Finsbury Growth
& Income Trust PLC
Annual Report for the year ended 30 September 2025
Perivan 256419
Mobius Investment Trust Plc
25 Southampton Buildings, London WC2A 1AL
www.mobiusinvestmenttrust.com
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Avoid investment fraud
1 Reject cold calls
If you’ve received unsolicited contact about
an investment opportunity, chances are
it’s a high risk investment or a scam. You
should treat the call with extreme caution.
The safest thing to do is to hang up.
2 Check the FCA Warning List
The FCA Warning List is a list of firms and
individuals we know are operating without
our authorisation.
3 Get impartial advice
Think about getting impartial financial
advice before you hand over any money.
Seek advice from someone unconnected to
the firm that has approached you.
Report a Scam
If you suspect that you have been
approached by fraudsters please tell the
FCA using the reporting form at
www.fca.org.uk/consumers/report-
scam-unauthorised-firm. You can also call
the FCA Consumer Helpline on
0800 111 6768
If you have lost money to investment fraud,
you should report it to Action Fraud on
0300 123 2040 or online at
www.actionfraud.police.uk
Find out more at
www.fca.org.uk/scamsmart
Investment scams are
designed to look like
genuine investments
Spot the warning signs
Have you been:
• contacted out of the blue
• promised tempting returns
and told the investment is safe
• called repeatedly, or
• told the offer is only available
for a limited time?
If so, you might have been
contacted by fraudsters.
Remember: if it sounds too
good to be true, it probably is!
Be ScamSmart
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WARNING TO SHAREHOLDERS – BEWARE OF SHARE FRAUD
Many companies have become aware that their Shareholders have
received unsolicited phone calls or correspondence concerning
investment matters. These are typically from overseas based ‘brokers’
who target UK Shareholders offering to sell them what often turn
out to be worthless or high-risk shares in US or UK investments. They
can be very persistent and extremely persuasive. Shareholders are
therefore advised to be very wary of any unsolicited advice, offers
to buy shares or offers of free company reports. Please note that it
is very unlikely that either the Company or the Company’s Registrar,
MUFG Corporate Markets, would make unsolicited telephone calls to
Shareholders. Such calls would relate only to official documentation
already circulated to Shareholders and never in respect of investment
‘advice’. Shareholders who suspect they may have been approached
by fraudsters should advise the Financial Conduct Authority (“FCA”)
usingthe share fraud report form at www.fca.org.uk/scams or call
theFCA Customer Helpline on 0800 111 6768.
You may also wish to call either the Company Secretary or the
Registrar whose contact details can be found on page 103.
FINANCIAL CALENDAR
FINANCIAL YEAR END
30 September
FINAL RESULTS ANNOUNCED
December
ANNUAL GENERAL MEETING
Thursday, 15 January 2026
HALF YEAR END
31 March
HALF YEAR RESULTS ANNOUNCED
May
INTERIM DIVIDENDS PAYABLE
May and November
CONTENTS
STRATEGIC REPORT
1 Centenary
4 Company Summary
6 Company Performance
8 Key Performance Indicators (“KPIs”)
10 Chairman’s Statement
12 Investment Portfolio
16 Portfolio Manager’s Report
22 Business Review
GOVERNANCE
44 Board of Directors
46 Report of the Directors
51 Corporate Governance
58 Statement of Directors’ Responsibilities
59 Directors’ Remuneration Policy
61 Directors’ Remuneration Report
65 Audit Committee Report
INDEPENDENT AUDITORS’ REPORT
70 Independent Auditors’ Report
FINANCIAL STATEMENTS
78 Income Statement
79 Statement of Changes in Equity
80 Statement of Financial Position
81 Statement of Cash Flows
82 Notes to the Financial Statements
FURTHER INFORMATION
98 Glossary of Terms and Alternative Performance
Measures
103 Company Information
Please note that the Notice of Annual General Meeting is
set out in a separate document.
The Company’s shares are traded on the London Stock
Exchange and can be purchased through a stock broker
or other financial intermediary. The shares are eligible for
Individual Savings Accounts (“ISAs”).
For more information about Finsbury Growth
& Income Trust PLC visit the website or the
Company’s LinkedIn page
WWW.FINSBURYGT.COM
In 1926, four Scots – a lawyer and an accountant from Edinburgh,
and a stockbroker and an industrialist from Dundee – came together to
form Scottish Cities Investment Trust. It was one of the first new
investment trusts to launch since before the First World War, created
to give investors a share in economic recovery after difficult times.
Their guiding idea was simple but enduring: to spread investments
across sectors, regions and asset classes to deliver better returns
than the bank, while maintaining the safety of shareholders’ capital.
Those principles of balance and diversification would serve the trust
well through the decades that followed. From its £50,000 launch, the
company has grown into today’s Finsbury Growth & Income Trust
PLC (“FGT” or “the Company”) – worth approximately £1 billion and
celebrating its centenary in 2026.
Foundations of resilience
The Company’s first decades were shaped by extraordinary economic
and political upheaval. Within three years of launch came the Wall Street
Crash, followed by the Great Depression and, soon after, the Second
World War. Yet the trust survived them all.
During the 1930s, dividends were suspended and directors took pay
cuts, but the Company endured, aided by prudent diversification and
investment discipline. When dividends resumed after the war, optimism
slowly returned. In the late 1940s, the portfolio shifted decisively
towards equities, a move that would prove transformational for the
decades ahead.
Years investing in the future
1 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
Five Shareholders will be selected in a draw to join members of the Board at the London
Stock Exchange Closing Ceremony on the afternoon of this year’s Centenary Annual
General Meeting, a unique chance to celebrate the occasion.
To enter the draw, simply visit our website and sign up.
Entries must be received by 8 January 2026.
We look forward to sharing this special moment with some of our Shareholders.
A comprehensive historical booklet celebrating the Company’s rich heritage is available for
download on the Company’s website www.finsburygt.com.
New ownership, steady growth
The early 1950s brought a new chapter and new owners. At a dramatic
1953 annual meeting, City financier Walter Salomon and his colleagues
at Rea Brothers took control of the Company, ushering in a period of
strong growth. Under the stewardship of Rea Brothers, Scottish Cities
steadily grew. Between 1953 and 1965, assets increased almost fivefold
and dividends rose each year.
The following decade tested every investor. The 1965 Finance Act and
the oil shocks of the 1970s created headwinds that drove asset values
down sharply. But, as before, patience paid off: those who stayed
invested saw their holdings recover and strengthen as markets
rebounded from the lows of early 1975.
Transformation and modernisation
The 1980s were years of liberalisation and expansion. The ‘Big Bang’
City reforms and a buoyant market helped investment trusts like
Finsbury prosper. Over the decade, net assets rose from £9.7 million
to £30.8 million, with dividends more than doubling.
In 1985, following Sir Walter Salomon’s retirement from Rea Brothers,
Finsbury Asset Management was created to manage its investment
trust holdings, including Scottish Cities. It was the first time the Finsbury
name became associated with the Company. In the early 1990s, the
board faced and ultimately overcame an attempted takeover by Anglo
Scandinavian, turning the tables by acquiring the challenger instead.
The Company was renamed Finsbury Growth in 1992 – a title that
reflected both its ambitions and its evolving structure.
By the mid-1990s, assets had reached new highs, and the framework
of the modern Company was taking shape – independent governance,
a clear long-term investment focus and the flexibility to adapt to change.
Rea Brothers was acquired by Close Brothers in August 1999, as the last
bull market of the twentieth century gathered pace.
Partnership and conviction
The decisive modern turning point came at the start of the new
millennium with the appointment of Lindsell Train as investment adviser.
Co-founder Nick Train brought a disciplined, high-conviction approach
built around owning a select number of exceptional companies for the
long term.
At the same time, the Company’s charging structure was redesigned
to align the manager’s interests with those of shareholders. Soon after,
the investment policy was reshaped to reflect the style adopted by the
new manager, and the Company’s name became Finsbury Growth &
Income Trust PLC in May 2004.
Nick Train’s philosophy of holding outstanding franchises ‘forever’
would go on to define the modern Finsbury era. The results of this
pivotal appointment have been striking. Since 2000, the Company’s
net asset value total return has significantly outperformed that of the
FTSE All-Share Index, with strong performance coming despite the
dot-com collapse, the global financial crisis and the Covid pandemic.
The partnership model was strengthened further in 2007 with the
appointment of Frostrow Capital. Formed by members of the same
team that had long supported the Company at Close Brothers, Frostrow
brought continuity as well as independence – providing secretarial,
administrative and investor relations services, complementing the
Board’s independent oversight and allowing Lindsell Train to focus
purely on investment.
Continuity amid change
Recent years have again tested markets and investors. The pandemic
brought a global shutdown, market turmoil and unprecedented
disruption to normal life. Yet the Company’s long-term structure has
again proved its worth.
Throughout it all, the investment approach has stayed constant
– investing in a deliberately concentrated portfolio of world-class
businesses such as Diageo, RELX, Experian, London Stock Exchange
Group and Sage – companies with strong balance sheets, distinctive
brands, loyal customers and exceptional long-term growth prospects.
1939
1926
1974
2026
2021
2008
2017
2000
1953
1929
Our history
1926
Scottish Cities
Investment Trust
incorporated in
Edinburgh
1932
Ordinary dividends
suspended amid
Great Depression
Second World
War breaks out
1947
Rea Brothers
gains control at
eventful AGM
1992
Ordinary dividends
resume after
the war
Continuation vote at
January 2026 AGM
Portfolio value hits low
following oil crises
1991
2007
2004
Acquisition of Anglo
Scandinavian
Investment Trust
completed
Frostrow Capital
appointed as core
service provider
Renamed
Finsbury Growth
& Income Trust
Global financial
crisis disrupts
markets
Finsbury Growth
& Income Trust
marks its
centenary year
Net assets first
exceed £1 billion
Lindsell Train appointed
investment adviser
First virtual AGM
held during
Covid lockdown
Finsbury name
first adopted
1985
Company
renamed
Finsbury
Growth
1926-
1944
William
Hanna
FG&IT Chairmen
1944-
1953
Reginald
Guild
1953-
1963
Sir Wilfred
Ayre
1991-
2008
Michael
Reeve
2008-
2021
Anthony
Townsend
2025-
present
Pars
Purewal
2021-
2025
Simon
Hayes
1963-
1991
Viscount Lewisham
(later Earl of Dartmouth)
Wall Street Crash
2 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
As Nick Train notes, “When I look at the portfolio today,
I am more enthused about its prospects than at any time
this century. I have increased my holding because
London Stock Exchange Group, Experian, Diageo, Sage
and RELX (and I could go on), not only happen to be listed
on the London market but are genuinely world-class
companies with substantive growth opportunities in front
of them. FGT holds those businesses in big quantities, and
if our analysis of them is right, the impact on returns in
the coming years will be very significant indeed. These
businesses could readily still be important holdings in 2050
– with much, much higher market capitalisations than
pertain today.”
