due 1 November 2037
The Company issued further Loan Notes on 6 July 2022:
¥8,000,000,000 1.38% JPY Senior Unsecured Loan Notes due 6 July 2032
The Company issued further Loan Notes on 25 July 2023:
¥4,500,000,000 1.44% JPY Senior Unsecured Loan Notes due 25 July 2033
The Company issued further Loan Notes on 12 September 2024:
¥5,000,000,000 2.28% JPY Senior Unsecured Loan Notes due 12 September 2039
Under the terms of the Loan Notes, the covenants require that the net assets of the Company
shall not be less than £300,000,000 and total indebtedness shall not exceed 30% of net assets.
13. Called-up share capital
As at 30 September 2025 As at 30 September 2024
Ordinary
Shares of 1p
each
Number
of shares
Nominal
value
£’000
Ordinary
Shares of 1p
each
Number
of shares
Nominal
value
£’000
Allotted, called up and fully paid
Ordinary Shares of 2p each (2024: 2p)
Balance at beginning of the year 487,662,627 9,753 507,774,638 10,155
Treasury Shares cancelled (23,727,872) (475) – –
Ordinary Shares bought back
and cancelled (28,650,000) (573) (20,112,011) (402)
Balance at end of the year 435,284,755 8,705 487,662,627 9,753
Treasury Shares
Balance at beginning of the year 45,600,956 45,600,956
Cancellation of Treasury Shares (23,727,872) –
Balance at end of the year 21,873,084 45,600,956
Total Ordinary Share capital
excluding treasury shares 413,411,671 442,061,671
At 30 September 2025, the Company held 21,873,084 shares in treasury, with a nominal value
of £437,000.
Ordinary Shares of 2 pence each
During the year to 30 September 2025, 28,650,000 Ordinary Shares of 2 pence were bought
back for cancellation for an aggregate consideration of £69,612,000 (2024: 20,112,011 shares for
aggregate consideration of £43,967,000).
The allotted, called up and fully paid shares at 30 September 2025 consisted of 435,284,755
Ordinary Shares of 2 pence each in issue, and 21,873,084 Ordinary Shares held in treasury. The total
voting rights attaching to Ordinary Shares in issue and ranking for dividends was 413,411,671 as at
30 September 2025.
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14. Net asset value
The net asset value per Ordinary Share and the net asset value attributable to the Ordinary Shares
at the year-end are calculated in accordance with their entitlements in the Articles of Association
and were as follows:
30 September 2025 30 September 2024
NAV per
Ordinary
Share
Pence
Net asset
value
attributable
£’000
NAV per
Ordinary
Share
Pence
Net asset
value
attributable
£’000
Basic and diluted 277.13 1,145,692 251.71 1,112,725
Net asset value per Ordinary Share is based on net assets and on 413,411,671 Ordinary Shares
(2024: 442,061,671), being the number of Ordinary Shares in issue excluding Treasury Shares
at the year-end.
15. Financial instruments and capital disclosures
Investment objective and policy
The Company’s investment objective and policy are detailed on page 50.
The Company’s financial instruments comprise equity and fixed-interest investments, cash
balances, receivables, payables and borrowings. The Company makes use of borrowings to
achieve improved performance in rising markets. The risk of borrowings may be reduced by raising
the level of cash balances or fixed-interest investments held.
Risks
The risks identified arising from the financial instruments are market risk (which comprises market
price risk, interest rate risk and foreign currency risk), liquidity risk and credit and counterparty risk.
The Company may also enter into derivative transactions to manage risk.
The Board and Investment Manager consider and review the risks inherent in managing the
Company’s assets which are detailed below.
Market risk
Market risk arises mainly from uncertainty about future prices of financial instruments used in the
Company’s business. It represents the potential loss which the Company might suffer through
holding market positions by way of price movements, interest rate movements, exchange rate
movements and systematic risk (risk inherent to the market, reflecting economic and geopolitical
factors). The Investment Manager assesses the exposure to market risk when making each
investment decision and these risks are monitored by the Investment Manager on a regular basis
and the Board at quarterly meetings with the Investment Manager.
Market price risk
Market price risk (i.e. changes in market prices other than those arising from currency risk or
interest rate risk) may affect the value of investments.
Adherence to investment policies mitigates the risk of excessive exposure to any particular type
of security or issuer. The portfolio is managed with an awareness of the effects of adverse price
movements through detailed and continuing analysis with the objective of maximising overall
returns to shareholders. The assessment of market risk is based on the Company’s portfolio
as held at the year-end. The Company has experienced volatility in the fair value of investments
during recent years due to geopolitical events. The Company has used 20% to demonstrate the
impact of a significant reduction/increase in the fair value of the investments and the impact upon
the Company that might arise from future significant events.
If the fair value of the listed equity investments at the year-end of £1,221,501,000 (2024:
£1,204,157,000) decreased or increased by 20%, then it would have had an adverse/positive
impact on the Company’s capital return and equity of £244,300,000 (2024: £240,831,000).
As at 30 September 2025, £3,402,000 (2024: £1,518,000) of the Company’s investments
are in unquoted companies held at fair value. A change in market inputs that would result in a
20% decrease in the fair value of the unquoted investments at 30 September 2025 would have
decreased the net assets attributable to the Company’s shareholders by £680,000 (30 September
2024: £304,000); an equal change in the opposite direction would have increased the net assets
attributable to the Company’s shareholders and reduced the loss for the year by an equal amount.
Foreign currency
The value of the Company’s assets and the total return earned by the Company’s shareholders
can be significantly affected by foreign exchange rate movements, as most of the Company’s
assets are denominated in currencies other than Pounds Sterling, the currency in which the
Company’s financial statements are prepared. Income denominated in foreign currencies is
converted to Pounds Sterling upon receipt.
A 5% increase or decrease in foreign exchange rates has been used to illustrate the potential
effect on net asset value. This percentage is considered appropriate based on:
• Historical volatility of the relevant currencies;
• The nature of the Company’s foreign currency exposures, which are diversified and not
concentrated in highly volatile markets;
• Industry practice, where a 5% sensitivity is commonly used for similar investment companies.
A 5% rise or decline of Sterling against foreign currency denominated (i.e. non Pounds Sterling)
assets and liabilities held at the year-end would have increased/decreased the net asset value
by £36,793,000 (2024: £35,073,000).
Financial Statements / Notes to the Financial Statements continued
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15. Financial instruments and capital disclosures continued
The currency exposure is as follows:
Currency risk
GBP
£’000
USD
£’000
EUR
£’000
JPY
£’000
KRW
£’000
NOK
£’000
SEK
£’000
Total
£’000
At 30 September 2025
Other receivables 527 9,127 784 6,303 117 – – 16,858
Cash and cash equivalents 72,624 1 1 – 70 – – 72,696
Other payables (1,123) (389) – (5,331) (663) – – (7,506)
Total Return Swaps – – – – – – – –
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 (29,934) – – – – – – (29,934)
3.249% Series B Euro Senior Unsecured Loan Notes 2036 – (26,133) – – – – – (26,133)
2.93% Euro Senior Unsecured Loan Notes 2037 – (17,373) – – – – – (17,373)
1.38% JPY Senior Unsecured Loan Notes 2032 – – – (40,113) – – – (40,113)
1.44% JPY Senior Unsecured Loan Notes 2033 – – – (22,595) – – – (22,595)
2.28% JPY Senior Unsecured Loan Notes 2039 – – – (25,111) – – – (25,111)
Currency exposure on net monetary items 42,094 (34,767) 785 (86,847) (476) – – (79,211)
Investments held at fair value through profit or
loss – equities 367,741 310,472 166,664 237,478 91,452 47,465 3,631 1,224,903
Total net currency exposure 409,835 275,705 167,449 150,631 90,976 47,465 3,631 1,145,692
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15. Financial instruments and capital disclosures continued
Foreign currency continued
This exposure is representative at the Balance Sheet date and may not be representative of the year as a whole. The balances are of the holding investment and may not represent the actual exposure of the subsequent
underlying investment.
Currency risk
GBP
£’000
USD
£’000
EUR
£’000
JPY
£’000
NOK
£’000
SEK
£’000
Total
£’000
At 30 September 2024
Other receivables 611 23,476 627 1,313 – – 26,027
Cash and cash equivalents 48,597 – – – – – 48,597
Other payables (679) (118) (371) (227) – – (1,395)
Total Return Swaps – (3,808) – – – – (3,808)
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 (29,927) – – – – – (29,927)
3.249% Series B Euro Senior Unsecured Loan Notes 2036 – – (24,902) – – – (24,902)
2.93% Euro Senior Unsecured Loan Notes 2037 – – (16,549) – – – (16,549)
1.38% JPY Senior Unsecured Loan Notes 2032 – – – (41,558) – – (41,558)
1.44% JPY Senior Unsecured Loan Notes 2033 – – – (23,413) – – (23,413)
2.28% JPY Senior Unsecured Loan Notes 2039 – – – (26,022) – – (26,022)
Currency exposure on net monetary items 18,602 19,550 (41,195) (89,907) – – (92,950)
Investments held at fair value through profit or
loss – equities 392,664 259,661 291,864 215,730 41,267 4,489 1,205,675
Total net currency exposure 411,266 279,211 250,669 125,823 41,267 4,489 1,112,725
Interest rate risk
Interest rate movements may affect:
• the fair value of investments in fixed-interest rate securities;
• the level of income receivable on cash deposits;
• the interest payable on variable rate borrowings; and
• the fair value of the Company’s long-term debt.
The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are taken into account when making investment decisions.
The Loan Notes issued by the Company pay a fixed rate of interest and are carried in the Company’s Balance Sheet at amortised cost rather than at fair value. Hence, movements in interest rates will
not affect net asset values, as reported under the Company’s accounting policies, but may have an impact on the Company’s share price and discount/premium. The fair value of the debt and its effect
on the Company’s assets is set out below.
The exposure at 30 September of financial assets and financial liabilities to interest rate risk is shown by reference to floating interest rates.
Financial Statements / Notes to the Financial Statements continued
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15. Financial instruments and capital disclosures continued
Interest rate risk continued
At
30 September
2025
£’000
At
30 September
2024
£’000
Exposure to floating interest rates
Cash collateral receivable from broker – 23,113
Cash and cash equivalents 72,696 48,597
30 September 2025 30 September 2024
Book cost
£’000
Fair value
£’000
Book cost
£’000
Fair value
£’000
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 29,934 25,629 29,927 26,103
3.249% Series B Euro Senior Unsecured Loan Notes 2036 26,133 24,029 24,902 23,119
2.93% Euro Senior Unsecured Loan Notes 2037 17,373 15,186 16,549 14,671
1.38% JPY Senior Unsecured Loan Notes 2032 40,113 37,221 41,558 40,203
1.44% JPY Senior Unsecured Loan Notes 2033 22,595 20,795 23,413 22,623
2.28% JPY Senior Unsecured Loan Notes 2039 25,111 22,968 26,022 26,377
Total 161,259 145,828 162,371 153,096
Interest rate sensitivity of the Company’s Loan Notes is an APM as set out in the Glossary.
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15. Financial instruments and capital disclosures continued
Liquidity risk
Liquidity risk is mitigated by the fact that the Company has £72,696,000 (2024: £71,710,000) cash and cash equivalents, the assets are readily realisable. The Company is a closed-ended fund, assets
do not need to be liquidated to meet redemptions, and sufficient liquidity is maintained to meet obligations as they fall due. The remaining contractual payments on the Company’s financial liabilities at
30 September, based on the earliest date on which payment can be required and current exchange rates at the Balance Sheet date, were as follows:
In 1 year
or less
£’000
In more than 1 year but
not more than 2 years
£’000
In more than 2 years but
not more than 3 years
£’000
In more than 3 years but
not more than 10 years
£’000
In more than
10 years
£’000
Total
£’000
At 30 September 2025
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 (1,255) (1,255) (1,255) (8,786) (30,628) (43,179)
3.249% Series B Euro Senior Unsecured Loan Notes 2036 (851) (851) (851) (5,955) (26,609) (35,117)
2.93% Euro Senior Unsecured Loan Notes 2037 (511) (511) (511) (3,580) (18,734) (23,847)
1.38% JPY Senior Unsecured Loan Notes 2032 (555) (555) (555) (42,459) – (44,124)
1.44% JPY Senior Unsecured Loan Notes 2033 (326) (326) (326) (24,263) – (25,241)
2.28% JPY Senior Unsecured Loan Notes 2039 (573) (573) (573) (4,014) (27,442) (33,175)
Total Return Swap liabilities – – – – – –
Other payables (7,506) – – – – (7,506)
(11,577) (4,071) (4,071) (89,057) (103,413) (212,189)
In 1 year
or less
£’000
In more than 1 year but
not more than 2 years
£’000
In more than 2 years but
not more than 3 years
£’000
In more than 3 years but
not more than 10 years
£’000
In more than
10 years
£’000
Total
£’000
At 30 September 2024
4.184% Series A Sterling Senior Unsecured Loan Notes 2036 (1,255) (1,255) (1,255) (8,786) (31,883) (44,434)
3.249% Series B Euro Senior Unsecured Loan Notes 2036 (811) (811) (811) (5,676) (26,175) (34,284)
2.93% Euro Senior Unsecured Loan Notes 2037 (488) (488) (488) (3,413) (18,345) (23,222)
1.38% JPY Senior Unsecured Loan Notes 2032 (575) (575) (575) (44,578) – (46,303)
1.44% JPY Senior Unsecured Loan Notes 2033 (338) (338) (338) (25,483) – (26,497)
2.28% JPY Senior Unsecured Loan Notes 2039 (594) (594) (594) (4,160) (29,034) (34,976)
Total Return Swap liabilities (4,032) (382) – – – (4,414)
Other payables (1,395) – – – – (1,395)
(9,488) (4,443) (4,061) (92,096) (105,437) (215,525)
Financial Statements / Notes to the Financial Statements continued
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15. Financial instruments and capital disclosures continued
Credit risk
Credit risk is mitigated by diversifying the counterparties through which the Investment Manager
conducts investment transactions. The credit standing of all counterparties is reviewed periodically,
with limits set on amounts due from any one counterparty. As at the year-end cash is held with
JP Morgan (A2*) and Morgan Stanley in a Liquidity Fund (AAA*).
The total credit exposure represents the carrying value of fixed-income investments, cash and
receivable balances and totals £89,573,000 (2024: £75,231,000).
Fair values of financial assets and financial liabilities
Valuation of financial instruments
The Company measures fair values using the following fair value hierarchy that reflects the
significance of the inputs used in making the measurements. Categorisation within the hierarchy
has been determined on the basis of the lowest level input that is significant to the fair value
measurement of the relevant assets as follows:
• Level 1 – valued using quoted prices unadjusted in active markets for identical assets or
liabilities.
• Level 2 – valued by reference to valuation techniques using observable inputs for the asset or
liability other than quoted prices included within Level 1.
• Level 3 – valued by reference to valuation techniques using inputs that are not based on
observable market data for the asset or liability.
The tables below set out fair value measurements of financial instruments as at the year-end, by
the level in the fair value hierarchy into which the fair value measurement is categorised.
Financial assets at fair value through profit
or loss at 30 September 2025
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Equity investments 1,221,501 – 3,402 1,224,903
Total Return Swap assets – – – –
1,221,501 – 3,402 1,224,903
Financial assets at fair value through profit
or loss at 30 September 2024
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Equity investments 1,204,157 – 1,518 1,205,675
Total Return Swap assets – 606 – 606
1,204,157 606 1,518 1,206,281
Fair value of Level 3 investments
30 September 2025
£’000
30 September 2024
£’000
Opening fair value of investments 1,518 1,823
Acquisition 1,058 –
Sales – proceeds (146) (61)
Realised gains on equity sales 131 33
Movement in investment holding gains/(losses) 841 (277)
Closing fair value of investments 3,402 1,518
Investments classified within Level 3 are reviewed on a regular basis by the Manager. As
observable prices are not available for these investments, the Manager has used appropriate
valuation techniques per IPEV guidelines to derive the fair value. The Manager considers the
appropriateness of the valuation model inputs, as well as the valuation result using various
methods and techniques generally recognised as standard.
* Moody’s credit ratings.
Financial liabilities
The financial liabilities in the table below are shown at their fair value, being the amount at which
the liability may be transferred in an orderly transaction between market participants.
Financial liabilities at 30 September 2025
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Total Return Swap liabilities – – – –
– – – –
Financial liabilities at 30 September 2024
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Total Return Swap liabilities – (4,414) – (4,414)
– (4,414) – (4,414)
The fair value of the Total Return Swaps is derived using the market price of the underlying
instruments and exchange rates and therefore would be categorised as Level 2.
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15. Financial instruments and capital disclosures continued
Financial liabilities continued
Capital management policies and procedures
The structure of the Company’s capital is described on page 51 and details of the Company’s
reserves are shown in the Statement of Changes in Equity on page 66.
The Company’s capital management objectives are:
• to ensure that it will be able to continue as a going concern;
• to achieve capital growth through a focused portfolio of investments, particularly in companies
whose share prices stand at a discount to estimated underlying net asset value, through an
appropriate balance of equity capital and debt; and
• to maximise the return to shareholders while maintaining a capital base to allow the Company
to operate effectively and meet obligations as they fall due.
The Board, with the assistance of the Investment Manager, regularly monitors and reviews the
broad structure of the Company’s capital on an ongoing basis. These reviews include:
• the level of gearing, which takes account of the Company’s position and the Investment
Manager’s views on the market; and
• the extent to which revenue in excess of that which is required to be distributed should
be retained.
The Company’s objectives, policies and processes for managing capital are unchanged from last
year but a revised Investment Policy was adopted at the AGM on 19 December 2024.
The Company is subject to externally imposed capital requirements:
a) as a public company, the Company is required to have a minimum share capital of £50,000;
and
b) in accordance with the provisions of Sections 832 and 833 of the Companies Act 2006, the
Company, as an investment company:
(i) is only able to make a dividend distribution to the extent that the assets of the Company
are equal to at least one and a half times its liabilities after the dividend payment has
been made; and
(ii) is required to make a dividend distribution with respect to each accounting year such that
it does not retain more than 15% of the income that it derives from shares and securities in
that year.
These requirements are unchanged since last year and the Company has complied with them at
all times.
16. Derivatives
The Company may use a variety of derivative contracts, including Total Return Swaps, to enable it
to gain long exposure to individual securities. Derivatives are valued by reference to the underlying
market value of the corresponding security.
At
30 September 2025
£’000
At
30 September 2024
£’000
Total Return Swaps
Current assets – 606
Current liabilities – (4,414)
Net value of derivatives – (3,808)
The gross positive exposure on Total Return Swaps as at 30 September 2025 was £nil
(30 September 2024: £58,296,000) and the total negative exposure of Total Return Swaps
was £nil (30 September 2024: £53,100,000). The liabilities are secured against assets held
with Jefferies International Limited. The collateral held as at 30 September 2025 was £nil
(30 September 2024: £23,113,000).
Financial Statements / Notes to the Financial Statements continued
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17. Contingencies, guarantees and financial commitments
At 30 September 2025, the Company had no significant financial commitments.
18. Related party transactions and transactions with the Investment
Manager
Fees paid to the Company’s Directors are disclosed in the Report on Remuneration
Implementation on page 96. At the year-end, £nil was outstanding due to Directors (2024: £nil).
The transaction pursuant to the IMA with AVI is set out in the Report of the Directors on page 55.
Management fees for the year amounted to £7,660,000 (2024: £7,611,000).
As at the year-end, the following amounts were outstanding in respect of management fees:
£638,000 (2024: £nil).
19. Post balance sheet events
Since the year-end, the Company has bought back 1,050,000 Ordinary Shares with a nominal
value of £21,000 at a total cost of £2,717,000.
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The Company’s AIFM is Asset Value Investors Limited.
The AIFMD requires certain information to be made available to investors in AIFs before they invest
and requires that material changes to this information be disclosed in the annual report of each
AIF. Those disclosures that are required to be made pre-investment are included within an AIFMD
Investor Disclosure Document. This, together with other necessary disclosures required under
AIFMD, can be found on the Company’s website www.aviglobal.co.uk.
All authorised AIFMs are required to comply with the AIFMD Remuneration Code. The AIFM’s
remuneration disclosures can be found on the Company’s website www.aviglobal.co.uk.
Leverage:
For the purposes of the AIFMD, leverage is any method which increases the Company’s exposure,
including the borrowing of cash and the use of derivatives.
This is expressed as a ratio between the Company’s exposure and its net asset value, and is
calculated under the Gross and Commitment Methods in accordance with AIFMD. Under the
Gross Method, exposure represents the sum of the Company’s positions without taking account
of any netting or hedging arrangements. Under the Commitment Method, exposure is calculated
after certain hedging and netting positions are offset against each other.
The Company is required to state its maximum and actual leverage levels, calculated as prescribed
by the AIFMD as at 30 September 2025. This gives the following figures:
Leverage Exposure Gross Method
Commitment
Method
Maximum Limit 150% 130%
Actual Level 122% 122%
Other Reports / AIFMD Disclosures (Unaudited)
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Role of the Audit Committee
The Audit Committee’s main functions are:
• To monitor the internal financial control and risk management systems on which the Company
is reliant.
• To consider whether there is a need for the Company to have its own internal audit function.
• To monitor the integrity of the half year and annual financial statements of the Company by
reviewing and challenging, where necessary, the actions and judgements of the Investment
Manager and the Administrator.
• To review the proposed audit programme and the subsequent Audit Report of the external
Auditor and to assess the effectiveness and quality of the audit process, the nature of the
non-audit work and the levels of fees paid in respect of both audit and non-audit work, in
compliance with the Company’s Non-Audit Services Policy.
• To make recommendations to the Board in relation to the appointment, re-appointment or
removal of the Auditor, and to negotiate their remuneration and terms of engagement on audit
and non-audit work.
• To monitor and review annually the external Auditor’s independence, objectivity, effectiveness,
resources and qualifications.
Composition of the Audit Committee
The Audit Committee comprises the whole Board, being independent Directors. Calum Thomson,
a qualified chartered accountant with over 30 years’ experience, has chaired the Audit Committee
throughout the year. All members of the Committee have recent and relevant financial experience,
and the Committee as a whole has competence relevant to the investment trust sector. The Audit
Committee operates within defined terms of reference, which are available on the Company’s
website.
Activities During the Year:
• Review of the Half Year Report for the period to 31 March 2025, recommending its approval to
the Board;
• Consideration of the external Auditor’s plan for the audit of the year-end financial statements;
• Review of the Company’s internal controls and risk management system, including an annual
assessment of emerging and principal risks facing the Company;
• Review of the Investment Manager’s Allocation and Aggregation policy;
• Review of the service levels provided by the Company’s Custodian and Depositary;
• Review of the controls reports issued by the Company’s outsourced service providers,
including those issued by the Company’s Administrator, Depositary, Custodian and
Investment Manager;
• Review of the year-end financial statements, including a review to ensure that the financial
statements issued by the Company are considered fair, balanced and understandable,
and discussion of the findings of the external audit with the Auditor. Several sections of the
Annual Accounts are not subject to formal statutory audit, including the Strategic Report and
Investment Manager’s Review; and the checking process for the financial information in these
sections was considered by the Audit Committee, and by the Auditor;
• Assessment and recommendation to the Board on whether it was appropriate to prepare the
Company’s financial statements on the going concern basis. This review included challenging
the assumptions on viability of the Company and reviewing stress tests focused on its ability to
continue to meet its viability. The Board’s conclusions are set out in the Report of the Directors
on page 62;
• Consideration of a statement by the Directors on the long-term viability of the Company. That
statement can be found on page 62 and 63;
• Recommendation of a final dividend for the year ended 30 September 2024 and an interim
dividend for the period to 31 March 2025;
• Review of special dividends received in the year to determine their allocation to the revenue or
capital account in the Statement of Comprehensive Income, in particular the treatment of the
significant dividend received from D’Ieteren in the 2025 Half Year Report, which the Auditor
was requested to review;
• Review the Company’s compliance with the FRC’s Minimum Standard for Audit Committees
and in order to meet the requirements of the Standard, the Committee has, inter alia, evaluated
the effectiveness of the external audit and reviewed the Auditor’s response to previous
assessments; and
• Discussion of the requirement for the Company to identify material controls and to monitor the
effectiveness of these controls.