Looking ahead
After a hundred years of change, the foundations remain the same.
The Company has endured wars, depressions, financial crises, market
bubbles and pandemics – each testing investors’ nerve and the strength
of its structure. Every time, discipline and process have prevailed.
Now entering its second century, FGT continues to invest with care,
conviction, selectivity and integrity – backing the world-class companies
whose brands and balance sheets can withstand the tests of time.
1939
1926
1974
2026
2021
2008
2017
2000
1953
1929
Our history
1926
Scottish Cities
Investment Trust
incorporated in
Edinburgh
1932
Ordinary dividends
suspended amid
Great Depression
Second World
War breaks out
1947
Rea Brothers
gains control at
eventful AGM
1992
Ordinary dividends
resume after
the war
Continuation vote at
January 2026 AGM
Portfolio value hits low
following oil crises
1991
2007
2004
Acquisition of Anglo
Scandinavian
Investment Trust
completed
Frostrow Capital
appointed as core
service provider
Renamed
Finsbury Growth
& Income Trust
Global financial
crisis disrupts
markets
Finsbury Growth
& Income Trust
marks its
centenary year
Net assets first
exceed £1 billion
Lindsell Train appointed
investment adviser
First virtual AGM
held during
Covid lockdown
Finsbury name
first adopted
1985
Company
renamed
Finsbury
Growth
1926-
1944
William
Hanna
FG&IT Chairmen
1944-
1953
Reginald
Guild
1953-
1963
Sir Wilfred
Ayre
1991-
2008
Michael
Reeve
2008-
2021
Anthony
Townsend
2025-
present
Pars
Purewal
2021-
2025
Simon
Hayes
1963-
1991
Viscount Lewisham
(later Earl of Dartmouth)
Wall Street Crash
3 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Company Summary
OBJECTIVES AND PERFORMANCE
MEASUREMENT
The Company aims to achieve capital and
income growth and to provide Shareholders
with a total return in excess of that of the FTSE
All-Share Index (the Company’s benchmark).
Further details of the Company’s investment
policy are set out on pages 23 and 24.
The net asset value (“NAV”) per share
decreased by 0.1% during the financial year
to 30September 2025 on a total return basis
(2024: +8.2%). The detail of this movement
can be found on page 7.
DIVIDENDS
The total dividend declared for 2025 was 20.2p
(2024: 19.6p), representing an increase of 3.1%.
The Company’s Dividend Policy can be found
on page 24.
Finsbury Growth & Income Trust PLC is a listed
investment company and a constituent of the
FTSE 250. The Company is a member of the
Association of Investment Companies (“AIC”).
4 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
5 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
6
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
Company Performance
* Source – Frostrow Capital LLP
^ Alternative Performance Measure (see glossary on pages 98 to 102)
† UK GAAP Measure
KEY FACTS
923.0p
NAV per share
2024: 943.4p (-2.2%)
(9.4)p
Return per share
†
2024: +57.7p
(0.1)%
NAV per share total return
*, ^
2024: +8.2%
2.3%
Share price total return
*, ^
2024: +3.4%
861.0p
Share price
2024: 861.0p (+0.0%)
86.4%
Active Share
*^
2024: 84.1%
£1.228bn
Shareholders’ funds
†
2024: £1.582bn (-22.4%)
133,018,887
Number of shares in issue
(excluding 91,972,416 shares held
in Treasury)
2024: 167,717,668 (-20.7%)
(Treasury shares 2024: 57,273,635)
6.7%
Discount of share price to
net asset value per share
^
2024: 8.7%
20.2p
Total dividends per share
for the year
†
2024: 19.6p (+3.1%)
†
0.62%
Ongoing charges
^
2024: 0.61%
1.9%
Gearing^
2024: 0.7%
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
7
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FIVE YEARS SUMMARY
AS AT 30 SEPTEMBER 2021 2022 2023 2024
2025
Share price 876.0p 800.0p 852.0p 861.0p
861.0p
Net asset value per share (“NAV”) 917.7p 848.4p 891.2p 943.4p 923.0p
Discount of Share price to NAV per share 4.5% 5.7% 4.4% 8.7% 6.7%
YEAR ENDED 30 SEPTEMBER
2021 2022 2023 2024
2025
Share price total return
* ^
+6.3% (5.6)% +7.5% +3.4%
+2.3%
NAV per share total return
* ^
+10.6% (5.8)% +7.2% +8.2%
(0.1)%
FTSE All-Share Index total return
** #
+27.9% (4.0)% +13.8% +13.4%
+16.2%
Dividends per share
†
17.1p 18.1p 19.0p 19.6p 20.2p
* Source: Frostrow Capital LLP
** Source: FTSE International Limited (“FTSE”) © FTSE, 2025
# See glossary of terms and alternative performance measures on pages 98 to 102)
^ Alternative Performance Measure (“APM”) (see glossary on pages 98 to 102)
† UK GAAP Measure
The Company was incorporated in Scotland on 15 January 1926. Lindsell Train Limited (“Lindsell Train”) was appointed as Portfolio
Manager in December 2000. The total return of the Company’s share price over the ten years to 30 September 2025 has
been 90.7%, equivalent to a compound annual return of 6.7%. This compares with a total return of 118.3%* from the Company’s
benchmark, equivalent to a compound annual return of 8.1%*. Over the past 25 years, £1,000 invested when Lindsell Train assumed
management of the portfolio would now be worth £8,171 compared with £3,982 had the same amount been invested in the FTSE
All-Share Index over the same period.
* Source: Morningstar, FTSE International Limited (“FTSE”) © FTSE2025
PERFORMANCE SINCE THE DATE OF APPOINTMENT OF LINDSELL TRAIN AS PORTFOLIO MANAGER
TO 30 SEPTEMBER 2025
SHARE PRICE
+733.5%
FTSE ALL-SHARE
INDEX
+302.6%
Source: Frostrow Capital LLP
Rebased to 100 as at 1 January 2001
Jan
01
Sep
05
Sep
10
Sep
15
Sep
20
0
200
400
600
800
1000
Sep
25
8
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
Key Performance Indicators
(“KPIs”)
^ Alternative Performance Measure (see glossary on
pages 98 to 102)
† UK GAAP Measure
* Source: Frostrow Capital LLP
The Board uses certain
financial KPIs to
monitor and assess
the performance of the
Company in achieving
its strategic aims.
The Board reviews the performance
of the portfolio in detail and hears the
views of the Portfolio Manager at each
meeting.
Information on the Company's
performance is provided in the
Chairman's Statement (beginning on
page 10) and the Portfolio Manager's
Report (beginning on page 16).
This performance is assessed against
the following KPIs which are unchanged
from last year.
Alternative Performance
Measures ("APM")
The Board believes that each of the
APMs, which are typically used within
the investment company sector,
provides additional useful information
to Shareholders in order to assess the
Company’s performance between
reporting periods and against its peer
group. The APMs used for the year under
review are unchanged from last year.
Further information on each of the APMs
can be found in the glossary beginning
on page 98.
(0.1)%
NAV total return
^*
This reflects the change in the
Company’s net asset value
including the impact of reinvested
dividends.
During the year under review the
Company’s net asset value per
share total return was (0.1)%
(2024: +8.2%).
(9.4)p
(Loss)/return pershare
†
The total loss per share for the year
was (9.4)pence per share (2024:
return of 57.7pence per share).
Over five years, the Company earned
a total of 144.3 pence per share.
See the chart below for the five year
history:
Dividends per share
†
The total dividend declared for
the year was 20.2 pence per share
(2024: 19.6 pence per share), an
increase of 3.1%.
20.2p
Share price total return
^*
This reflects the change in the
value of the Company’s share price
including the impact of reinvested
dividends.
During the year under review the
Company’s share price total return
was 2.3% (2024: 3.4%).
2.3%
%
-6
-3
0
3
6
9
12
2021 2022 2023 2024 2025
pence per share
0
5
10
15
20
25
2021 2022 2023 2024 2025
%
-10
-5
0
5
10
2021 2022 2023 2024 2025
pence per share
-100
-50
0
50
100
150
2021 2022 2023 2024 2025
^ Alternative Performance Measure
(see glossary on pages 98 to 102)
* Source: Morningstar
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
6.7%
Share price discount to net
asset value per share
^
The Board reviews the level of
discount/premium to net asset
value per share at every Board
meeting and consideration is given
to ways in which the share price
performance may be enhanced,
including the effectiveness of
marketing, share issuance and
buy-backs, where appropriate.
Details of how the Company’s share
buy-back and issuance policy
works can be found in the Statutory
Documentation section on the
Company’swebsite.
At 30September 2025 the
Company’s share price stood at
an 6.7% discount to the Company’s
net asset value per share
(2024: 8.7%discount).
During the year, the Company
bought back 34,698,781 shares into
Treasury (2024: 36,801,766) at an
average price of 892.4 pence and
an average discount of 7.5%.
Since the year end to 1 December
2025 the Company has purchased a
further 10,787,363 shares to be held in
Treasury. As at 1 December 2025 the
Company’s discount was 5.7%.
%
-9
-8
-7
-6
-5
-4
-3
-2
-1
0
1
2021 2022 2023 2024 2025
Relative underperformance
to benchmark
Under the Company’s Business
Model, a Portfolio Manager is
appointed with the capability
and resources to manage the
Company’s assets through asset
allocation, stock selection and risk
management. The Company’s
portfolio is constructed and
managed without reference to a
stock market index with the Portfolio
Manager selecting investments
based on their assessment of their
long-term value.
The performance of the Company
relative to its benchmark and its
peers is a KPI measured by the
Board on an ongoing basis.
The Company’s benchmark is the
FTSE All-Share Index (total return)
which delivered a return of 16.2%
(2024: 13.4%) over the year. This
compares with the Company’s
share price totalreturn of 2.3%
(2024: 3.4%) resulting in a 13.9%
underperformance against
thebenchmark.
The Board also monitors the
Company’s share price return*
against its AIC peer group
^
. As at
30 September 2025 the Company's
ranking against its peer group of UK
Equity income sector was:
Rank out of 20 (2024: 23)
Period 2025 2024
1 yr
17 21
3 yr
18 19
5 yr
19 21
10 yr
13 4
25 yr
5 3
(13.9)%
9 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
10
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
I am honoured to address Shareholders for the first time in an
Annual Report as Chairman of the Company. I am only the
8th person to hold this role in our history, a reminder of the
continuity and long-term stewardship that have guided the
Company through both strong and challenging periods.
PERFORMANCE
While the Company’s performance over the past year has
again been disappointing, our commitment to a disciplined,
high-conviction, and concentrated investment approach
remains unchanged. We continue to focus on the long term,
and on positioning the Company to deliver sustainable value
for Shareholders in the years ahead.