Other Reports / Report of the Audit Committee
AVI Global Trust plc / Annual Report 2025
90
Significant Areas of Focus
The Committee considers in detail the annual and interim statements and its key focus in its
work on the Annual Report and Accounts is that the financial statements are fair, balanced and
understandable and provide the information necessary for shareholders to assess the Company’s
position and performance, business model and strategy. The Committee also carefully considers
the most significant issues, both operational and financial, likely to impact on the Company’s
financial statements.
The key area of focus for the Committee was the valuation of the investment portfolio: 99.72% of
the equity investment portfolio at the year-end can be verified against daily market prices
and observable price movements. The remaining 0.28% uses methodologies not based on
observable inputs.
The following other areas of focus were considered throughout the year and as part of the
annual audit:
• The possibility of management override of controls, because individuals have access to the
Company’s assets and accounting records in order to fulfil their roles. The Board, through the
Audit Committee, is responsible for ensuring that suitable internal control systems to prevent
and detect fraud and error are designed and implemented by the third-party service providers
to the Company and is also responsible for reviewing the effectiveness of such controls.
• Valuation of investments: Most of the Company’s assets are listed and regularly traded
and so values for these assets can be verified from market sources. In the case of unlisted
investments the Committee challenges management to ensure that valuations are reasonable
and appropriate given the circumstances and information available. Valuations are also verified
as part of the audit process.
• Revenue recognition: Dividends are accounted for on an ex-dividend basis and occasionally
the Company receives special dividends. All revenues are reconciled and there is separation
of duties between the Investment Manager and Administrator.
• Management fees: The Investment Manager’s fee is the largest expense item. The
Administrator ensures that each fee payment is independently verified and the amounts paid
are further verified as part of the audit process.
• Debt covenants: Compliance with debt covenants is verified by the Administrator at each
month end and certified to lenders and notified to the Directors.
• Going Concern and Viability: During the year and as part of the year-end review the Committee
considered the Company’s ability to continue to operate and its future viability. Stress tests were
carried out, examining the effects of substantial falls in asset value and revenues. Throughout the
year, the Audit Committee has also dedicated time to considering the likely economic effects and the
impact on the Company of the conflicts in Ukraine and the Middle East, geopolitical and economic
challenges around the world, inflationary pressures and how the level of demand for the Company’s
shares may affect the discount.
• Compliance with the Companies Act and Listing Rules: Reports on compliance are received
and reviewed at each quarterly Board meeting.
• Investment Trust Status: A report on compliance with the requirements to maintain investment
trust status is received and reviewed at each Board meeting. As part of the year-end process,
the Audit Committee reviews the requirements to retain investment trust status, and in
particular the minimum dividend distribution which must be made with respect to the year
under review.
• A review of the continued quality and appropriateness of the external audit.
A further significant risk control is to ensure that the investment portfolio accounted for in the
financial statements reflects physical ownership of the relevant securities. The Company uses
the services of an independent Custodian (JPMorgan Chase Bank, NA) to hold the assets
of the Company. The investment portfolio is reconciled regularly by the Administrator to the
Custodian’s records. The systems and controls operated by the Custodian are also monitored
by the Depositary, J.P. Morgan Europe Limited, whose responsibilities include oversight of the
safekeeping of the Company’s assets. The Audit Committee meets with the Depositary, as
necessary, to review the work of the Depositary, and to consider the effectiveness of the internal
controls at the Custodian.
Given the nature of the Company’s investments, substantial funds can be received from corporate
actions at investee companies. The implementation of the corporate actions can be complex and
challenging. The Committee reviews such corporate actions, and takes advice where necessary.
The Committee reviews the analysis of corporate actions provided by the Investment Manager and
ensures that the treatment in the financial statements is appropriate.
The Company suffers withholding tax on many of its dividends received, some of which is
irrecoverable. The Audit Committee and the Investment Manager aim to ensure that any
recoverable withholding tax is received in a timely manner. However, such recovery can be difficult
in some jurisdictions, and the Company has incurred professional service fees in this area. During
the year under review the Audit Committee reviewed its decision to make a provision against an
amount of withholding tax that has remained due for over nine years and, following discussion with
the Auditor, concluded that this remained the correct approach.
At each Audit Committee meeting, the members discussed the emerging risks that may have an
impact on the Company. Topics discussed in the year under review included the continuing effects
of the conflicts in Ukraine and the Middle East, developments in the investment trust sector and
consolidation in the wealth managers sector, the low level of demand for shares of investment
trusts and shares of companies listed on the London Stock Exchange in general, increasing levels
of inflation and the growing prominence of climate change.
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Internal Controls
The Board confirms that there is an ongoing process for identifying, evaluating and managing
the emerging and principal risks faced by the Company in line with the FRC’s Guidance on
Risk Management, Internal Control and Related Financial and Business Reporting published in
September 2014 and the FRC’s Guidance on Audit Committees published in April 2016. This
process has been in place for the year under review and up to the date of approval of this report,
and accords with the guidance. The risks of any failure of such controls are identified in a Risk
Matrix and a schedule of Key Risks, which are regularly reviewed by the Board and which identify
the likelihood and severity of the impact of such risks and the controls in place to minimise the
probability of such risks occurring. Where reliance is made on third parties to manage identified
risks, those risks are matched to appropriate controls reported in the relevant third-party service
provider’s annual report on controls. The principal risks identified by the Board are set out in the
Strategic Report on pages 17 to 21.
The following are the key components which the Company has in place to provide effective
internal control:
• The Board has agreed clearly defined investment criteria, which specify levels of authority and
exposure limits. Reports on compliance with these criteria are regularly reviewed by the Board.
• The Board has a procedure to ensure that the Company can continue to be approved as an
investment company by complying with sections 1158/1159 of the Corporation Tax Act 2010.
• The Investment Manager and Administrator prepare forecasts and management accounts
which allow the Board to assess the Company’s activities and to review its performance.
• The contractual agreements with the Investment Manager and other third-party service
providers, and adherence to them, are regularly reviewed.
• The services of and controls at the Investment Manager and other third-party suppliers are
reviewed at least annually.
• The Audit Committee receives and reviews assurance reports on the controls of all third-party
service providers, including the Custodian and Administrator, undertaken by professional
service providers.
• The Audit Committee seeks to ensure that the Company is recovering withholding tax on
overseas dividends to the fullest extent possible.
• The Investment Manager’s Compliance Officer continually reviews the Investment Manager’s
operations. The Investment Manager also employs an independent compliance consultant.
Compliance reports are submitted to the Committee at least annually.
Internal control systems are designed to meet the Company’s particular needs and the risks to
which it is exposed. They do not eliminate the risk of failure to achieve business objectives and,
by their nature, can only provide reasonable and not absolute assurance against misstatement
orloss.
As the Company has no employees, it does not have a whistle-blowing policy and procedure in
place. The Company delegates its main functions to third-party providers, each of whom report on
their policies and procedures to the Audit Committee.
The Audit Committee believes that the Company does not require an internal audit function,
principally because the Company delegates its day-to-day operations to third parties, which
are monitored by the Committee, and which provide control reports on their operations
at least annually.
External Audit Process
The Audit Committee meets at least twice a year with the Auditor. The Auditor provides a planning
report in advance of the preparation of the Annual Report and a report on the annual audit. The
Audit Committee has an opportunity to question and challenge the Auditor in respect of each of
these reports. In addition, the Audit Committee Chairman discusses the audit plan and results
of the audit with the external Auditor prior to the relevant Audit Committee meeting. After each
audit, the Audit Committee reviews the audit process and considers its effectiveness. The review
of the 2024 audit concluded that the audit process had worked well, and that the key matters
had been adequately addressed by the auditors. At least once a year, the Audit Committee has
an opportunity to discuss any aspect of the Auditor’s work with the Auditor in the absence of the
Investment Manager and administrators.
The Audit Committee specifically requested the Auditor to review withholding tax reclaims, in
light of the significant special dividend received from D’Ieteren during the year. The Auditor was
asked to review the treatment of this special dividend in preparation for the 2025 Half Year Report.
The Auditor carried out testing on the withholding tax reclaims, requested information from the
Investment Manager on these and confirmed that it had no comments on the approach followed.
The Auditor challenged the allocation to revenue or capital of some of the special dividends
received during the year, and changes to the allocation were made as a result. The Committee
also discussed with the Auditor whether any additional work would be required on Cyber controls.
Auditor Assessment and Independence
The Audit Committee has reviewed BDO’s independence policies and procedures, including
quality assurance procedures. It was considered that those policies and procedures remained
fit for purpose. Christopher Meyrick is the Audit Partner allocated to the Company. The audit of
the financial statements for the year to 30 September 2025 is his third as Audit Partner and it is
the third year for which BDO have been the Company’s auditors. The Committee has also taken
into consideration the standing, skills and experience of the audit firm and the audit team, and is
satisfied that BDO is both independent and effective in carrying out their responsibilities.
AVI Global Trust plc / Annual Report 2025
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Auditor Assessment and Independence continued
The Audit Committee has discussed the findings of the FRC’s recent 2025 Audit Quality Report on
the quality of audits performed by BDO and questioned the audit team on any particular areas of
the findings that caused them to change their audit approach and was relevant to the audit
of the Company. The Committee reviewed the scope of the external audit, questioned the auditor
regarding the scope of the audit and any adjustments to the audit approach resulting from the
Audit Quality Report.
Whilst the Committee is disappointed with the lack of progress since the previous Audit Quality
Report, it has satisfied itself that none of the shortcomings identified are directly relevant to the
audit of the Company.
Fees Payable to the Auditor
Total fees payable to the Auditor were £57,750 (2024: £61,000). Of the total fees, the fees for audit
services were £57,750 (2024: £61,000). The Audit Committee has approved and implemented
a policy on the engagement of the Auditor to supply non-audit services, taking into account the
recommendations of the FRC, and does not believe there to be any impediment to the Auditor’s
objectivity and independence.
All non-audit work to be carried out by the Auditor must be approved by the Audit Committee
in advance. The cost of non-audit services provided by the Auditor for the financial year ended
30 September 2025 was £nil (2024: £nil). The Audit Committee is satisfied that BDO was
independent on appointment and remains independent.
Reappointment of the Auditor
Taking into account the performance and effectiveness of the Auditor and the confirmation of
their independence, the Committee recommends that BDO LLP be reappointed as Auditor
to the Company.
CMA Order
AGT has complied throughout the year ended 30 September 2025 with the provisions of the
CMA Order.
Calum Thomson
Audit Committee Chairman
11 November 2025
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This Remuneration Policy provides details of the remuneration policy for the Directors of the
Company. All Directors are independent and non-executive, appointed under the terms of Letters
of Appointment, and none have a service contract. The Company has no employees.
A resolution to approve this Remuneration Policy, which was last approved at the AGM of the
Company held in 2022, will be proposed at the forthcoming AGM. If passed, the policy will apply
until it is next put to shareholders for renewal of that approval at the Company’s AGM in 2028.
Any variation of the policy prior to the 2028 AGM would have to be submitted for shareholder
approval. The proposed Remuneration Policy has remained unchanged from the Policy which
was approved in 2022.
The non-executive Directors of the Company are entitled to such rates of annual fees as the Board
at its discretion shall from time to time determine. Each Director abstains from voting on their own
individual remuneration.
In addition to the annual fee, under the Company’s Articles of Association, if any Director is
requested to perform extra or special services, they will be entitled to receive such additional
remuneration as the Board may think fit, and such remuneration may be either in addition to or in
substitution for any other remuneration that they may be entitled to receive.