For the year ended 30 September 2025, the share price total
return was 2.3%, underperforming the FTSE All-Share Index,
which returned 16.2% over the same period. The Company
delivered a net asset value (‘NAV’) total return of -0.1%,
compared to +8.2% in the previous year.
The Board acknowledges this extended period of
underperformance and the understandable frustration
this has caused among Shareholders. In the face of this
poor performance, your Board has subjected the Portfolio
Manager’s investment process and the resulting portfolio
holdings to close scrutiny. We remain confident in the
long-term investment process, which focuses on high-quality,
cash-generative businesses with durable competitive
advantages. While many of our portfolio companies are listed
in the UK, they are, in reality, global businesses with leading
positions in their respective industries. We share the Portfolio
Manager’s belief, both in the quality of these companies and
in the belief that this quality will, ultimately, be reflected in their
share priceperformance.
As it is always important to point out, a highly concentrated
portfolio means higher risk, particularly in the short-term.
At 30September 2025, the Company’s Active Share –
ameasure of how much it varies from the FTSE All-Share Index
Chairman’s Statement
Pars Purewal, Chairman
benchmark- was 86.4% (2024: 84.1%). Such an uncorrelated
portfolio will inevitably perform very differently from the wider
market, whether positively or negatively.
I urge you to read Nick Train’s review where he discusses his
investment approach on pages 16 to 21.
AGM
This year’s Annual General Meeting (‘AGM’) is notable for two
reasons. Firstly, it marks the Company’s centenary. Finsbury
Growth & Income Trust PLC was founded as Scottish Cities
Investment Trust Limited in Edinburgh in January 1926, just ten
days before another scion of Scotland, John Logie Baird, first
demonstrated television.
The second reason this AGM is significant is that it includes
something entirely new in our history: a continuation vote.
Put simply, this gives Shareholders the opportunity to decide
whether the Company should continue with its long-term
investment approach. It is a moment to pause, reflect, and, we
hope, affirm your support. In that sense, the continuation vote is
not just a formality; it is a valuable opportunity for Shareholders
to make their voice heard in shaping the next chapter of
ourstory.
CONTINUATION VOTE
During the year, I, together with the Senior Independent
Director, met with several of our largest Shareholders. While
there was shared disappointment regarding the Company’s
recent investment performance, I am encouraged to report
significant support for the continuation of the Company from
amongst Shareholders we spoke with.
In the spirit of transparency and good governance, we wish to
highlight that joint Founders of Lindsell Train, Michael Lindsell
and Nick Train, while both fully supporting the continuation
of the Company and hoping that it continues for the next
100years, have chosen not to vote their shares. This decision
was taken to avoid any perception of a conflict of interest,
given their roles as both shareholders and portfolio managers.
The Board unanimously recommends that Shareholders vote
in favour of continuation. All Directors intend to vote their
shares accordingly.
The Board strongly encourages all Shareholders to exercise
their votes in respect of the meeting in advance. Details of how
Shareholders can vote are set out in the Notice of Meeting.
Any Shareholder who requires a hard copy form of proxy may
request one from the Registrar MUFG Corporate Markets.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Please note that the continuation vote is not a liquidity event;
it does not involve redemption, tender offers, or a return
ofcapital.
Rather, it is a strategic decision point that allows Shareholders
to express their support for the investment philosophy that
has underpinned the Company’s performance over time.
If Shareholders vote in favour, the Company will continue as
before. If the vote is against, the Board will consider alternative
strategic options. The outcome will be announced following
the Centenary AGM.
SHARE BUY-BACKS
The Board keeps the discount under close review and is
committed to buying back its own shares at or near the 5%
discount level, in accordance with its policy.
While share buy-backs will not necessarily reduce the
discount, particularly in times of market volatility, they may,
to a limited extent, mitigate a widening trend. In addition,
buy-backs enhance the net asset value per share for
remaining shareholders, provide some additional liquidity
and help to dampen discount volatility which can damage
shareholder returns.
As at 30 September 2025 the discount was 6.7% compared
with a closing discount at the last year end of 8.7%. During
the year under review the Company bought back a total of
34,698,781 shares, 20.7% of the shares in issue) into Treasury
at a cost of approximately £309.7 million and at an average
discount of 7.5%. Over the course of the year the Company’s
discount averaged7.5%.
As at the close of the UK market on 1 December 2025, the
discount was 5.7%. Since the year end, a further 10,787,363
shares were bought back into Treasury at a cost of
£90.2million. As at 1 December 2025, the Company had
122,231,524 shares in issue (excluding 102,759,779 shares held
inTreasury).
The Board believes that the Company’s share buy-back
programme continues to be in the interest of Shareholders;
providing liquidity for those wishing to exit while enhancing
value for continuing investors. This year alone, buybacks have
added approximately 18.2 pence per share, and since we began
repurchasing shares at the current scale, they have contributed
a cumulative increase of around 42.7 pence per share.
DIVIDENDS
Your Board has declared two interim dividends for the year
totalling 20.2p per share (2024: 19.6p), an increase of 3.1%.
In order to facilitate dividend payments on a timely and
cost-effective basis, your Board continues to elect to distribute
the Company’s income to Shareholders by means of two
interim dividends rather than wait several months to secure
shareholder approval to pay a final dividend at the AGM. This
dividend policy will again be proposed for approval at the
forthcoming AGM.
OUTLOOK
The Board remains confident that the Trust’s strategy will
deliver sustainable, long-term returns for Shareholders. We
appreciate your continued support and patience during this
challenging period, both your Portfolio Manager and Directors
have demonstrated their commitment by continuing to
acquire shares in the Trust. Over the last year, Nick Train has
acquired 275,237 shares and currently speaks for 4.7% of the
equity of the Company (December 2024: 3.5%). This alignment
underscores our shared determination to navigate this
challenging period together.
The Board is pleased to confirm that it has agreed
amendments to the fee arrangements with the AIFM and
Portfolio Manager, with effect from 1 January 2026. The revised
structure will deliver an immediate cost saving of c.£600,000
per annum. Since the appointment of Lindsell Train in 2000,
management fees have been regularly reviewed and stepped
down with increased fund size providing economies of scale
for Shareholders. Further details can be found on page 42.
As we evaluate the results of the continuation vote let me
reassure you that the Board will do whatever it takes to add
value for Shareholders.
Pars Purewal
Chairman
2 December 2025
12
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Investment Portfolio
United Kingdom
United States of America
France
Netherlands
97.1%
1.4%
1.2%
0.3%
100.0%
0.0%
0.0%
0.0%
2024
2025
Source: Frostrow Capital LLP
GEOGRAPHICAL ALLOCATION
†
†
The Company’s Investment Policy restricts the Company from owning
more than 20% of the portfolio in overseas companies.
†
The Company’s investment policy classifies geographical location
based on where companies are listed or otherwise incorporated,
domiciled or having significant business operations.
Consumer Discretionary (”CD”)
Consumer Staples (”CS”)
Industrials (”I”)
Financials (”F”)
Technology (”T”)
22.4%
28.7%
13.5%
25.2%
10.2%
27.5%
23.5%
18.4%
16.3%
14.3%
2024
2025
Source: Frostrow Capital LLP
PORTFOLIO SECTOR WEIGHTINGS
+
+
FTSE Industrial Classification Benchmark (“ICB”) sectors.
STRATEGIC REPORT
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
SECTOR INVESTMENTS
FAIR VALUE
2024
£'000
NET
INVESTMENTS
£'000
CAPITAL
APPRECIATION/
(DEPRECIATION)
£'000
F
FAIR VALUE
2025
£’000
TOTAL
RETURN
£’000
CONTRIBUTION
PER SHARE
(PENCE)
l I
Experian
215,320 (53,265) (9,699) 152,356 12.2 (7,395) (5.0)
l CD RELX 195,714 (50,198) 5,585 151,101 12.1 8,536 5.8
l T Sage Group 161,981 (32,739) 15,672 144,914 11.6 18,654 12.6
l CS Unilever 185,755 (39,563) (15,710) 130,482 10.4 (10,371) (7.0)
l F London Stock Exchange 207,057 (58,803) (21,621) 126,633 10.1 (19,518) (13.2)
l CS Diageo 174,284 (2,257) (55,454) 116,573 9.3 (53,321) (36.0)
l CD Rightmove 84,893 7,485 12,879 105,257 8.4 14,399 9.7
l CD Burberry Group 50,535 (12,931) 31,547 69,151 5.5 31,547 21.3
l F Schroders 75,991 (27,546) 5,383 53,828 4.3 9,261 6.3
l I Intertek Group – 44,488 376 44,864 3.6 1,958 1.3
Top 10 Investments
1,095,159 87.5
l CS Auto Trader Group – 35,926 (1,490) 34,436 2.8 (1,203) (0.8)
l I
Clarkson
– 31,567 913 32,480 2.6 1,847 1.2
l CS Fever-Tree 28,714 (2,247) 1,404 27,871 2.2 1,964 1.3
l CS
A.G. Barr
22,023 (3,988) 1,410 19,445 1.6 1,949 1.3
l F Rathbone Brothers 17,012 (3,742) 173 13,443 1.1 928 0.6
l CD Manchester United# 17,257 (4,836) (674) 11,747 0.9 (674) (0.5)
l F The Lindsell Train Investment Trust plc 7,640 – (840) 6,800 0.5 (420) (0.3)
l CD Celtic* 5,728 – 165 5,893 0.5 172 0.1
l F Frostrow Capital LLP∆** 3,225 – (300) 2,925 0.2 65 0.1
l CD Games Workshop Group – 760 56 816 0.1 64 0.1
l F Hargreaves Lansdown 90,011 (89,535) (476) – 0.0 1,948 1.3
l CS Heineken 5,347 (5,260) (87) – 0.0 (87) (0.1)
l CS Mondelez International# 22,077 (20,995) (1,082) – 0.0 (1,082) (0.7)
l CS Remy Cointreau 19,194 (16,441) (2,753) – 0.0 (2,753) (1.8)
l CD Young & Co’s Brewery (non-voting) 3,460 (3,367) (93) – 0.0
(16) (0.0)
Total Investments 1,593,218 (307,487) (34,716) 1,251,015
100.0
(3,548)
(2.4)
Bank Interest
328
0.2
Total Contributions to
Total Return
(3,220)
2.2
Expenses, currency translations
and Finance Charges
(10,665)
(7.2)
Return on Ordinary Activities
after Taxation
(13,885)
(9.4)
* Includes Celtic 6% cumulative convertible preference shares, fair value £365,000 (2024: £363,000) ** Includes Frostrow Capital LLP AIFM Investment, fair value £125,000
(2024: £125,000) # Listed in the United States
^
Listed in France † Listed in Netherlands ∆ Unquoted
INVESTMENTS AS AT 30 SEPTEMBER 2025
% OF
INVESTMENTS
14 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
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16
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Portfolio Manager’s Report
Nick Train, Lindsell Train Limited, Portfolio Manager
Lindsell Train has been investment adviser to the Finsbury
Growth & Income Trust PLC (“FGT”) for a quarter of a century
and I am proud of that longevity. And, of course, grateful for
the support of Deputy Portfolio Manager Madeline Wright,
my other colleagues and FGT’s Board throughout. That this
milestone coincides with the Company’s own centenary
makes this year particularlyspecial.
However, I am acutely conscious that the privilege of
continuing to offer that investment advice depends on the
delivery of competitive investment returns, and I am the first
to admit that our performance has fallen short in recent
years, including the last 12 months. It is also relevant to
note here that over those 25 years I have been a persistent
buyer of FGT shares for myself and my family. That’s a lot of
pound‑cost‑averaging. I have paid some less than great
prices for FGT shares, particularly over the last two years, but I
have also paid some great prices over the period and, as you
know, the key to successful pound‑cost‑averaging is to keep
on buying. As I have continued to do.
As a result, I can assure you that like every other FGT
shareholder I want the next 25 years to be even more
rewarding than the last 25 years.
STRATEGIC REPORT
Our total return performance since appointment in late 2000,
notwithstanding the recent experience, has I hope been
acceptable. Our investment approach has delivered a c.3%
per annum outperformance of the FTSE All Share Index over
that period. I believe future returns could be even higher and
hope to persuade you in this report why.
This year is also unique as it is the first time in the Company’s
history that it has held a Continuation Vote. It will be of no
surprise to anyone that my colleagues and I fully support
the continuation of the Company, preferably for another
100years. However, Michael Lindsell and I have chosen not to
vote our shares, as we are conscious that doing so could be
construed as us acting in our commercial self‑interest. We
felt your Board’s decision to hold a Continuation Vote was
an example of good corporate governance, and as such
we feel that it is appropriate that the future of the Company
be determined by those shareholders who are not also its
investment manager.
I remain convinced that the investment opportunity we have
captured in FGT’s portfolio offers significant upside to its
shareholders, as well as being highly differentiated. It frustrates
me to hear the UK stock market described, disparagingly, as
a “value” play. It is not lost on me that our lack of exposure to
more value‑orientated sectors such as banks, energy and
defence has not helped our relative performance in recent
years. And whilst we have absolutely no intention to shift the
focus of the portfolio in this direction, clearly a value approach
to investing is a viable way of approaching the investment
challenge. That said, I also feel strongly that contrary to
common perceptions, the UK is home to many genuinely
world class global growth businesses, capable of delivering
multi‑decade growth in earnings and dividends to their
shareholders. We have built FGT’s portfolio around what we
analyse to be the best of them, which makes it one of the few
investment trusts focused on large cap UK growth companies.
As to the opportunity, I want to look to the future, but as this
is a year of milestones and retrospection, let me frame that
looking forwards by looking back, specifically to a pivotal
moment in my career.
That moment was reading the book pictured here, Midas
Touch, in the late 1980s. It was written by a namesake, a US
investment adviser called John Train – though no relation.
PERFORMANCE OF £10,000 INVESTMENT
IN DECEMBER 2000
2000 2025201520102005
£0
£10,000
£20,000
£30,000
£40,000
£50,000
£60,000
£70,000
£80,000
£90,000
£100,000
FGT Share Price Total Return
£83,353
£40,263
FTSE All Share Total Return
2020
Source: Morningstar Direct. Data extracted October 2025. Data shown is the Total Return since
December 2000 (when LTL were appointed investment manager) to 30 September 2025. All data
shown in GBP. This is not intended as a buy or sell investment recommendation. Past
performance is not a guide to future performance.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Iread the book as much out of curiosity for the shared
surname as any great interest in its subject. But reading those
200 pages was probably the best investment of time in my
career, because this was an early study of Warren Buffett’s
methods.
Here was a set of investing principles and investment ideas
that anyone could follow and I was inspired to adopt those
principles and borrow some of Buffett’s ideas. It seemed at
the time as though my investment performance began to
improve almost immediately.
These are three of the key principles we derive from the Midas
Touch and we apply to FGT’s portfolio.
“Patience is the companion of wisdom”
– St Augustine
“… square-cut or pear-shaped these
rocks don’t lose their shape…”
– Marilyn Monroe
“…direct your feet to the sunny side
of the street”
– Louis Armstrong
Let me first formulate them, then give examples of FGT
holdings that illustrate the principles.
First: patience is an important investment virtue. Buffett
famously said that the stock market is a mechanism for
transferring wealth from the impatient to the patient. We
have always tried to be on the right side of that trade and are
indeed unusually patient investors.
Next – it is important to recognise when you own an
investment “diamond”. In other words, know when you
own a company or an asset of “semi-eternal” value. That
characteristic by no means guarantees its shares go up every
year. But it does mean that you own something of enduring
value. There will be times when such enduring value will
protect your wealth.
Finally, optimism – looking for the bright side – is an important
strategic advantage for any investor. For instance, it has been
hard to be optimistic about the UK stock market in recent
years. Nonetheless, there are always opportunities. And I hope
we have populated FGT’s portfolio with some exceptional
UK growth opportunities, companies whose growth might
accelerate in coming years. And that have the potential to
deliver fabulous share price gains.
You might say I’m being over-optimistic with that “fabulous”,
particularly in the context of recent performance. All I know
is I have seen too many investors, both professional and
lay, end up with disappointing returns because a deficiency
of optimism resulted in them holding too much in cash or
getting bounced out of excellent companies going through a
temporary tough patch.
RELX
2000 2025201520102005 2020
-50%
150%
350%
550%
750%
950%
1,150%
Source: Company data and Bloomberg. Data extracted October 2025. Data shown is the
Total Return since December 2000 (when LTL first initiated a position in the company) to
30 September 2025. All data shown in GBP. This is not intended as a buy or sell investment
recommendation. Past performance is not a guide to future performance.
PATIENCE REWARDED: RELX 2001 – 2025
TOTAL RETURN PERFORMANCE
PATIENCE
The great investor Peter Lynch of Fidelity-fame, once said
of himself – “the typical big winner in the Lynch portfolio
generally takes three to 10 years to play out.” Well, in
corroboration, we bought RELX, the scientific and legal
publisher in the first couple of years after we were appointed
to run FGT and, as you can see, for the best part of a decade
there was little or no reward.
Even Peter Lynch might’ve been getting twitchy. Nonetheless,
we knew the company was doing the right thing and we
hoped that eventually something like this would happen.
Over the last quarter of a century RELX has transformed from
a predominantly print-based publishing company to one of
the most successful digital data businesses on the planet. It’s
consistently been one of the biggest holdings in FGT in recent
years. And one way to think about the future for RELX is the
following. Back in 2000, RELX was the 68th biggest company in
the FTSE 100. Today, as a result of this significant appreciation
since 2012 it is the 8th biggest company. The Chief Executive
of Rolls-Royce recently challenged his company to become
the biggest company in the UK. That’s a sporting challenge
indeed. But in the same spirit, at a recent meeting with RELX
we put it to the company it should have similar ambitions.
18
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
PORTFOLIO MANAGER’S REPORT – CONTINUED
RELX’s CEO pointed out to us that 20 years ago its Risk &
Cybersecurity division was the smallest in the group, under 5%.
Today it is worth essentially half of RELX’s value and, according
to the CEO, its growth opportunity is only just getting going.
And we have all seen from the example of NASDAQ what
happens if you own digital growth companies, with big
markets opening up to them. We expect patience to continue
to be rewarded for owners of RELX shares.
INVESTMENT DIAMONDS
Turning to investment diamonds – we aspire to have the very
best of them in our portfolios. RELX’s Elsevier publishing division,
founded in the 19th century, is an example. But we believe we
own a number of them. The chart on this page is the 185‑year
history of Guinness’ global volumes. It’s a fascinating piece of
economic and social history. Two things stand out. First, this
venerable brand is growing again, attracting a whole new
generation of consumers, with promising progress being made
in the United States. Second and related: what an incredible
success story. Wouldn’t you love it if your family owned
Guinness? You’d never have to sell it. It’s a diamond of an asset.
Guinness is of course owned by Diageo and is one of its top
three brands. Shareholders will also know that Diageo has had a
wretched time of it as an investment over the last three years. It is
still a substantial holding in FGT and I must acknowledge that its
dismal performance has hurt FGT’s performance and tested even
my patience.
Diageo’s fiscal year to June 2025 has turned out to be a torrid
one for the company, with bad news or uncertainty everywhere.
Trump’s tariffs, the Chinese government’s clampdown on
corruption and extravagance, financial pressures on consumers,
questions about consumers’ long‑term relationship with
alcohol and the loss of its CEO have all weighed. Nonetheless,
despite it all, it is worth noting Diageo’s revenues for the year
were, effectively, unchanged. Diageo shares have fallen almost
40% since the end of 2020, but its annual revenues have
grown at a 6.5% CAGR over the same time period ($20.2bn
FY2025 compared to $14.8bn FY2020). Of course, things could
deteriorate for the company as the share price appears to
be forecasting, but it is important to remember they could
get better too. A combination of falling energy costs, falling
inflation and, eventually, falling interest rates in 2026 and beyond
could be a particular boost to consumer confidence and their
propensity to consume fine liquor.
I must restate how we think about the merits of a long‑term
holding in the company.
GUINNESS
Source: IWSR & volume numbers (million hector litres (mHL)) validated to historical
information received from Guinness Archives records (1841-2003). Republished with
permission from Diageo – August 2025. Brand volume growth does not equate to
investment returns.
1840
1870
1850
1860
1880
1910
2000
1940
1970
2020
1900
1990
1930
1960
2010
1890
1980
1920
1950
2030
WW1
WW2
COVID
Rise of
lager
GUINNESS VOLUME GROWTH SINCE 1840
If you’d bought Diageo 25 years ago, on 1st January 2000 you
would’ve paid just under £5 per share. This year, if you’d held
on to your shares, they would be trading at what today seems
like a disappointing price, around £18. It feels disappointing,
because the shares have been much higher in the intervening
period. Nonetheless, £18 is still usefully more than treble
the price you paid for them. What’s more, you would this
year receive a dividend of the equivalent of 77 pence. That
means– 77p as a percentage of £5 – that you would be
receiving a dividend yield on your purchase price of over 15%.
You have trebled your money, you are now being paid 15% to
hold and, the critical proposition, you still own all the future
cash flows, inflation protection, growth and predictability
provided by, amongst other brands, Johnnie Walker, Diageo’s
collection of single malt whiskies, Don Julio tequila, Tanqueray,
Crown Royal whiskey, a third of Hennessy cognac and Veuve
Clicquot and, of course, Guinness.