Total remuneration paid to Directors is subject to an annual aggregate limit of £300,000, as set out
in the Company’s Articles of Association.
No component of any Director’s remuneration is subject to performance factors.
The rates of fees per Director are reviewed annually. Annual fees are pro-rated where a change
takes place during a financial year.
Table of Directors’ Remuneration Components*
Component Director Rate at 30 September 2025 Purpose of reward Operation
Annual fee All Directors £37,000 For commitment as Directors of a
public company
Determined by the Board at its
discretion (see Note 1)
Additional Fee Chairman of the Board £20,000 For additional responsibility and time
commitment
Determined by the Board at its
discretion (see Note 1)
Additional Fee Chairman of the Audit Committee £8,000 For additional responsibility and time
commitment
Determined by the Board at its
discretion (see Note 1)
Additional Fee Senior Independent Director £2,500 For additional responsibility and time
commitment
Determined by the Board at its
discretion (see Note 1)
Additional Fee All Directors Discretionary For performance of extra or special
services in their role as a Director
Determined by the Board at its
discretion (see Notes 1 and 2)
Expenses All Directors N/A Reimbursement of expenses paid by
them in order to perform their duties
Reimbursement upon submission of
appropriate invoices
Notes:
1. The Board only exercises its discretion in setting rates of fees after an analysis of fees paid to Directors of other companies having similar profiles to that of the Company, and consultation with third-party advisers. Individual Directors do not participate
in discussions relating to their own remuneration.
2. Additional fees would only be paid in exceptional circumstances in relation to the performance of extra or special duties. No such fees were paid in the year to 30 September 2025.
* The Company has no employees. Accordingly, there are no differences in policy on the remuneration of Directors and the remuneration of employees. No Director is entitled to receive any remuneration which is performance-related. As a result, there are
no performance conditions in relation to any elements of the Directors’ remuneration in existence to set out in this Remuneration Policy.
Other Reports / Directors’ Remuneration Policy
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Views of Shareholders
Any views expressed by shareholders on the fees being paid to Directors would be taken into
consideration by the Board when reviewing levels of remuneration.
Recruitment Remuneration Principles
1. The remuneration package for any new Chairman or non-executive Director will be the same
as the prevailing rates determined on the bases set out above. The fees and entitlement to
reclaim reasonable expenses will be set out in Directors’ Letters of Appointment.
2. The Board will not pay any introductory fee or incentive to any person to encourage them to
become a Director, but may pay the fees of search and selection specialists in connection with
the appointment of any new non-executive Director.
3. The Company intends to appoint only non-executive Directors for the foreseeable future.
4. The maximum aggregate fees currently payable to all Directors is £300,000.
Service Contracts
None of the Directors has a service contract with the Company. Non-executive Directors are
engaged under Letters of Appointment and are subject to annual re-election by shareholders.
Loss of Office
Directors’ Letters of Appointment expressly prohibit any entitlement to payment on loss of office.
Scenarios
The Chairman’s and non-executive Directors’ remuneration is fixed at annual rates, and there are
no other scenarios where remuneration will vary unless there are payments for extra or special
services in their role as Directors. It is accordingly not considered appropriate to provide different
remuneration scenarios for each Director.
Statement of Consideration of Conditions Elsewhere in the Company
As the Company has no employees, a process of consulting with employees on the setting of the
Remuneration Policy is not relevant.
Other Items
None of the Directors has any entitlement to pensions or pension-related benefits, medical or life
insurance schemes, share options, long-term incentive plans or performance-related payments.
No Director is entitled to any other monetary payment or any assets of the Company except in
their capacity (where applicable) as shareholders of the Company.
Directors’ and Officers’ liability insurance cover is maintained by the Company, at its expense, on
behalf of the Directors.
The Company has also provided indemnities to the Directors in respect of costs or other
liabilities which they may incur in connection with any claims relating to their performance or the
performance of the Company whilst they are Directors.
The Directors’ interests in contractual arrangements with the Company are as shown in the Report
of the Directors. Except as noted in the Report of the Directors, no Director was interested in any
contracts with the Company during the period or subsequently.
Review of the Remuneration Policy
The Board has agreed that there would be a formal review before any change to the
Remuneration Policy; and, at least once a year, the Remuneration Policy will be reviewed to
ensure that it remains appropriate.
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AVI Global Trust plc / Annual Report 2025
This Report is prepared in accordance with Schedule 8 of the Large and Medium-sized
Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013.
A resolution to approve this Report on Remuneration Implementation will be proposed at the AGM
of the Company to be held on 19 December 2025.
Statement from the Chairman
As the Company has no employees and the Board is comprised wholly of non-executive Directors, the
Board has not established a separate Remuneration Committee. Directors’ remuneration is determined
by the Board as a whole, at its discretion within an aggregate ceiling of £300,000 per annum. Each
Director abstains from voting on their own individual remuneration.
During the year, the Board carried out a review of the level of Directors’ fees in accordance with
the Remuneration Policy and considered the level of non-executive director fee increases applied
by investment trusts with assets of around £1bn, as well as by the Company’s peer group. This
review concluded that the fees would be increased with effect from 1 April 2025 to £57,000
(previously £55,500) per annum for the Chairman and £37,000 (previously £35,500) per annum for
other Directors. The additional fee payable to the Chairman of the Audit Committee was increased
from £5,500 to £8,000 and the additional fee paid to the Senior Independent Director remained
unchanged at £2,500 per annum.
The Board is satisfied that the changes to the remuneration of the Directors are compliant with the
Directors’ Remuneration Policy approved by shareholders at the AGM held on 20 December 2022.
There will be no significant change in the way that the Remuneration Policy will be implemented in
the course of the next financial year.
Directors’ Emoluments (audited information)
Directors are only entitled to fees at such rates as are determined by the Board from time to time
and in accordance with the Directors’ Remuneration Policy as approved by the shareholders.
None of the Directors has any entitlement to pensions or pension-related benefits, medical or life
insurance schemes, share options, long-term incentive plans or performance-related payments.
No Director is entitled to any other monetary payment or any assets of the Company. There are no
arrangements in place for payments to past Directors.
Accordingly, the Single Total Figure table below does not include columns for any of these items or
their monetary equivalents.
As the Company does not have a Chief Executive Officer or any executive Directors, there are no
percentage increases to disclose in respect of their total remuneration, and it has not reported on
those aspects of remuneration that relate to executive Directors.
Directors’ & Officers’ liability insurance is maintained and paid for by the Company on behalf
of the Directors.
In line with market practice, the Company has agreed to indemnify the Directors in respect of
costs, charges, losses, liabilities, damages and expenses, arising out of any claims or proposed
claims made for negligence, default, breach of duty, breach of trust or otherwise, or relating to any
application under Section 1157 of the Companies Act 2006, in connection with the performance
of their duties as Directors of the Company. The indemnities would also provide financial support
from the Company should the level of cover provided by the Directors’ & Officers’ liability insurance
maintained by the Company be exhausted.
Voting at AGM
A binding Ordinary Resolution approving the Directors’ Remuneration Policy was approved by
shareholders at the AGM held on 20 December 2022 and a non-binding Ordinary Resolution
adopting the Directors’ Report on Remuneration Implementation for the year ended 30 September
2024 was approved by shareholders at the AGM held on 19 December 2024. The votes cast were
as follows:
Remuneration Policy
For – % of votes cast 99.70%
Against – % of votes cast 0.23%
At Chairman’s discretion – % of votes cast 0.07%
Total votes cast 160,532,124
Number of votes withheld 462,486
Report on Remuneration Implementation
For – % of votes cast 99.69%
Against – % of votes cast 0.31%
Total votes cast 119,145,676
Number of votes withheld 525,047
Other Reports / Report on Remuneration Implementation
AVI Global Trust plc / Annual Report 2025
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The Directors who served during the year received the following emoluments:
Single Total Figure Table (audited information)
Fees paid (£) Taxable benefits (£)* Total (£) Percentage change (%)
1
Name of Director 2025 2024 2025 2024 2025 2024 2024–2025 2023–2024 2022–2023 2021–2022
Graham Kitchen 56,250 54,250 663 566 56,913 54,816 3.7 13.8
3
56.3
3
5.2
Anja Balfour 36,250 34,750 3,786 2,953 40,036 37,703 4.3 5.3 8.2 5.2
Neil Galloway 36,250 34,750 – – 36,250 34,750 4.3 5.3 8.2 5.2
June Jessop
2
36,250 34,750 3,123 3,720 39,373 38,470 4.3 5.3 – –
Calum Thomson 45,500 42,500 1,284 1,124 46,784 43,624 7.1 4.9 8.0 10.3
4
210,500 201,000 8,856 8,363 219,356 209,363
* Reimbursement of travel expenses.
1 The average percentage change over the previous financial years. Fees for Directors who were appointed or resigned during the year were calculated on a pro-rata basis, in order to provide a meaningful figure.
2 Appointed 1 January 2023.
3 Mr Kitchen was appointed as Chairman with effect from 20 December 2022 and since then received the additional fee for this function.
4 Mr Thomson was appointed as Senior Independent Director with effect from 16 December 2021 and since then received the additional fee for this function.
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Sums Paid to Third Parties (audited information)
None of the fees referred to in the above table were paid to any third party in respect of the
services provided by any of the Directors.
Other Benefits
Taxable benefits – Article 100 of the Company’s Articles of Association provides that Directors
are entitled to be reimbursed for reasonable expenses incurred by them in connection with the
performance of their duties and attendance at Board and General Meetings.
Pensions related benefits – Article 101 permits the Company to provide pension or similar benefits
for Directors and employees of the Company. However, no pension schemes or other similar
arrangements have been established and no Director is entitled to any pension or similar benefits.
Share Price Total Return
The chart below illustrates the total shareholder return for a holding in the Company’s shares,
as compared to the MSCI All Country World ex-US Index and the MSCI All Country World Index
(£ adjusted total return), which have been adopted by the Board as the measure for both the
Company’s performance and that of the Investment Manager for the year.
Ten years to 30 September 2025
Sep
2014
Sep
2015
Sep
2025
Sep
2024
Sep
2023
Sep
2022
Sep
2021
Sep
2020
Sep
2019
Sep
2018
Sep
2017
Sep
2016
50
100
150
200
250
300
350
£
AGT Price Total Return
MSCI ACWI
MSCI ACWI ex-US
Relative Importance of Spend on Pay
The table below shows the proportion of the Company’s income spent on pay.
2025 2024 Difference
Spend on Directors’ fees* £210,500 £201,000 4.7%
Management fee and other expenses £9,606,000 £9,645,000 (0.4%)
Distribution to shareholders:
(a) dividends £17,551,000 £16,763,000 4.7%
(b) share buybacks £69,265,000 £43,967,000 57.5%
* As the Company has no employees the total spend on remuneration comprises only the Directors’ fees.
Note: the items listed in the table above are as required by the Large and Medium-sized Companies and Groups (Accounts
and Reports) (Amendment) Regulations 2013 ss.20, with the exception of the management fee and other expenses, which
has been included because the Directors believe that it will help shareholders’ understanding of the relative importance of
the spend on pay. The figures for this measure are the same as those shown in note 3 to the financial statements.
Statement of Directors’ Shareholding and Share Interests (audited information)
Neither the Company’s Articles of Association nor the Directors’ Letters of Appointment require a
Director to own shares in the Company. The interests of the Directors and their connected persons
in the equity and debt securities of the Company at 30 September 2025 (or date of retirement if
earlier or date of appointment, if later) are shown in the table below:
Ordinary Shares
2025 2024
Graham Kitchen 124,500 109,500
1
Anja Balfour 50,000 36,500
Neil Galloway 50,000 40,000
June Jessop 52,000 45,000
Calum Thomson 44,490 44,490
1 Includes 33,250 shares held by Jane Kitchen as at 30 September 2025 (as at 30 September 2024: 33,250).
There have been no changes to Directors’ interests between 30 September 2025 and the date of
this Report.