Very few things are certain in the business and investment
world, but it is, we think, highly likely these brands will be being
consumed around the world in 20 years’ time, and in higher
volumes, assuming global economies grow. That durability
is both rare and, at least in theory, extremely valuable.
That is why we are reluctant to lose FGT’s exposure to the
diamonds in Diageo’s portfolio. Particularly at a time that the
share price is at a near 10 year low and trading on a mere
14 times forward price to earnings (P/E) multiple. To put that
into perspective, over the past 20 years, one of the very few
times the valuation has been lower was in the depths of the
2008/2009 global financial crisis.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Another perspective on Diageo’s prospects is provided by the
share price performance of Burberry over the last 12 months.
Like Diageo, Burberry’s shares were hit very hard in 2023/4
and the company actually reported a loss (unlike Diageo).
Through this period and after careful consideration, we
decided to retain FGT’s holding in Burberry, believing its trading
problems were temporary. Thankfully that was the correct
decision. Burberry appointed a new CEO, Joshua Schulman,
who has acted swiftly to correct previous operational errors
and to remind investors of the calibre of Burberry’s global
brand. The shares responded well and are now up over 70%
since end-September 2024. By analogy, we hope Diageo’s
newly appointed CEO will be able to deliver the same effects.
Burberry’s share price performance shows how quickly
negative sentiment can turn for an asset of enduring value.
OPTIMISM
The final proposition relates to our optimism about the
UK stock market. Let me frame this by highlighting the
companies that have exited the portfolio over the past year.
With the exception of Hargreaves Lansdown which was taken
private, the other three departing companies – Mondelez,
Heineken and Remy Cointreau – were all non-UK holdings.
These remain high calibre businesses with strong brands
and credible growth opportunities, but to be candid, the
opportunities are not as well-established or well-priced as
those that we can find in the UK stock market. This now means
that 100% of FGT’s portfolio is invested in UK companies.
Optimism in the UK stock market takes us back to RELX. RELX
is a London-listed company with an ambitious but credible
strategy to accelerate its growth by delivering insights and
efficiencies to its customers with new analytics or software
tools, now often powered by Artificial Intelligence. For RELX
that strategy is really working – the group’s growth rate
is manifestly accelerating as it releases new products
andservices.
Ironically we see one of the most exciting opportunities on
the London stock market as being the owner of the London
Stock Exchange itself, LSEG. This is an important UK company,
the 15th biggest in its index and we are not aware of many
major UK companies that offer LSEG’s current combination
of forecast double digit growth and operating profit margins
of close to 50%. In addition, we regard the joint statement
made by LSEG and Microsoft in early October as a significant
development. It announced that for the first time, AI-agents
developed by Microsoft will be enabled to work on and with
LSEG’s “unparalleled” Data and Analytics tools and that this
will bring new insights and efficiencies for LSEG’s customers.
This strengthens our view that LSEG is an AI-winner, with a new
growth opportunity that is attractive from a global perspective
and more or less unique in the context of the UKstock market.
GROWTH OPPORTUNITY
We have held RELX and LSEG for over 20 years, and over the past
few years we have been working to build FGT’s exposure to other
London-listed companies executing ambitious and credible
tech-led growth opportunities. In total we believe we hold seven
such companies which make up over 50% of FGT’sNAV.
Sometimes we have found these opportunities in surprising
places. For instance, our relatively recent initiation in Clarkson,
the world’s biggest shipbroker. That status has allowed the
company to deliver robust shareholder returns so far this
century. As the accompanying chart shows, Clarkson has
comfortably outperformed the NASDAQ, both in Sterling, in
the 21st century; no trivial achievement. What really intrigued
us, though, was longstanding CEO Andi Case’s assertion that
Clarkson is turning into the “Bloomberg” of global shipping.
He means the company is using its scale to offer its clients
electronic trading platforms, powered by rich data that is
proprietary to Clarkson. The shares have been hit in 2025 by the
furore about tariffs, but this has allowed us to build the holding in
what is a rare UK-listed company – the undisputed leader in its
field and now with a transformative growth strategy.
CLARKSON
2000 20252015 202020102005
0%
2,000%
4,000%
6,000%
8,000%
10,000%
12,000%
14,000%
Clarkson
NASDAQ
19.6% p.a.
8.5% p.a.
Source: Bloomberg. Data extracted September 2025. Data shown is the total return since
beginning January 2000 to end August 2025. All data shown in GBP. This is not intended as a buy
or sell investment recommendation. Past performance is not a guide to future performance.
LONG-TERM PERFORMANCE OF
CLARKSON VS NASDAQ
BURBERRY
LONG-TERM PERFORMANCE OF
BURBERRY VS FTSE ALL SHARE
2002 2025201520102005 2020
-200%
0%
200%
400%
600%
800%
1,000%
1,200%
1,400%
1,600%
1,800%
Burberry
FTSE All Share
Source: Bloomberg. Data extracted October 2025. Data shown is the total return since the
company listed in July 2002 to end September 2025. All data shown in GBP. This is not intended as
a buy or sell investment recommendation. Past performance is not a guide to future performance.
20
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
PORTFOLIO MANAGER’S REPORT – CONTINUED
Experian is the biggest credit rating agency in the world,
with, it claims, unmatched and detailed data on millions of
individuals. That data asset has allowed the company to grow
revenues at 8% per annum since 2020 (with faster growth
in earnings per share), but in 2025 and beyond that growth
is set to accelerate, as it introduces new software services.
Experian’s shares are up six-fold since it listed back in 2006.
Arguably the company’s prospects are better than ever.
We have been thinking about Autotrader as a potential
investment for many years. A trigger for us to initiate, as we
did earlier in 2025, was considering Autotrader’s claim that its
new Dealbuilder product means that its customers’ forecourts
are, effectively, open 24 hours a day. Such efficiency gains
are exactly the sort of catalyst that have driven big bull
markets for US technology and platform companies. We
hope both Autotrader and similar tech-platform, Rightmove,
will continue delighting their customers with innovative new
services and, in time, delight their shareholders too.
Rightmove has many of the characteristics that we look
for in a 21st century growth company. It has a substantial
market opportunity and the company’s platform helps it
generate very high margins and returns to shareholders. It
has a dominant market position, with more than 80% of all
time spent on UK property portals on the Rightmove website.
As a direct consequence, Rightmove holds far and away the
largest proprietary dataset on UK property-search behaviour,
which gives it a credible opportunity to use AI to accelerate
its revenues and profits in the coming years. That is why in
early November we were pleased to hear the company plans
to invest in its platform and technology in order to boost
long-term growth. And yet the shares fell steeply on the news,
in part due to concerns that this investment would hamper
short-term profitability. In our opinion, Rightmove is doing
exactly the right thing and, on any reasonable time horizon,
the share price should be higher.
Another long-term holding is Sage, and in our recent
meetings with senior executives they have spoken about
their ambition to make Sage a company that meets the
“rule of 40%”. That rule is a widely recognised benchmark,
used to measure the performance of Software as a Service
(SaaS) companies. It combines the annual recurring revenue
growth rate with the EBITDA margin, and a total of 40% or
more signifies success. It’s interesting the company is so open
about this ambition, because at Sage’s interim results in May
2025, recurring revenue growth was 11% and EBITDA margins
were 23.2%. That does not add up to 40%. Nonetheless, when
you consider that stated ambition in the context of CEO Steve
Hare’s claim that “Sage is at the forefront of AI innovation in
Accounting, Human Resources and Payroll”, one can perhaps
see where the required acceleration in revenue growth and
improvement in profitability could come from. It’s tantalising
because, understandably, Sage’s current valuation is notably
below that cohort of, largely US, companies that have
attained the rule of 40%.
The seven tech enabled companies discussed – RELX, LSEG,
Clarkson, Experian, Autotrader, Rightmove and Sage – are major
holdings and this means FGT’s portfolio looks very different to and
performs very differently from the FTSE All Share Index. Effectively,
we own these “growth” businesses, rather than, say the banks, oil
majors and miners that make up a big proportion of the UK stock
market. They are indeed more highly valued than the average UK
quoted company, but this does not mean they are overvalued. In
fact, we think their high profitability and, crucially, the clear growth
opportunities they enjoy make them bargains.
“Our data leadership and ability to serve the market
is actually strengthening all the time.”
Johan Svanstrom, CEO
rightmove
“Sage is at the forefront of AI innovation in
Accounting, Human Resources and Payroll.”
Steve Hare, CEO
Sage
“We remain more than 10x larger than our nearest
competitor.”
Autotrader
“Over time what customers will really experience
is an entire ecosystem, seamlessly combining
Microsoft’s enterprise applications and LSEG’s
workflows and data.”
David Schwimmer, CEO
LSEG
“Experian has evolved into a global data, analytics
and software company, solving complex problems
across financial services, healthcare, automobile
and marketing.”
Experian
“RELX offers structural growth supported by
increasingly sophisticated information-based
analytics and decision-making tools so powerful
that it will be impossible to remain competitive
without them.”
JP Morgan 2024
“We are becoming the ‘Bloomberg’ of the global
maritime industry.”
Andi Case, CEO
Clarkson
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IRN-BRU
This inimitable brand has driven dividend growth for its owner,
AG Barr, for decades and looks set to continue to do so. Since
2021 IRN-Bru’s revenues have grown 33%, meanwhile AG Barr’s
dividends are up over 40%.
Fever-Tree
The world’s #1 premium mixer. The US is now its biggest
market, where it has #1 positions in Tonic and Ginger Beer.
The joint venture Fever-Tree has entered with Molson Coors in
the United States has the potential to further accelerate the
growth of the brandthere.
Intertek
A global leader in consumer product Testing and Assurance.
To borrow Warren Buffett parlance, Intertek is a real
“toll-booth” company, in that it provides an essential but
low-cost service to global manufacturers. The company
claims 400,000 customers in 100 countries and high levels
of customer retention. We agree with Intertek’s comment
about its Testing and Assurance services – “Without Intertek
consumers and customers cannot operate safely.”
Games Workshop
We have long admired Games Workshop’s war-gaming and
fantasy miniatures, recognising the company’s extraordinary
pricing power and a ROE of consistently over 60%. The shares
have performed well in recent years, but we have recently
initiated a small position and are looking for opportunities
tobuild.
And this is even more the case after their sell-off during the
summer of 2025. As to that sell-off, I am reminded of the
similar concerns that weighed on RELX back in 2004, when
Google Scholar was launched. The fear was that Google
would disintermediate RELX’s data services. It turned out not
to be the case, because of the proprietary nature of much of
RELX’s data and its deep understanding of the work practices
of scientists and lawyers. The same can be said again in 2025
for RELX and our other data, platform and software holdings.
There is another principle we have taken from The Midas
Touch. One of the key learnings from that book was the merits
of concentrated portfolios. Portfolio concentration brings risks,
but it also brings great rewards, if your stock selections turn
out to be right. FGT’s status as an Investment Trust allows us
to back our holdings with particularly high conviction. The
portfolio currently has just 20 companies and the top-10
accounts for over 90% of the NAV. Candidly, I believe the
reason we are still advising FGT after nearly a quarter of a
century is that the portfolio has always been and remains
concentrated and, over the longer term, it has worked.
Note what the portfolio is concentrated on. We own
“investment diamonds” and, in addition to those discussed
earlier, I’d cite:
Unilever
We believe Unilever’s increasing shift to higher quality, premium
brands – particularly those in Health, Beauty and Wellbeing – will
accelerate the group’s growth rate. But perhaps the true jewel in
the crown of Unilever is Hindustan Lever, the biggest consumer
company in the world’s most populous nation, making up over
10% of Unilever’s total revenues. Unilever’s most recent quarterly
dividend was 0.39p, up 7% on the same dividend 12 months ago.
Further business growth in Unilever’s biggest markets, India and
the US, should help the company continue its multi-decade
record of growing dividends.
Manchester United
A company and brand which we regard as exceptionally
valuable in a world where sports franchises are changing
hands at record valuations. The sale of basketball team the
Los Angeles Lakers in June 2025 valued it at $10bn, the highest
price ever placed on a sports franchise. The current enterprise
value of Manchester United is just c.$3.0bn, according
toBloomberg.
Cazenove
Schroders is arguably now one of the cheapest assets in the
portfolio, trading on a forecast P/E of c.10x and a dividend yield of
5.5%. This for a company which has recently hit record assets of
over $1trn of active assets and a cash-rich balance sheet. And,
its own investment diamond, Cazenove. We believe the need
for trusted and effective private wealth management is greater
than ever and that Cazenove is well-placed to deliver it.
Of course, we hope the combination of these investment
diamonds with our collection of UK-listed digital growth
companies will both protect shareholders’ wealth and
drive the creation of “fabulous” new wealth over time. While
even my optimistic bias doesn’t permit me to expect to still
be advising FGT in another 25 years’ time, I do believe it is
reasonable to expect that many of today’s portfolio holdings
will still be core positions in 2050. And that they will have
radically higher market capitalisations then.
Nick Train
Director, Lindsell Train Limited
Portfolio Manager
2 December 2025
22
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Business Review
STRATEGIC REPORT
^ Please see Glossary of Terms and Alternative Performance Measures on pages 98 to 102.
PORTFOLIO STRUCTURE AS AT 30 SEPTEMBER 2025
100.0%
2024: 97.1%
Invested in UK
domiciled companies
87.5%
2024: 90.5%
Top ten holdings
1.9%
2024: 0.7%
^
Gearing
^
90.3%
2024: 93.4%
FTSE 100 companies
(and comparable overseas
companies)
86.4%
2024: 84.1%
^
Active Share
^
The Strategic Report, set out on
pages 6 to 43 provides a review
of the Company’s policies and
business model, together with
an analysis of its performance
during the financial year and its
future developments.
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23
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
The Strategic Report has been prepared for Shareholders
to assess how the Directors have carried out their duty to
promote the success of the Company. It also considers the
principal risks and uncertainties facing the Company.
Information on how the Directors have discharged their duty
under Section 172 of the Companies Act 2006 can be found on
pages 31 to 34.
The Strategic Report contains certain forward-looking
statements. These statements are made by the Directors in
good faith based on the information available to them up to
the date of this report and such statements should be treated
with caution due to the inherent uncertainties, including both
economic and business risk factors, underlying any such
forward-looking information.
As an externally managed investment company there are
no executive directors, employees or internal operations. The
Company delegates its day-to-day management to third
parties. The principal service providers to the Company are
Frostrow Capital LLP ("Frostrow") which acts as AIFM, company
secretary and administrator; and Lindsell Train Limited
("Lindsell Train") which acts as Portfolio Manager. The Bank
of New York Mellon (International) Limited is the Company’s
Depositary.
The Board is responsible for all aspects of the Company’s
affairs, including the setting of parameters for and the
monitoring of the investment strategy as well as the review of
investment performance and policy. It also has responsibility
for all strategic issues, the dividend policy, the share issuance
and buy-back policy, gearing, share price and discount/
premium monitoring as well as corporate governance matters.
STRATEGY FOR THE YEAR ENDED
30 SEPTEMBER 2025
Throughout the year under review, the Company continued
to operate as an approved investment company, following its
investment objective to achieve capital and income growth
and to provide Shareholders with a total return in excess of
that of the FTSE All-Share Index. The Company’s performance is
discussed in the Chairman’s Statement beginning on page10
and the Portfolio Manager’s Report beginning on page 16.
During the year, the Board, AIFM and the Portfolio Manager
undertook all ESG, strategic and administrative activities.
The Portfolio Manager engages with all the companies in
the portfolio to understand their ESG approach and has
developed its own methodology to assess the carbon impact
of the portfolio. Lindsell Train became a signatory of the Net
Zero Asset Managers initiative (“NZAM”) in December 2021. This
reflects Lindsell Train’s enhanced efforts as a firm to support
the goal of net zero greenhouse gas emissions by 2050.
Further details of the Portfolio Manager’s approach to ESG
matters can be found on pages 35 to 41.
INVESTMENT POLICY
The Company’s investment policy is to invest principally
in the securities of companies either listed in the UK or
otherwise incorporated, domiciled or having significant
business operations within the UK. Up to a maximum of 20%
of the Company’s portfolio, at the time of acquisition, can be
invested in companies not meeting these criteria.
The portfolio will normally comprise up to 30 investments. This
level of concentration is likely to lead to an investment return
which is materially different from the Company’s benchmark*
index and is likely to be more volatile and carry more risk.
Unless driven by market movements, securities in FTSE 100
companies and comparable companies listed on an
overseas stock exchange will normally represent between 50%
and 100% of the portfolio; securities in FTSE 350 companies
and comparable companies listed on overseas stock
exchanges will normally represent at least 70% of the portfolio.
The Company will not invest more than 15% of the Company’s
net assets, at the time of acquisition, in the securities of any
single issuer. For the purposes of this limit only, net assets shall
exclude the value of the Company’s investment in Frostrow
Capital LLP.
The Company does not and will not invest more than 15%, in
aggregate, of the value of the gross assets of the Company
in other listed closed ended investment companies. Further,
the Company does not and will not invest more than 10%,
in aggregate, of the value of its gross assets in other listed
closed ended investment companies except where the
investment companies themselves have stated investment
policies to invest no more than 15% of their gross assets in
other listed closed ended investment companies.
The Company has the ability to invest up to 25% of its
gross assets in preference shares, bonds and other debt
instruments, although no more than 10% of any one issue may
be held.
In addition, a maximum of 10% of the Company’s gross assets
can be held in cash, where the Portfolio Manager believes
market or economic conditions make equity investment
unattractive or while seeking appropriate investment
opportunities or to maintain liquidity.
The Company’s gearing policy is that gearing will not exceed
25% of the Company’s net assets.
No investment will be made in any fund or investment
company managed by Lindsell Train without the prior
approval of the Board.
* The Company publishes its Active Share scores in its monthly fact sheet for investors and in both the annual and half-yearly reports to highlight how different the portfolio
is from the Company’s benchmark index.
24
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
In accordance with the UK Listing Rules of the Financial
Conduct Authority (“FCA”), the Company can only make a
material change to its investment policy with the approval of
its Shareholders and HMRC.
DIVIDEND POLICY
The Company’s aim is to increase or at least maintain the
total dividend each year. A first interim dividend is typically
paid in May and a second interim in November in lieu of a final
dividend.
The level of dividend growth is dependent upon the growth
and performance of the companies within the investment
portfolio. The decision as to the level of dividend paid takes into
account the income forecasts maintained by the Company’s
AIFM and Portfolio Manager as well as the level of revenue
reserves. These forecasts consider dividends earned from
the portfolio together with predicted future earnings and are
regularly reviewed by the Board.
Risks to the dividend have been considered as part of the
Principal and Emerging Risks review noted on pages 26 to
30. They include worldwide economic, political and financial
instability leading to significant deterioration in the level of
income we receive and unforeseen and significant changes to
our regulatory environment.
All dividends have been distributed from current year income
and revenue reserves.
PERFORMANCE
Whilst the Board is disappointed that the Company has
underperformed in the short and medium term, the Portfolio
Manager’s report explains why he believes that the Company’s
portfolio remains appropriate. The Board remains supportive
of the Portfolio Manager’s view. Please refer to the Chairman’s
Statement beginning on page 10 for further information.
Whilst performance is measured against the FTSE All-Share
Index, the Company’s portfolio is constructed and managed
without reference to a stock market index with the Portfolio
Manager selecting investments based on their assessment
of their long-term value, thereby seeking to achieve the
investment objective of the Company.
PROSPECTS
The Board continues to support the Portfolio Manager’s
strategy of investing in high quality companies that own both
durable and cash generative brands. The Board firmly believes
that this strategy will deliver strong investment returns over the
long term.
^
Alternative Performance Measure (see glossary on pages 98 to 102).
0
5
10
15
2017 2018 2019 2020 2021 20232022 20252024
Source: Frostrow Capital LLP
First Interim Dividend Second Interim Dividend
20
TEN YEAR DIVIDEND RECORD
2016
pence per share
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25 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
NAV PER SHARE RECONCILIATION
The chart below shows the contribution (in pence per share) attributable to the various components of investment
performance and costs, which together explain the decrease from the starting NAV for the year of 943.4 pence to the
year-end NAV of 923.0pence, after the payment of dividends to Shareholders.
943.4
30 Sept
2024
Portfolio
losses
Portfolio
income
Finance
costs
Dividends
paid
Expenses
(inc tax)
Effect of
share buy-backs*
30 Sept
2025
8.6
21.2
(6.0)
(1.2)
(19.6)
923.0
(23.4)
Pence per share
600
650
700
750
800
850
900
950
Dividends
Costs
Portfolio
NAV per share
* Effect of share buy-backs includes the NAV enhancement resulting from buy-backs and the impact of the reduction in the number of shares in issue
over the course of the financial year.
26
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
The Board is responsible for managing the risks faced by the Company. Through delegation to the Audit Committee, the Board has
established procedures to manage risk, to review the Company’s internal control framework and to establish the level and nature of
the principal risks the Company is prepared to accept in order to achieve its long-term strategic objective. At least once a year the
Audit Committee carries out a robust detailed assessment of the principal and emerging risks.
A risk management process has been established to identify and assess risks, their likelihood and the possible severity of impact.
Further information is provided in the Audit Committee Report beginning on page 65.
THE COMPANY’S APPROACH TO RISK MANAGEMENT
These principal risks and the ways they are managed or mitigated are set out on the following pages.
For each risk identified, during the year the Audit Committee considers both the likelihood and impact of the risk and then assigns an inherent
risk score. The scoring of the risk is then reconsidered once the respective key mitigations are applied and a residual risk score is assigned.