AVI Global Trust plc / Annual Report 2025
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Annual Statement
On behalf of the Board and in accordance with Part 2 of Schedule 8 of the Large and Medium-
sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013, I confirm
that the above Report on Remuneration Implementation summarises, as applicable, for the year to
30 September 2025:
(a) the major decisions on Directors’ remuneration;
(b) any substantial changes relating to Directors’ remuneration made during the year; and
(c) the context in which the changes occurred and decisions have been taken.
Graham Kitchen
Chairman
11 November 2025
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Opinion on the financial statements
In our opinion the financial statements:
• give a true and fair view of the state of the Company’s affairs as at 30 September 2025 and of
its profit for the year then ended;
• have been properly prepared in accordance with UK adopted International Accounting
Standards; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of AVI Global Trust plc (the “Company”) for the year
ended 30 September 2025 which comprise the Statement of Comprehensive Income, Statement
of Changes in Equity, Balance Sheet, Statement of Cash Flows, and Notes to the Financial
Statements, including a summary of material accounting policy information. The financial
reporting framework that has been applied in their preparation is applicable law and UK adopted
International Accounting Standards.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs
(UK)”) and applicable law. Our responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion. Our audit opinion is consistent with the additional report to the Audit Committee.
Independence
Following the recommendation of the Audit Committee, we were appointed by the Board of
Directors on 19 January 2023 to audit the financial statements for the year ended 30 September
2023 and subsequent financial periods. The period of total uninterrupted engagement including
retenders and reappointments is three years, covering the years ended 30 September 2023 to
30 September 2025. We remain independent of the Company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK, including the
FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements. The non-audit services prohibited
by that standard were not provided to the Company.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going
concern basis of accounting in the preparation of the financial statements is appropriate. Our
evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the going
concern basis of accounting included:
• Evaluating the appropriateness of the Directors’ method of assessing the going concern in
light of economic and market conditions by reviewing the information used by the Directors in
completing their assessment;
• Assessing the appropriateness of the Directors’ assumptions and judgements made in their
base case and stress tested forecasts including consideration of the liquidity of the portfolio
and available cash resources relative to forecast expenditure and commitments;
• Challenging the Directors’ assumptions and judgements made in their forecasts by performing
an independent analysis of the liquidity of the portfolio
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the Company’s
ability to continue as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the Directors’ statement in the
financial statements about whether the Directors considered it appropriate to adopt the going
concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are
described in the relevant sections of this report.
Overview
Key audit
matters
2025 2024
Valuation and ownership of quoted investments
Materiality
Company financial statements as a whole
£11.4m (2024: £11.1m) based on 1% (2024: 1%)
of Net assets
An overview of the scope of our audit
Our audit was scoped by obtaining an understanding of the Company and its environment,
including the Company’s system of internal control, and assessing the risks of material
misstatement in the financial statements. We also addressed the risk of management override of
internal controls, including assessing whether there was evidence of bias by the Directors that may
have represented a risk of material misstatement.
Other Reports / Independent Auditor’s Report
For the year ended 30 September 2025
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Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed
risks of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit, and
directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
Key audit matter How the scope of our audit addressed the key audit matter
Valuation and ownership of
quoted investments
Refer to page 90 (Audit
Committee Report), page 70
(Accounting policy)
and pages 80 to 86 (Financial
disclosures)
The investment portfolio at the year-end comprised of quoted equity investments
amounting to £1,222m.
We considered the valuation and ownership of quoted investments to be the
most significant audit area as the quoted investments also represent the most
significant balance in the Financial Statements and underpin a significant portion
of the principal activity of the entity.
Whilst we do not consider their valuation to be subject to a significant degree of
estimation or judgement, there is a risk that the prices used for the listed equity
investments held by the Company are not reflective of the fair value of those
investments as at the year-end.
There is also a risk that errors made in the recording of investment holdings result
in the incorrect reflection of investments owned by the Company.
For these reasons and the materiality of the balance in relation to the financial
statements as a whole, we considered this to be a key audit matter.
We responded to this matter by testing the valuation and ownership of the whole
portfolio of quoted investments. We performed the following procedures:
• Confirmed the year-end bid price was used by agreeing to externally quoted
prices;
• Assessed if there were contra indicators, such as liquidity considerations,
to suggest bid price is not the most appropriate indication of fair value by
considering the realisation period for individual holdings;
• Recalculated the valuation by multiplying the number of shares held per the
statement obtained from the custodian by the valuation per share; and
• Obtained direct confirmation of the number of shares held per equity
investment from the custodian regarding all investments held at the balance
sheet date.
Key observations:
Based on our procedures performed we did not identify any matters to suggest
the valuation or ownership of the quoted equity investments was not appropriate.
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Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating
the effect of misstatements. We consider materiality to be the magnitude by which misstatements,
including omissions, could influence the economic decisions of reasonable users that are taken on
the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed
materiality, we use a lower materiality level, performance materiality, to determine the extent of
testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as
immaterial as we also take account of the nature of identified misstatements, and the particular
circumstances of their occurrence, when evaluating their effect on the financial statements as a
whole.
Based on our professional judgement, we determined materiality for the financial statements as a
whole and performance materiality as follows:
Company financial statements
2025 2024
Materiality
£11.4m £11.1m
Basis for determining materiality
1% of Net assets
Rationale for the benchmark applied
As an investment trust, the net asset value is
the key measure of performance for users of the
financial statements.
Performance materiality
£8.5m £8.3m
Basis for determining performance
materiality
75% of materiality
Rationale for the percentage applied
for performance materiality
The level of performance materiality applied was
set after having considered a number of factors
including the expected total value of known and
likely misstatements and the level of transactions
in the year.
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit differences in
excess of £570k (2024: £555k). We also agreed to report differences below this threshold that, in
our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the Annual Report other than the financial statements and our auditor’s
report thereon. Our opinion on the financial statements does not cover the other information
and, except to the extent otherwise explicitly stated in our report, we do not express any form of
assurance conclusion thereon. Our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements
or our knowledge obtained in the course of the audit, or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material misstatements, we are
required to determine whether this gives rise to a material misstatement in the financial statements
themselves. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Corporate governance statement
The UK Listing Rules require us to review the Directors’ statement in relation to going concern,
longer-term viability and that part of the Corporate Governance Statement relating to the
Company’s compliance with the provisions of the UK Corporate Governance Code specified for
our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following
elements of the Corporate Governance Statement is materially consistent with the financial
statements or our knowledge obtained during the audit.
Going concern and
longer-term viability
• The Directors’ statement with regards to the appropriateness of
adopting the going concern basis of accounting and any material
uncertainties identified set out on page 62; and
• The Directors’ explanation as to their assessment of the
Company’s prospects, the period this assessment covers and
why the period is appropriate set out on page 62.
Other Code
provisions
• Directors’ statement on fair, balanced and understandable set out
on page 64;
• Board’s confirmation that it has carried out a robust assessment
of the emerging and principal risks set out on page 17;
• The section of the annual report that describes the review of
effectiveness of risk management and internal control systems set
out on page 91; and
• The section describing the work of the Audit Committee set out
on page 89.
AVI Global Trust plc / Annual Report 2025
102
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the
audit, we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and
matters as described below.
Strategic Report
and Directors’
Report
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the Strategic Report and the Directors’ Report
for the financial year for which the financial statements are prepared is
consistent with the financial statements; and
• the Strategic Report and the Directors’ Report have been prepared in
accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its
environment obtained in the course of the audit, we have not identified
material misstatements in the Strategic Report or the Directors’ Report.
Directors’
remuneration
In our opinion, the part of the Directors’ Remuneration Report to be
audited has been properly prepared in accordance with the Companies
Act 2006.
Matters on
which we
are required
to report by
exception
We have nothing to report in respect of the following matters in relation
to which the Companies Act 2006 requires us to report to you if, in our
opinion:
• adequate accounting records have not been kept, or returns
adequate for our audit have not been received from branches not
visited by us; or
• the financial statements and the part of the Directors’ Remuneration
Report to be audited are not in agreement with the accounting
records and returns; or
• certain disclosures of Directors’ remuneration specified by law are not
made; or
• we have not received all the information and explanations we require
for our audit.
Responsibilities of Directors
As explained more fully in the Statement of Directors’ Responsibilities, the Directors are
responsible for the preparation of the financial statements and for being satisfied that they give a
true and fair view, and for such internal control as the Directors determine is necessary to enable
the preparation of financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Directors either intend to liquidate the
Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations.
We design procedures in line with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud. The extent to which our procedures are
capable of detecting irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
• Our understanding of the Company and the industry in which it operates;
• Discussion with management and those charged with governance; and
• Obtaining and understanding of the Company’s policies and procedures regarding compliance
with laws and regulations.
We considered the significant laws and regulations to be Companies Act 2006, the FCA listing and
DTR rules, the principles of the AIC Code of Corporate Governance, industry practice represented
by the AIC SORP, the applicable accounting framework, and qualification as an Investment Trust
under UK tax legislation as any non-compliance of this would lead to the Company losing various
deductions and exemptions from corporation tax.
Our procedures in respect of the above included:
• Agreement of the financial statement disclosures to underlying supporting documentation;
• Enquiries of management and those charged with governance relating to the existence of any
non-compliance with laws and regulations;
• Reviewing minutes of meeting of those charged with governance throughout the period for
instances of non-compliance with laws and regulations; and
• Reviewing the calculation in relation to Investment Trust compliance to check that the
Company was meeting its requirements to retain their Investment Trust Status.
Other Reports / Independent Auditor’s Report continued
For the year ended 30 September 2025
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Fraud
We assessed the susceptibility of the financial statement to material misstatement including fraud.
Our risk assessment procedures included:
• Enquiry with the Investment Manager, the Administrator and those charged with governance
regarding any known or suspected instances of fraud;
• Review of minutes of meeting of those charged with governance for any known or suspected
instances of fraud; and
• Discussion amongst the engagement team as to how and where fraud might occur in the
financial statements.
Based on our risk assessment, we considered the area most susceptible to be management
override of controls.
Our procedures in respect of the above included:
• Review of estimates and judgements applied by management in the financial statements to
assess their appropriateness and the existence of any systematic bias;
• Considered the opportunity and incentive to manipulate accounting entries and target tested
relevant adjustments made in the period end financial reporting process;
• Reviewed for significant transactions outside the normal course of business; and
• Performed a review of unadjusted audit differences for indications of bias or deliberate
misstatement
We also communicated relevant identified laws and regulations and potential fraud risks to
all engagement team members who were all deemed to have appropriate competence and
capabilities and remained alert to any indications of fraud or non-compliance with laws and
regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial
statements, recognising that the risk of not detecting a material misstatement due to fraud is
higher than the risk of not detecting one resulting from error, as fraud may involve deliberate
concealment by, for example, forgery, misrepresentations or through collusion. There are inherent
limitations in the audit procedures performed and the further removed non-compliance with laws
and regulations is from the events and transactions reflected in the financial statements, the less
likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website
at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state
to the Company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s members as a body, for our
audit work, for this report, or for the opinions we have formed.
Chris Meyrick (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
Edinburgh, UK
11 November 2025
BDO LLP is a limited liability partnership registered in England and Wales (with registered number
OC305127).
AVI Global Trust plc / Annual Report 2025
104
This Document is Important and Requires your Immediate Attention
If you are in any doubt about the action to take, you should consult your stockbroker, bank
manager, solicitor, accountant or other independent professional adviser authorised under
the Financial Services and Markets Act 2000 (as amended) without delay. If you have sold or
transferred all of your Ordinary Shares in the capital of AVI Global Trust plc (the Company) and, as
a result, no longer hold any Ordinary Shares in the Company, please send this document and the
accompanying Form of Proxy as soon as possible to the purchaser or transferee or to the person
through whom the sale or transfer was effected for transmission to the purchaser or transferee.
Notice is hereby given that the One Hundred and Thirty Sixth Annual General Meeting of AVI
Global Trust plc will be held at 11 Cavendish Square, London W1G 0AN at 11.00am on Friday,
19 December 2025 to consider the following business.
The resolutions numbered 1 to 12 are proposed as ordinary resolutions, which must each receive
more than 50% of the votes cast in order to be passed. Resolutions numbered 13 to 15 are
proposed as special resolutions, which must each receive at least 75% of the votes cast in order
to be passed.