The Board’s policy on risk management has not materially changed during the course of the reporting period and up to the year end.
During the year, the Audit Committee conducted an exercise to identify and assess any new or emerging risks affecting the
Company and to take any necessary actions to mitigate their impact. Further information can be found in the report of the Audit
Committee on pages 65 to 69.
Change in inherent risk assessment over the last financial year:
No change
Decreased
Increased New risk included during the year
Principal Risks and Uncertainties Change Key Mitigations
Corporate Strategy
The Company’s investment
objective or the UK Equity Income
sector becomes unattractive to
Shareholders.
At each meeting the Board reviews movements in the Company’s shareholder
register. There are regular interactions and engagement with Shareholders
(including at the AGM). Regular feedback from Shareholders is received from
the Company’s broker. Frostrow meets regularly with major Shareholders on the
Company’s behalf.
In addition, the Chairman and the Senior Independent Director meet with key
Shareholders to ascertain views.
The Company publishes its Active Share score in its monthly fact sheet for
investors and in both the annual and half-yearly reports to highlight how different
the portfolio is from the Company’s benchmark index.
The Company’s share price total
return may differ materially from
the NAV per share total return.
The Board operates a share buy-back policy which is intended to offer some
protection against the share price widening beyond a 5% discount to NAV per
share. There is also a share issuance programme which acts as a premium control
mechanism. Further details of the Company’s share buy-back policy and premium
control mechanism can be found on the Company’s website.
During the year the majority of the shares available under the buy-back authority
granted at the 2025 AGM were bought back and the Company held a General
Meeting on 11 November 2025 where shareholder authority was obtained to buy back
a further 19,113,377 shares on the same basis.
The Board continues to keep this matter under close review and receives
feedback from the Company’s broker and major Shareholders.
Principal Risks, Emerging Risks
and Risk Management
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27
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Principal Risks and Uncertainties Change Key Mitigations
Investment Strategy and Activity
The departure of a key individual
at the Portfolio Manager
may affect the Company’s
performance.
The Board keeps the portfolio management arrangements under continual review.
In turn, the Portfolio Manager reports on developments at Lindsell Train, including
succession and business continuity plans. The Board meets regularly with other
members of the wider team employed by the Portfolio Manager.
As at 31 March 2025 the founder directors of Lindsell Train Limited have given their
verbal assurance that they remain committed to Lindsell Train Limited for at least
seven years on a rolling basis.
Prolonged underperformance
against the Benchmark.
The Board maintains ongoing and active engagement with the Portfolio
Manager. At each meeting, the Board challenges and discusses the structure of
the portfolio, including asset allocation, portfolio concentration, and individual
stock positions. The Board also regularly reviews portfolio performance against
both the benchmark and the Company’s peer group to assess the effectiveness
of the investment strategy.
In addition to these formal meetings, the Board meets regularly with the Portfolio
Manager outside the scheduled Board meetings to discuss portfolio developments,
market conditions, and the implementation of the investment approach.
The Board also oversees the publication of various portfolio measures and
statistics in the Company’s monthly fact sheet and in its annual and half-yearly
reports. These include the number of holdings, Active Share, and portfolio
turnover, which are intended to demonstrate to investors the outcomes of the
investment approach and the degree to which the portfolio differs from the
benchmark index.
During the year the Board engaged with large Shareholders and as explained in
the Chairman’s Statement will provide all Shareholders with the opportunity to
vote on the continuation of the Company at the forthcoming AGM.
A major geopolitical or natural
event such as war, terrorism,
natural disaster or pandemic, and
the financial, monetary and/or
political responses to such events
may have an adverse impact on
the revenues and operations of
portfolio companies to the extent
that they may no longer promise
returns sufficient to meet the
Company’s investment objective.
Portfolio companies experience
a reduction in share price and
dividends.
The Board reviews the performance of the portfolio against the benchmark and
the Company’s peer group at every meeting.
The Board holds frequent portfolio update meetings with the Portfolio Manager in
addition to Board meetings.
The Portfolio Manager regularly engages with the portfolio companies to discuss
any matters of concern that may effect operational resilience.
The investment approach is
not aligned with shareholder
expectations in relation to
ESGmatters.
The Board conducts an annual review of the Portfolio Manager’s ESG policy to
ensure that it is consistent with that expected by the Board. In addition the Board
reviews the ESG activities of Lindsell Train to ensure progress is being made by
portfolio companies. The Board also conducts an annual review of other service
providers’ policies in relation to internal controls and governance matters, notably
modern slavery, GDPR, cyber security and whistleblowing policies.
The Portfolio Manager has developed a propriety system to assess the inherent
and emerging ESG risks for the investment portfolio which the Portfolio Manager
uses when engaging with the portfolio companies. This informs the decision to
invest, retain or divest any portfolio investment.
28
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
Principal Risks and Uncertainties Change Key Mitigations
Investment Strategy and Activity - continued
The adverse impact of climate
change on the portfolio
companies’ operational
performance.
The Board receives quarterly ESG updates, which include an update on any
climate change related engagement, from the Portfolio Manager together with
monthly portfolio updates. The Board challenges the Portfolio Manager on ESG
matters to ensure that the portfolio companies are acting in accordance with the
Board’s ESG approach.
The Portfolio Manager is a signatory to the UK Stewardship Code and actively
engages with portfolio companies on ESG matters including climate change.
Lindsell Train developed its own methodology to assess the carbon impact
of the portfolio. Lindsell Train became a signatory of the NZAM initiative in
December 2021. This reflects Lindsell Train’s enhanced efforts as a firm to
support the goal of net zero greenhouse gas emissions by 2050. Further
information on how Lindsell Train addresses the risks associated with climate
change can be found on pages 36 and 37.
Details of the Company’s and Portfolio Manager’s ESG policies together with the
weighted average carbon intensity of the portfolio companies are set out on
pages 35 to 41.
Operational
Service providers to the Company
deliver poor performance or fail to
meet their contractual obligations
to the Company, include errors
or irregularities in information
published on behalf of the
Company.
The Board reviews all information supplied to Shareholders and the AIFM’s
marketing activity at each meeting. The AIFM’s daily controls ensure accurate
publication of information.
The Board receives regular updates from the AIFM of press references to the
Company and its major service providers, as well as regular news on sector
developments from the Company’s broker and the AIC. The Board has the ability to
replace any service provider which may be the source of reputational concerns.
The Audit Committee receives assurance from all service providers that they
have adequate business continuity plans and internal controls in place. These
controls are reviewed by the AIFM who also meets with the Company’s principal
service providers during the year.
Financial
Fraud (including unauthorised
payments and cyber crime/cyber
attacks) occurs leading to a loss.
Risk of increased cyber crime and
cyber attacks on the portfolio
companies which could lead to the
potential loss of confidential data
and impact the confidentiality,
integrity or availability of data and
systems, potentially resulting in
financial losses.
The Board has identified an increased risk of fraud during the year, reflecting greater
exposure to digital threats and evolving regulatory expectations. The Company
continues to monitor this risk closely and remains focused on safeguarding
shareholder interests.
The AIFM and Portfolio Manager have in place robust compliance monitoring
programmes.
The Board receives monthly compliance reviews and a quarterly expenses analysis.
An annual statement is obtained by the Audit Committee from all service providers
giving assurances that there have been no instances of fraud or bribery.
The Board reviews the cyber security policies of all service providers.
THE COMPANY'S APPROACH TO RISK MANAGEMENT – CONTINUED
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Principal Risks and Uncertainties Change Key Mitigations
Financial - continued
The Company is exposed to
market price risk (i.e. performance
of investee companies’ shares).
The Directors acknowledge that market risk is inherent in the investment process.
The Portfolio Manager maintains a diversified portfolio which is concentrated in a
few key sectors. The Board has imposed guidelines within its investment policy to
limit exposure to individual holdings and limits the level of gearing.
The AIFM reports to the Board with respect to compliance with investment
guidelines on a monthly basis. The Portfolio Manager provides the Board with
regular updates on market movements. No investment is made in derivative
instruments and no currency hedging is undertaken.
Further information on financial instruments and risk can be found in note 17 to
the Financial Statements beginning on page92.
Accounting, Legal and Regulatory
The Company and/or the
Directors fail to comply with their
legal and regulatory obligations.
The Board monitors regulatory change with the assistance of its AIFM, Portfolio
Manager, the AIC and external professional advisers to ensure compliance with
applicable laws and regulations.
The Board reviews compliance reports and internal control reports provided by
its service providers, as well as the Company’s Financial Statements and revenue
forecasts.
The Depositary reports twice yearly to the Audit Committee, confirming that
the Company, acting through the AIFM, has been managed in accordance
with the AIFMD, the Investment Funds Sourcebook, the Articles (in relation to the
calculation of the NAV per share) and with investment restrictions and leverage
limits. The Depositary Report can be found in the Shareholder information section
of the Company’s website.
The AIFM presents a quarterly report on changes in the regulatory environment,
including AIC updates, and how changes have been addressed.
Poor adherence to corporate
governance best practice or
errors or irregularities in published
information could lead to censure
and/or result in reputational
damage to the Company.
The Board reviews all information supplied to Shareholders and the AIFM’s marketing
activity at each meeting. Details of the Company’s compliance with corporate
governance best practice, including information on relationships with Shareholders, are
set out in the Corporate Governance Report on pages 51 to 57.
EMERGING RISKS
During the year, the Audit Committee conducted an exercise
to identify and assess any new or emerging risks affecting the
Company and to take any necessary actions to mitigate their
impact.
The Audit Committee regularly reviews the risk register. The
scoring of each risk and any emerging risks are discussed
in detail as part of this process to ensure that emerging as
well as known risks are identified and, so far as practicable,
mitigated.
The experience and knowledge of the Directors is useful in
these discussions, as are update papers and advice received
from the Board’s key service providers such as the Portfolio
Manager, the AIFM and the Company’s broker. In addition,
the Company is a member of the AIC, which provides regular
technical updates as well as drawing members’ attention to
forthcoming industry and/or regulatory issues and advising on
compliance obligations.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
As well as offering investment opportunities, the Board
believes the development and exploration of technological
breakthroughs, such as artificial intelligence, may damage the
revenue and operations of portfolio companies to the extent
that they no longer offer the promise of returns consistent with
the Company’s investment objective.
The Board identified the global standing of the UK market as
an emerging risk. International competition for new listings
and a significant number of market departures could mean
it is harder for a UK equity strategy to capture exposure to
important global growth themes.
In addition, ongoing consolidation within the investment trust
sector presents both risks and opportunities for the Company.
The Committee is mindful that increased merger and
acquisition activity, pressure on management fee structures,
and heightened investor focus on scale and liquidity could lead
to greater competition among trusts and potentially affect the
Company’s market position.