1. To receive and adopt the financial statements of the Company for the financial year ended
30 September 2025 together with the Strategic Report and the Reports of the Directors and
Auditor.
2. To approve a final ordinary dividend of 3.00p per Ordinary Share.
3. To re-elect Anja Balfour as a Director of the Company.
4. To re-elect Neil Galloway as a Director of the Company.
5. To re-elect June Jessop as a Director of the Company.
6. To re-elect Graham Kitchen as a Director of the Company.
7. To re-elect Calum Thomson as a Director of the Company.
8. To re-appoint BDO LLP as the Company’s Auditor.
9. To authorise the Audit Committee to determine the Auditor’s remuneration.
10. To approve the Directors’ Report on Remuneration Implementation for the year ended
30 September 2025.
11. To approve the Directors’ Remuneration Policy.
12. THAT the Directors of the Company be and are hereby generally and unconditionally
authorised in accordance with Section 551 of the Companies Act 2006 (the Act) to exercise all
of the powers of the Company to allot Ordinary Shares in the capital of the Company (Ordinary
Shares) and to grant rights to subscribe for or to convert any security into Ordinary Shares in
the Company up to a maximum of 137,453,890 Ordinary Shares provided that such authority
shall expire on the date which is 15 months after the date of the passing of this resolution or,
if earlier, at the conclusion of the next Annual General Meeting of the Company, save that the
Company may before such expiry make offers or agreements which would or might require
Ordinary Shares to be allotted, or rights to be granted, after such expiry and the Directors may
allot Ordinary Shares, or grant such rights, in pursuance of such offers or agreements as if the
authority conferred hereby had not expired; and all unexercised authorities previously granted
to the Directors to allot Ordinary Shares be and are hereby revoked.
13. THAT, subject to the passing of resolution 12 above, the Directors of the Company be and
are hereby generally authorised and empowered pursuant to Sections 570 and 573 of the
Companies Act 2006 (the Act) to allot equity securities (as defined in Section 560 of the Act)
(including the grant of rights to subscribe for, or to convert any securities into, Ordinary Shares
in the capital of the Company (Ordinary Shares) and the sale of Ordinary Shares held by the
Company in treasury) wholly for cash pursuant to any existing authority given in accordance
with Section 551 of the Act, as if Section 561 of the Act did not apply to any such allotment,
provided that this power shall be limited to the allotment of equity securities:
(a) in connection with an offer of such securities by way of rights to holders of Ordinary Shares
on the register of members of the Company on a fixed record date in proportion (as nearly
as may be practicable) to their respective holdings of Ordinary Shares but subject to such
exclusions or other arrangements as the Directors may deem necessary or expedient in
relation to treasury shares, fractional entitlements or any legal or practical problems arising
under the laws of, or the requirements of, any territory or any regulatory or governmental
body or authority or stock exchange; and
(b) otherwise than pursuant to sub-paragraph (a) above, equating to a maximum of
20,618,083 Ordinary Shares being approximately 5% of the equity share capital in issue
as at 6 November 2025, and the authority hereby granted shall expire on the date which is
15 months after the date of the passing of this resolution or, if earlier, the date of the next
Annual General Meeting of the Company, save that the Company may before such expiry
make an offer or agreement which would or might require equity securities to be allotted
after such expiry and the Directors may allot equity securities and sell Treasury Shares in
pursuance of such an offer or agreement as if the power conferred hereby had not expired.
Shareholder Information / Notice of Annual General Meeting
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This Document is Important and Requires your Immediate Attention
continued
14. THAT the Company be and is hereby generally and unconditionally authorised for the purposes
of Section 701 of the Companies Act 2006 (the Act) to make one or more market purchases
(within the meaning of Section 693(4) of the Act) of Ordinary Shares in the capital of the
Company (Ordinary Shares) either for cancellation or to hold as Treasury Shares (within the
meaning of Section 724 of the Act) provided that:
(a) the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is
61,813,014;
(b) the Directors be authorised to determine at their discretion that any Ordinary Shares
purchased be cancelled or held by the Company as Treasury Shares;
(c) the minimum price which may be paid for a share shall be the nominal value of that share
(exclusive of associated expenses);
(d) the maximum price which may be paid for an Ordinary Share shall be the higher of: (i) 5%
above the average of the middle market quotations of the Ordinary Shares (as derived from
the Daily Official List of the London Stock Exchange) for the five business days immediately
preceding the date on which the relevant share is contracted to be purchased (exclusive
of associated expenses); and (ii) the higher of the price of the last independent trade and
the highest current independent bid for an Ordinary Share of the Company on the London
Stock Exchange; and
(e) unless previously varied, revoked or renewed, the authority hereby conferred shall expire on
the date which is 15 months after the date of the passing of this resolution or, if earlier, the
date of the next Annual General Meeting of the Company save that the Company may prior
to such expiry enter into a contract or arrangement to purchase Ordinary Shares under this
authority which will or may be completed or executed wholly or partly after the expiry of this
authority and may make a purchase of Ordinary Shares pursuant to any such contract or
arrangement as if the authority hereby conferred had not expired.
15. THAT a general meeting other than an Annual General Meeting may be called on not less than
14 clear days’ notice.
By Order of the Board
MUFG Corporate Governance Limited
Corporate Secretary
Registered Office:
19th Floor 51 Lime Street
London
United Kingdom
EC3M 7DQ
11 November 2025
AVI Global Trust plc / Annual Report 2025
106
1. Attending the AGM in Person
If you wish to attend the AGM in person, you should sign the admission card enclosed with this
document and hand it to the Company’s Registrars on arrival at the AGM.
2. Attending the AGM via video
Shareholders are welcome to join the meeting via our video link function. Full details on how to join
will be posted on our website (www.aviglobal.co.uk).
Shareholders joining by video link who wish to vote must register their vote in advance by
appointing the Chairman of the meeting or other named individual as proxy, with voting
instructions. Please refer to note 3 below for instructions on how to do this. It will not be possible
for shareholders who join us by video link or by telephone to vote on the day.
Please note that shareholders joining the meeting by video link will be muted. However, if you
would like to ask questions of the Directors to be answered during the meeting, please email
agm@aviglobal.co.uk by 16 December 2025, or you may pose questions during the meeting using
the messaging function.
3. Appointment of Proxy
Members are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak
and vote on their behalf at the meeting. A shareholder may appoint more than one proxy in relation
to the AGM provided that each proxy is appointed to exercise the rights attached to a different
share or shares held by that shareholder. A proxy need not be a shareholder of the Company.
A proxy form which may be used to make such appointment and give proxy instructions
accompanies this notice. Where two or more valid appointments of proxy are received in respect
of the same share in relation to the same meeting, the one which is last sent shall be treated as
replacing and revoking the other or others. If the Company is unable to determine which is last
sent, the one which is last received shall be so treated. If the Company is unable to determine
either which is last sent or which is last received, none of such appointments shall be treated as
valid in respect of that share. The termination of the authority of a person to act as proxy must be
notified to the Company in writing.
To be valid, any proxy form or other instrument appointing a proxy must be received by post or
(during normal business hours only) by hand at the Company’s Registrars, Equiniti Limited,
Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA by 11.00am on Wednesday,
17 December 2025. In determining the time for delivery of proxies pursuant to the Articles
of Association, no account has been taken of any part of a day that is not a working day.
Alternatively, you may send any document or information relating to proxies to the electronic
address indicated on the form of proxy.
The return of a completed proxy form, other such instrument or any CREST Proxy Instruction
(as described in paragraph 8 below) will not prevent a shareholder attending the AGM and voting
in person if he/she wishes to do so.
If you require additional proxy forms, please contact the Registrar’s helpline on +44(0)3713842490.
Lines are open 8.30am to 5.30pm Monday to Friday (excluding public holidays in England
andWales).
Alternatively, you may, if you wish, register the appointment of a proxy electronically by going to
Equiniti’s Shareview website, www.shareview.co.uk, and logging in to your Shareview Portfolio.
Once you have logged in, simply click ‘View’ on the ‘My Investments’ page and then click on
the link to vote and follow the on-screen instructions. If you have not yet registered for a
Shareview Portfolio, go to www.shareview.co.uk and enter the requested information. It is
important that you register for a Shareview Portfolio with enough time to complete the registration
and authentication processes.
To be valid, the appointment of a proxy electronically must be made by 11.00am on Wednesday,
17 December 2025. In determining the time for electronic appointment of proxies pursuant to the
Articles of Association, no account has been taken of any part of a day that is not a working day.
4. Appointment of Proxy by Joint Shareholders
In the case of joint shareholders, where more than one of the joint shareholders purports to
appoint one or more proxies, only the purported appointment submitted by the most senior holder
will be accepted. Seniority is determined by the order in which the names of the joint shareholders
appear in the Company’s register of members in respect of the joint shareholding, with the first
named being the most senior.
5. Nominated Persons
Any person to whom this notice is sent who is a person nominated under Section 146 of the
Companies Act 2006 to enjoy information rights (a Nominated Person) may, under an agreement
between him/her and the shareholder by whom he/she was nominated, have a right to be
appointed (or to have someone else appointed) as a proxy for the AGM. If a Nominated Person
has no such proxy appointment right or does not wish to exercise it, he/she may, under any such
agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.
The statement of the rights of shareholders in relation to the appointment of proxies does not
apply to Nominated Persons as such rights can only be exercised by registered shareholders of
the Company.
6. Entitlement to Attend and Vote
To be entitled to attend and vote at the AGM (and for the purpose of the determination by
the Company of the votes they may cast), shareholders must be registered in the Register of
Members of the Company at 6.30pm on Wednesday, 17 December 2025 (or, in the event of any
adjournment, 6.30pm on the date which is two business days before the time of the adjourned
meeting). Changes to the Register of Members after the relevant deadline shall be disregarded in
determining the rights of any person to attend and vote at the meeting.
Shareholder Information / Notice of Annual General Meeting continued
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Please note that joining via video will not constitute formal attendance at the AGM. Shareholders
who attend via video will therefore not be permitted to speak and vote on the business of the
AGM, but will be able to submit questions relating to the business of the AGM via the messaging
function.
7. Issued Share Capital and Total Voting Rights
As at 6 November 2025, the Company’s issued share capital consisted of 434,234,755 Ordinary
Shares, carrying one vote each, of which 21,873,084 were in treasury. Therefore, the voting rights
in the Company as at 6 November 2025 equate to a total of 412,361,671 votes. Treasury shares
represented 5.04% of the issued share capital as at 6 November 2025.
8. CREST Members
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy
appointment service may do so by using the procedures described in the CREST Manual. CREST
Personal Members or other CREST sponsored members, and those CREST members who have
appointed a service provider(s), should refer to their CREST sponsor or voting service provider(s),
who will be able to take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using the CREST service to be valid, the
appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in
accordance with Euroclear UK & Ireland Limited’s specifications, and must contain the information
required for such instruction, as described in the CREST Manual (available via www.euroclear.com).
The message, regardless of whether it constitutes the appointment of a proxy or is an amendment
to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted
so as to be received by the issuer’s agent (ID RA19) by 11.00am on Wednesday, 17 December
2025. For this purpose, the time of receipt will be taken to be the time (as determined by the time
stamp applied to the message by the CREST Application Host) from which the issuer’s agent is able
to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time
any change of instructions to proxies appointed through CREST should be communicated to the
appointee through other means.
CREST members and, where applicable, their CREST sponsors, or voting service providers
should note that Euroclear UK & Ireland Limited does not make available special procedures in
CREST for any particular message. Normal system timings and limitations will, therefore, apply
in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member
concerned to take (or, if the CREST member is a CREST personal member, or sponsored member,
or has appointed a voting service provider, to procure that his CREST sponsor or voting service
provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by
means of the CREST system by any particular time. In this connection, CREST members and,
where applicable, their CREST sponsors or voting system providers are referred, in particular, to
those sections of the CREST Manual concerning practical limitations of the CREST system
and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in
Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
You may not use any electronic address provided either in this Notice of Meeting or any related
documents (including the Form of Proxy) to communicate with the Company for any purposes
other than those expressly stated.
9. Proxymity
If you are an institutional investor you may be able to appoint a proxy electronically via the
Proxymity platform, a process which has been agreed by the Company and approved by the
Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your
proxy must be lodged by 11.00am on Wednesday, 17 December 2025 in order to be considered
valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity’s
associated terms and conditions. It is important that you read these carefully, as you will be bound
by them and they will govern the electronic appointment of your proxy.
10. Corporate Members
Any corporation which is a member can appoint one or more corporate representatives who may
exercise on its behalf all of its powers as a member provided that they do not do so in relation to
the same shares. To be able to attend and vote at the meeting, corporate representatives will be
required to produce, prior to their entry to the meeting, evidence satisfactory to the Company of
their appointment.
11. Rights to Publish Statements under Section 527 of the Companies Act 2006
Under Section 527 of the Companies Act 2006, members meeting the threshold requirements
set out in that section have the right to require the Company to publish on a website a statement
setting out any matter relating to:
(i) the audit of the Company’s financial statements (including the Auditor’s Report and the conduct
of the audit) that are to be laid before the AGM; or
(ii) any circumstance connected with an Auditor of the Company ceasing to hold office since the
previous meeting at which annual financial statements and reports were laid in accordance with
Section 437 of the Companies Act 2006.
The Company may not require the shareholders requesting any such website publication to pay
its expenses in complying with Sections 527 or 528 of the Companies Act 2006. Where the
Company is required to place a statement on a website under Section 527 of the Companies
Act 2006, it must forward the statement to the Company’s Auditor not later than the time when it
makes the statement available on the website. The business which may be dealt with at the AGM
includes any statement that the Company has been required under Section 527 of the Companies
Act 2006 to publish on a website.
AVI Global Trust plc / Annual Report 2025
108
12. Questions and Answers
Any member attending the meeting has the right to ask questions. The Company must cause
to be answered any such question relating to the business being dealt with at the meeting but
no such answer need be given if (a) to do so would interfere unduly with the preparation for the
meeting or involve the disclosure of confidential information, (b) the answer has already been given
on a website in the form of an answer to a question, or (c) it is undesirable in the interests of the
Company or the good order of the meeting that the question be answered.
However, where appropriate, the Chairman may offer to provide an answer to a question after the
conclusion of the AGM.
If you are unable to attend the AGM in person and have any questions about the Annual Report,
the investment portfolio or any other matter relevant to the Company, please write to us either via
email at agm@aviglobal.co.uk or by post to AVI Global Trust PLC, Asset Value Investors Limited,
2 Cavendish Square, London W1G 0PU.
13. Information on the Company’s Website
In accordance with Section 311A of the Companies Act 2006, the contents of this notice of
meeting and, if applicable, any members’ statements, members’ resolutions or members’
matters of business received by the Company after the date of this notice will be available on the
Company’s website www.aviglobal.co.uk.
14. Display Documents
None of the Directors has a contract of service with the Company. Copies of the Letters of
Appointment of the Directors will be available for inspection at the registered office of the
Company during usual business hours on any weekday (except weekends and public holidays)
until the date of the meeting and at the place of the meeting for a period of 15 minutes prior to and
during the meeting.
15. Electronic Address
Any electronic address provided either in this notice or in any related documents (including the
Form of Proxy) may not be used to communicate with the Company for any purposes other than
those expressly stated.
Shareholder Information / Notice of Annual General Meeting continued
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Dividends
Shareholders who wish to have dividends paid directly into a bank account rather than by
cheque to their registered address can complete a mandate form for the purpose. Mandate
forms may be obtained from Equiniti Limited, Aspect House, Spencer Road, Lancing, West
Sussex BN99 6DA on request or downloaded from Equiniti’s website www.shareview.com.
The Company operates the BACS system for the payment of dividends. Where dividends are
paid directly into shareholders’ bank accounts, dividend tax vouchers are sent to shareholders’
registered addresses.
Share Prices
The Company’s Ordinary Shares are listed on the London Stock Exchange under ‘Investment
Trusts’. Prices are published daily in The Financial Times, The Times, The Daily Telegraph, The
Scotsman and The Evening Standard.
Change of Address
Communications with shareholders are mailed to the last address held on the share register.
Any change or amendment should be notified to Equiniti Limited at the address given above,
under the signature of the registered holder.
Daily Net Asset Value
The net asset value of the Company’s shares can be obtained by contacting Customer Services
on 0845 850 0181 or via the website: www.aviglobal.co.uk.
Provisional Financial Calendar 2025/2026
• December 2025 Annual General Meeting
• January 2026 Final dividend paid on Ordinary Shares
• May 2026 Announcement of half year results
• June 2026 Interim dividend paid on Ordinary Shares
• November 2026 Announcement of annual results
• November 2026 Posting of Annual Report
• December 2026 Annual General Meeting
Shareholder Information / Shareholder Information
AVI Global Trust plc / Annual Report 2025
110
AIFM
The AIFM, or Alternative Investment Fund Manager, is Asset Value Investors, which manages the
portfolio on behalf of AGT shareholders. The current approach to investment used by Asset Value
Investors was adopted in June 1985.
NAV total return since inception of strategy in June 1985 (annualised)
30 September
2025
30 September
2024
Closing NAV per share (p) 280.87 253.81 a
Dividends paid out (p) 53.25 49.20 b
Benefits from reinvesting
dividends (p)
163.68 136.51 c
Adjusted NAV per share (p) 497.80 439.52 d = a + b + c
Opening NAV per share (p)* –
June 1985
5.94 5.94 e
Annualised NAV total return (%) 11.6% 11.6% ((d/e) ^ (1/40.25)) - 1
Alternative Performance Measure (APM)
An APM is a numerical measure of the Company’s current, historical or future financial
performance, financial position or cash flows, other than a financial measure defined or specified
in the applicable financial framework. In selecting these Alternative Performance Measures, the
Directors considered the key objectives and expectations of typical investors in an investment trust
such as the Company.
Annual Recurring Revenue
The annualised value of a company’s recurring revenue from its contracts and subscriptions.
API
A set of functions and procedures allowing the creation of applications that access the features or
data of an operating system, application, or other service.
Bps/Basis points
One basis point is 0.01% (one hundredth of one per cent).
Capex
Capex, or capital expenditure, is the money a corporate entity spends to buy, maintain, or improve
its fixed asset base – buildings, land, factories, equipment, etc.
Comparator Benchmark
As described in the Chairman’s Statement the Company’s Comparator Benchmark is the MSCI All
Country World Total Return Index, but performance is also reported compared with the previous
comparator benchmark, the MSCI All Country World ex-US Total Return Index, expressed in
Sterling terms. The benchmark is an index which measures the performance of global equity
markets, both developed and emerging. The weighting of index constituents is based on their
market capitalisation.
Dividends paid by index constituents are assumed to be reinvested in the relevant securities at
the prevailing market price on the day that the relevant securities first trade ex-dividend. The
Investment Manager’s investment decisions are not influenced by whether a particular company’s
shares are, or are not, included in the benchmark. The benchmark is used only as a yardstick to
compare investment performance.
Cost
The book cost of each investment is the total acquisition value, including transaction costs, less
the value of any disposals or capitalised distributions allocated on a weighted average cost basis.
Currency
GBP EUR USD JPY KRW NOK SEK
Pounds
Sterling
Euro US Dollar Japanese
Yen
South Korean
Won
Norwegian
Krone
Swedish
Krona
Discount/Premium (APM)
If the share price is lower than the NAV per share, it is said to be trading at a discount. The size
of the Company’s discount is calculated by subtracting the share price of 262.0p (2024: 231.0p)
from the NAV per share (with debt at fair value) of 280.9p (2024: 253.8p) and is usually expressed
as a percentage of the NAV per share, 6.7% (2024: 9.0%). If the share price is higher than the NAV
per share, this situation is called a premium.
Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)
A proxy for the cash flow generated by a business – it is most commonly used to assess
businesses that do not (yet) generate operating or shareholder profits.
EV/EBITDA
The ratio of enterprise value (EV) to EBITDA. EV is a measure of a company’s total value, often
used as a more comprehensive alternative to market capitalisation. It includes the market value of
a company’s equity, its debt and any cash or cash equivalents on its balance sheet.
FY25 or FY2025
A company’s financial year ended in 2025. For AGT this is the period from 1 October 2024 to
30September 2025.
Shareholder Information / Glossary
111
GIR
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AVI Global Trust plc / Annual Report 2025
Geographic lookthrough exposure
Geographic lookthrough exposure analysis weights the geographic classification of the underlying
asset by the % of NAV that the underlying asset represents. This % of NAV is determined either
by the market value of an asset in the holding company or AVI’s value of an unlisted business. For
unlisted assets AVI define geography typically according to where the majority of sales are made.
Gearing (APM)
Gearing refers to the ratio of the Company’s debt to its equity capital. The Company may borrow
money to invest in additional investments for its portfolio. If the Company’s assets grow, the
shareholders’ assets grow proportionately more because the debt remains the same. But if the
value of the Company’s assets falls, the situation is reversed. Gearing can therefore enhance
performance in rising markets but can adversely impact performance in falling markets.
Using debt at par value, the gross gearing of 14.1% (2024: 14.6%) represents borrowings of
£161,259,000 (2024: £162,371,000) expressed as a percentage of shareholders’ funds of
£1,145,692,000 (2024: £1,112,725,000). Using debt at fair value, gross gearing is 12.6%
(2024: 13.6%).
Net gearing, which accounts for cash balances and uses debt at par value, is 6.9% (2024: 8.0%).
Using debt at fair value, net gearing is 5.5% (2024: 7.1%).
The gross and net gearing reconciliation calculations are provided below:
Gross Gearing (Debt at Par)
2025
£’000
2024
£’000
Debt (161,259) (162,371) a
NAV 1,145,692 1,112,725 b
Gross Gearing 14.1% 14.6% =a/b
Net Gearing (Debt at Par)
2025
£’000
2024
£’000
Current Assets (inc. Cash) 89,554 74,624 a
Current Liabilities (7,506) (1,395) b
Debt (£’000) (161,259) (162,371) c
Net Debt (£’000) (79,211) (89,142) d=a+b+c
NAV (£’000) 1,145,692 1,112,725 e
Net Gearing 6.9% 8.0% =d/e
Gross Gearing
(Debt at fair value)
2025
£’000
2024
£’000
Debt (145,828) (153,096) a
NAV 1,161,123 1,122,000 b
Gross Gearing 12.6% 13.6% =a/b
Net Gearing (Debt at fair value)
2025
£’000
2024
£’000
Current Assets (inc. Cash)
(£’000)
89,554 74,624 a
Current Liabilities (£’000) (7,506) (1,395) b
Debt at Fair Value (£’000) (145,828) (153,096) c
Net Debt (£’000) (63,780) (79,867) d=a+b+c
NAV at Fair Value (£’000) 1,161,123 1,122,000 e
Net Gearing 5.5% 7.1% =d/e
AVI Global Trust plc / Annual Report 2025
112
Gearing (APM) continued
The current values of the Loan Notes and revolving credit facility consist of the following:
30 September 2025 30 September 2024
2036
GBP
loan
£’000
2036
EUR
loan
£’000
2037
EUR
loan
£’000
2032
JPY
loan
£’000
2033
JPY
loan
£’000
2039
JPY
loan
£’000
Total
£’000
2036
GBP
loan
£’000
2036
EUR
loan
£’000
2037
EUR
loan
£’000
2032
JPY
loan
£’000
2033
JPY
loan
£’000
2039
JPY
loan
£’000
Total
£’000
Value of issue 30,000 22,962 17,526 49,516 24,802 26,828 171,634 30,000 22,962 17,526 49,516 24,802 26,828 171,634
Unamortised issue costs (66) (51) (83) (125) (38) (38) (401) (73) (56) (90) (143) (43) (41) (446)
Exchange movement – 3,222 (70) (9,278) (2,169) (1,679) (9,974) – 1,996 (887) (7,815) (1,346) (765) (8,817)
Amortised book cost 29,934 26,133 17,373 40,113 22,595 25,111 161,259 29,927 24,902 16,549 41,558 23,413 26,022 162,371
Fair value 25,629 24,029 15,186 37,221 20,795 22,968 145,828 26,103 23,119 14,671 40,203 22,623 26,377 153,096
Redemption value 28,532 27,343 17,572 40,278 22,592 25,749 162,066 28,392 27,536 17,885 44,087 24,870 29,349 172,119
The fair values of the Loan Notes are calculated using net present values of future cash flows and
the yields, taking account of exchange rates. The redemption value includes the penalty payable
on early redemption.
The impact of holding the Loan Notes at fair value would be to increase the Company’s net assets
with debt at fair value by £15,431,000 (2024: increase by £9,275,000). The fair value is lower
than the amortised cost (face value less capitalised costs) due to increased market interest rates
compared with the interest rates at which debt was issued.
The fair value of the Company’s Loan Notes at the year-end was £145,828,000 (2024:
£153,096,000). The interest rates of the non-current liabilities (Loan Notes) are fixed. A 1%
increase in market interest rates would be expected to decrease the fair value of the Loan Notes,
decreasing the liability and therefore increasing net assets by approximately £11,621,000 (2024:
£13,300,000), all other factors being equal. A 1% decrease would increase the fair value of
the Loan Notes, increasing the liability and therefore decreasing net assets by approximately
£12,855,000 (2024: £18,900,000).
Internal Rate of Return (IRR)
The IRR is a measure of the total return on an investment taking account of the amount and timing
of all amounts invested and amounts realised. The IRR is expressed as an annualised percentage.
The use of IRR enables different investments with differing cash flow profiles to be compared on a
like for like basis.
KOSPI
The KOSPI Index (Korea Composite Stock Price Index) is South Korea’s main stock market
benchmark, tracking the performance of all common stocks listed on the Korea Exchange.
M&A
Mergers and acquisitions.
Market cap/capitalisation
The total market value of a company’s shares – that is the share price multiplied by the number of
shares in issue.
Multiple/compression/expansion
The “multiple” is a comparison between the market capitalisation of a company and a fundamental
quantity, typically earnings. If the multiple expands, the ratio of market capitalisation to earnings
increases, whereas if it contracts the ratio decreases.
NAV Total Return (APM)
NAV total return is calculated by assuming that dividends paid out are re-invested into the NAV on
the ex-dividend date. This is accounted for in the “Effect of reinvesting dividends” line. The NAV
used here includes debt marked to fair value and is inclusive of accumulated income.
Where an “annualised” figure is quoted, this means that the performance figure quoted is not a
standard one-year figure, and therefore has been converted into an annual return figure in order
to ease comparability. For example, if AGT’s NAV increased by +100% over a ten-year period, this
would become an annualised NAV return of 7.2%.
Shareholder Information / Glossary continued
113
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AVI Global Trust plc / Annual Report 2025
NAV Total Return (APM) continued
NAV total return over
1 year Page 30 September 2025 30 September 2024
Closing NAV per share (p) 280.87 253.81 a
Dividends paid out (p) 75 4.05 3.70 b
Effect of reinvesting
dividends (p) 0.34 0.43 c
Adjusted NAV per share (p) 285.26 257.94 d = a+b+c
Opening NAV per share (p)* 253.81 226.77 e
NAV total return (%) 12.4% 13.7% + (d/e)-1
NAV total return over 10
years (annualised)
Closing NAV per share (p) 280.87 253.81 a
Dividends paid out 31.99 30.04 b
Effect of reinvesting
dividends (p) 22.96 20.56 c
Adjusted NAV per share (p) 335.82 304.41 d = a + b + c
Opening NAV per share (p)* 103.26 114.70 e
Annualised NAV total return
(%) 12.5% 10.2% ((d/e) ^ (1/10)) - 1
Net Assets
Net assets are the total value of all the Company’s assets less all liabilities. Net assets is equivalent
to shareholders’ funds.
Net Asset Value (NAV)
The NAV is shareholders’ funds expressed as an amount per individual share. Shareholders’
funds are the total value of all the Company’s assets, at current market value, having deducted all
liabilities including debt at amortised cost revalued for exchange rate movements. The total NAV
per share is calculated by dividing shareholders’ funds of £1,145,692,000 (2024: £1,112,725,000)
by the number of Ordinary Shares in issue excluding Treasury Shares of 413,411,671 (2024:
442,061,0671) at the year-end.
Net Asset Value (debt at fair value) (APM)
The adjusted NAV per share (debt at fair value) incorporates the debt at fair value instead of at
amortised cost, increasing the NAV by £15,431,000 (2024: £9,275,000 increase). This is calculated
by the original NAV of £1,145,692,000 (2024: £1,112,725,000) less the debt at amortised cost
£161,259,000 (2024: £162,371,000), adding back the debt at fair value £145,828,000 (2024:
£153,096,000). The adjusted NAV (debt at fair value) is £1,161,123,000 (2024: £1,122,000,000)
divided by the number of Ordinary Shares in issue excluding Treasury Shares of 413,411,671 (2024:
442,061,671) at the year-end provides the adjusted NAV per share (debt at fair value) provides the
adjusted NAV per share (debt at fair value) of 280.87p (2024: 253.81p).
Next Twelve Months
A forward-looking projection of a company’s financial performance over the next twelve months,
using analyst forecasts or company guidance. This term is typically used for profitability metrics
such as EBITDA .
Ongoing Charges Ratio (APM)
The Company’s Ongoing Charges Ratio (formerly disclosed as the Expense Ratio) represents the
annualised expenses (excluding finance costs and certain non-recurring items) of £9,506,000
(2024: £9,583,000) (being investment management fees of £7,660,000 (2024: £7,611,000) and
other expenses of £1,946,000 (2024: £2,034,000) less non-recurring expenses of £100,000
(2024: £62,000)) expressed as a percentage of the average daily net assets of £1,116,464,000
(2024: £1,100,968,000) during the year as disclosed to the London Stock Exchange. Not all
listed investment companies are now disclosing their gross costs and so it is not possible to
produce a comprehensive summary of the running costs of closed end funds in AGT’s portfolio of
investments.
% of investee Company
AGT’s economic exposure to each investee company, as estimated by AVI.
Return on Investment (ROI)
The ROI is the total profits earned to date on an investment divided by the total cost of the
investment.
Return on Tangible Equity
Net Income/Average tangible equity. Measures the return generated by a company’s tangible
equity, which includes assets such as cash, equipment and buildings.
Revenue and Capital Earnings per Share (APM)
Revenue earnings per share is calculated by dividing revenue profit after tax for the year of
£21,767,000 (2024: £18,942,000) by the weighted average of Ordinary Shares (excluding
shares in issue) during the year 429,089,217 (2024: 450,758,728). Capital earnings per share is
calculated by dividing capital profit for the year of £98,381,000 (2024: profit of £123,715,000) by
the weighted average of Ordinary Shares (excluding shares in issue) during the year 429,089,217
(2024: 450,758,728).
AVI Global Trust plc / Annual Report 2025
114
Shares Bought Back
The Company may repurchase its own shares, reducing the number of freely traded shares
ranking for dividends and enhancing returns and earnings per Ordinary Share to the remaining
shareholders. When the Company repurchases its shares, it does so at a total cost below the
prevailing NAV per share.
The estimated percentage added to the NAV per share from buybacks of 0.6% (2024: 0.4%)
is derived from the repurchase of shares in the market at a discount to the prevailing NAV at the
point of repurchase. The shares were bought back at a weighted average discount of 8.6%
(2024: 9.6%).
30 September
2025
30 September
2024
Weighted average discount of buybacks 8.6% 9.6% a
Percentage of shares bought back 6.5% 4.4% b
NAV accretion from buyback 0.6% 0.4% (a
*
b) / (1 – b)
Share Price Total Return (APM)
Share price total return is calculated by assuming that dividends paid out are re-invested into new
shares on the ex-dividend date. This is accounted for in the “Effect of reinvesting dividends” line.
Share price total return
over 1 year Page
30 September
2025
30 September
2024
Closing price per share (p) 262.00 231.00 a
Dividends paid out (p) 75 4.05 3.70 b
Effect of reinvesting dividends (p) 0.05 0.06 c
Adjusted price per share (p) 266.10 234.76 d = a+b+c
Opening price per share (p) 231.00 202.00 e
Share price total return (%) 15.2% 16.2% = (d/e) - 1
Small cap
A small-cap stock is a company whose market capitalisation is between $250m and $2bn.
Total Assets
Total assets include investments, cash, current assets and all other assets. An asset is an
economic resource, being anything tangible or intangible that can be owned or controlled
to produce positive economic value. The total assets less all liabilities is equivalent to total
shareholders’ funds.
Total Return (APM)
Total return statistics enable the investor to make performance comparisons between investment
trusts with different dividend policies. The total return measures the combined effect of any
dividends paid, together with the rise or fall in the share price or NAV. This is calculated by the
movement in the NAV or share price plus dividend income reinvested by the Company at the
prevailing NAV or share price.
Total Return Swap
A Total Return Swap is a financial contract between two parties, whereby each party agrees
to “swap” a series of cash flows. On the long positions, AGT receives income but pays floating
rate interest and capital movement. Capital movement is based on the notional value (the equity
exposure of the underlying security). On short positions, AGT pays income and receives the
floating rate interest and capital movement.
Treasury Share
When a share is bought back it may be cancelled immediately or held (at zero value) as a Treasury
Share. Shares that are held in treasury can be reissued for cash at minimal cost. The Company will
only reissue shares from treasury at a price at or above the prevailing NAV per share.
Weight
Weight is defined as being each position’s value as a percentage of net assets.
Weighted-average Discount (APM)
The weighted-average discount is calculated as being the sum of the products of each holding’s
weight in AGT’s portfolio times its discount.
AVI calculates an estimated sum-of-the-parts NAV per share for each holding in AGT’s portfolio.
This NAV is compared with the share price of the holding in order to calculate a discount.
Weighted Average Shares (APM)
The weighted average shares outstanding is calculated by multiplying the outstanding number
of shares after each share issue and buy back of shares during the year with the time weighted
portion. The total of the weighted average of shares in issue excluding Treasury shares during the
year is 429,089,217.
Shareholder Information / Glossary continued
GIR
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AVI Global Trust plc / Annual Report 2025
115
Directors
Graham Kitchen (Chairman)
Anja Balfour
Neil Galloway
June Jessop
Calum Thomson
Secretary
MUFG Corporate Governance Limited
19th Floor 51 Lime Street
London
United Kingdom
EC3M 7DQL
Tel: 0333 300 1932
Registered Office
MUFG Corporate Governance Limited
19th Floor 51 Lime Street
London
United Kingdom
EC3M 7DQL
Tel: 0333 300 1932
Registered in England & Wales
No. 28203
Company Administrator
Waystone Administration
Solutions (UK) Limited
Broadwalk House
Southernhay West
Exeter
EX1 1TS
Corporate Broker
Panmure Liberum Ltd
Ropemaker Place, Level 12
25 Ropemaker Street
London
EC2Y 9LY
Auditor
BDO LLP
55 Baker Street
London
W1U 7EU
Investment Manager and AIFM
Asset Value Investors Limited
2 Cavendish Square
London W1G 0PU
Registrar and Transfer Office
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex BN99 6DA
Registrar’s Shareholder Helpline
Tel. 0371 384 2490
Lines are open 8.30am to 5.30pm, Monday to Friday.
Depositary
J.P. Morgan Europe Limited
25 Bank Street
London
E14 5JP
Banker and Custodian
JPMorgan Chase Bank NA
125 London Wall
London
EC2Y 5AJ
HOW TO INVEST
AGT is a closed-ended investment trust with
shares listed on the London Stock Exchange
and part of the FTSE 250 index. Shares in AGT
can be bought directly on the London Stock
Exchange or through investment platforms.
For more information visit: www.aviglobal.co.uk
Shareholder Information / Company Information
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