Finally, the Committee continues to monitor the risk associated
with the Company’s forthcoming continuation vote in January
2026, recognising the importance of maintaining investor
confidence and clear communication around the Company’s
long-term strategy.
To mitigate these risks the Board holds regular portfolio
update meetings with the Portfolio Manager, who continues to
monitor the situation closely.
The Committee will continue to review newly emerging risks
that arise from time to time to ensure that the implications for
the Company are properly assessed and mitigating controls
introduced where necessary.
FUTURE DEVELOPMENTS
The Board’s primary focus is on the Portfolio Manager’s
investment approach and performance. The subject is
thoroughly discussed at every Board meeting.
In addition, the AIFM updates the Board on Company
communications, promotions and investor feedback, as well
as wider investment company issues.
An outline of performance, investment activity and strategy,
and market background during the year, as well as the
outlook, is provided in the Chairman’s Statement beginning
on page 10 and the Portfolio Manager’s Report beginning on
page16.
It is expected that the Company’s strategy will remain
unchanged in the coming year.
LONG-TERM VIABILITY STATEMENT
The Directors have carefully assessed the Company’s financial
position and prospects as well as the principal risks facing
the Company and have formed a reasonable expectation
that the Company will be able to continue in operation and
meet its liabilities as they fall due over the next five financial
years. The Board has chosen a five year horizon in view of the
long-term outlook adopted by the Portfolio Manager when
making investment decisions.
To make this assessment and in reaching this conclusion, the
Audit Committee has considered the Company’s financial
position and its ability to liquidate its portfolio and meet its
liabilities as they fall due and notes the following:
• The portfolio is principally comprised of investments
traded on major international stock exchanges. Based
on current trading volumes, 99.3% of the current portfolio
could be liquidated within 30 trading days, with 67.0% in
seven days, and there is no expectation that the nature of
the investments held within the portfolio will be materially
different in future;
• With an ongoing charges ratio of 0.62%, the expenses of
the Company are predictable and modest in comparison
with the assets and there are no capital commitments
foreseen which would alter that position;
• Expenses of the Company are covered more than four
times by investment income;
• The closed-ended nature of the Company means that,
unlike an open-ended fund, it does not need to realise
investments when Shareholders wish to sell their shares;
• The founder directors of Lindsell Train Limited have given
their verbal assurance that they remain committed to
Lindsell Train Limited for at least seven years on a rolling
basis; and
• The Company has no employees, only its Non-Executive
Directors. Consequently it does not have redundancy or
other employment-related liabilities or responsibilities.
The Audit Committee has considered the potential impact
of its principal risks on pages 26 to 30 and various severe
but plausible downside scenarios as well as stress testing
and reverse stress testing. It has also made the following
assumptions in considering the Company’s longer-term
viability:
• The Board and the Portfolio Manager will continue to
adopt a long-term view when making investments, and
anticipated holding periods will be at least five years;
• The Company invests principally in the securities of UK
listed companies to which investors will continue to wish to
have exposure;
• The Company will maintain its bank loan facility;
• Regulation will not increase to a level that makes running
the Company uneconomical; and
• The performance of the Company will be satisfactory.
The Board’s long-term view of viability will, of course, be
updated each year in the Company’s Annual Report.
CONTINUATION OF THE COMPANY
An opportunity to vote on the continuation of the Company
will be proposed at the AGM to be held in January 2026. Please
see the Chairman’s Statement beginning on page 10 and the
Notice of Meeting for further information.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
31
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
ENGAGING WITH THE COMPANY'S STAKEHOLDERS
The following ‘Section 172’ disclosure, required by the Companies Act 2006 and the AIC Code, as explained on pages 31 to 34,
describes how the Directors have had regard to the views of the Company’s stakeholders in their decision-making.
Stakeholder
group
The benefits of engagement with the
Company's stakeholders
How the board, the AIFM and the Portfolio Manager
have engaged with the Company's stakeholders
Investors The Board recognises the importance of
communications with Shareholders. Clear
communication of the Company’s strategy
and the performance against the Company's
objective can help the share price trade
closer to its NAV per share which benefits
Shareholders.
New shares may be issued to meet demand
without net asset value per share dilution to
existing Shareholders. Increasing the size of
the Company can benefit liquidity as well as
spread costs.
Under the share buy-back policy, the
Company will normally buy in shares being
offered on the stock market whenever the
discount approaches a level of 5% and then
either hold those shares in Treasury or cancel
them. Any shares held in Treasury can later be
sold back to the market if conditions permit.
The AIFM and the Portfolio Manager, on behalf of the Board,
complete a programme of investor relations throughout theyear.
An analysis of the Company’s shareholder register is provided
to the Directors at each Board meeting along with marketing
reports from Frostrow. The Board reviews and considers the
marketing plans on a regular basis. Reports from the Company’s
broker are submitted to the Board on investor sentiment and
industry issues.
Shareholders have access to the Board, directly and
via the Company Secretary, throughout the year. These
communications help the Board make informed decisions when
considering how to promote the success of the Company for
the benefit of shareholders over the long term.
As part of our ongoing commitment to Shareholder engagement
and corporate transparency, the Board confirms that a
continuation vote will be held at the forthcoming AGM. This vote
provides Shareholders with the opportunity to determine whether
the Company should continue in its present form.
Key mechanisms of engagement include:
• The Annual General Meeting
• The Chairman and the Senior Independent Director make
themselves available to engage with Shareholders
• The Chairman writes to major Shareholders each year
offering them the opportunity to meet with himself and the
Senior Independent Director.
• The Company’s website hosts reports, video interviews with
the Portfolio Manager and monthly fact sheets
• One-on-one investor meetings facilitated by Frostrow
who actively engage with professional investors, typically
discretionary wealth managers, some institutions and a range
of execution-only platforms. Regular engagement helps to
attract new investors and retain existing Shareholders, and
over time results in a stable share register made up of diverse,
long-term holders
• The Board will explain in its announcement of the results of
the AGM the actions it intends to take to consult Shareholders
in order to understand the reasons behind any significant
(defined for this purpose as 20% or more) votes against
resolutions. Following the consultation, an update will be
published no later than six months after the AGM and the
Annual Report will detail the impact the Shareholder feedback
has had on any decisions the Board has taken and any
actions or resolutions proposed
At each meeting the Board reviews movements in the
Company’s shareholder register. There are regular interactions
and engagement with Shareholders (including at the AGM).
Regular feedback from Shareholders is received from the
Company’s broker.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
Stakeholder
group
The benefits of engagement with the
Company's stakeholders
How the board, the AIFM and the Portfolio Manager
have engaged with the Company's stakeholders
Portfolio
Manager
Engagement with the Company’s Portfolio
Manager is necessary to evaluate its
performance against the Company’s stated
strategy and to understand any risks or
opportunities this may present.
The Board monitors the Manager’s approach
to environmental, social and governance
(“ESG”) issues.
Engagement also helps ensure that portfolio
management costs are closely monitored and
remain competitive.
The Board meets regularly with representatives of the Portfolio
Manager throughout the year, with quarterly presentations
and also monthly performance and compliance reporting.
This provides the opportunity for both the Board and Portfolio
Manager to explore and understand how the portfolio has
performed and what may be expected in the future.
The Board receives regular updates from the Portfolio Manager
concerning engagement on ESG matters with the companies
within the portfolio.
The Audit Committee also meets with members of the risk
management and investment compliance teams at Lindsell
Train to better understand the Portfolio Manager’s internal
controls. The Audit Committee reviews Lindsell Train’s control
reports annually. During the year the Board discussed its
approach to ESG matters with the Lindsell Train team providing
more detail of their specific approach to responsible ownership
which is further explained on pages 35 to 41.
The Board considers its approach to ESG as well as that of the
companies in which the Company invests, and has developed
its own policy which can be found on page35. The Board
encourages the Company’s Portfolio Manager to engage with
companies and in doing so expects ESG issues to be a key
consideration.
The Board receives an update on Lindsell Train’s engagement
activities within a dedicated quarterly ESG report.
A member of Lindsell Train’s investment team attends each
Board meeting to provide an update on ESG issues and
engagement activities since the last Board meeting.
The Board holds at least one meeting at the offices of Lindsell
Train each year, where Directors meet with members of the
Lindsell Train team.
The Portfolio Manager’s performance is evaluated informally on
a regular basis, with a formal review carried out on an annual
basis by the Board.
Other Service
Providers
As an externally managed investment
company, the Company has no employees,
customers, operations or premises. Therefore,
the Company’s key stakeholders (other than
its shareholders) are considered to be its
service providers.
The Company contracts with third parties
for other services including: depositary,
investment accounting & administration as
well as company secretarial and registrars.
The Company ensures that the third parties
to whom the services have been outsourced
complete their roles in line with their service
level agreements and are able to continue
to provide these services, thereby supporting
the Company in its success and ensuring
compliance with its obligations.
The Board and Frostrow engage regularly with other service
providers both in one-to-one meetings and via regular written
reporting. This regular interaction provides an environment
where topics, issues and business development needs can be
dealt with efficiently and collegiately.
The Board maintains regular contact with the Company’s key
service providers as well as carrying out a review of the service
providers’ business continuity plans and additional cyber
security provisions.
The key service providers’ performance is evaluated by the
Board on an annual basis, or more often if appropriate. The
terms and conditions underlying the relationship between
the service providers are reviewed as part of this process. This
approach is taken to enhance service levels and strengthen
relationships between the Company and its providers to ensure
the interests of the Company’s stakeholders are best served
by maintaining a high level of service whilst keeping costs
proportionate.
During the year, the Committee reviewed the internal controls
reports of each of the Company’s key service providers.
In addition, each key service provider provided confirmation that
there had been no material changes in their internal controls
between the date of their internal controls report and the date
of this report.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
33
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Stakeholder
group
The benefits of engagement with the
Company's stakeholders
How the board, the AIFM and the Portfolio Manager
have engaged with the Company's stakeholders
Portfolio
Companies
The Portfolio Manager invests in a
concentrated portfolio of durable business
franchises with the intention of holding these
positions for a considerable time.
The Portfolio Manager engages with the
management of these companies on a
periodic basis and reports its impressions on
the prospects of the companies to the Board.
Gaining a deeper understanding of the
portfolio companies and their strategies as
well as incorporating consideration of ESG
factors into the investment process assists
in understanding and mitigating risks of
investments as well as identifying potential
opportunities.
The Board encourages the Company’s Portfolio Manager to
engage with companies and in doing so expects ESG issues to
be an important consideration.
The Board receives an update on Lindsell Train’s engagement
activities within a dedicated quarterly ESG report together with
quarterly updates concerning the prospects of the portfolio
companies.
Details of Lindsell Train’s approach to responsible ownership
can be found on pages 35 to 41.
Regulators The Board ensures compliance with rules and
regulations as relevant to the Company.
The Company Secretary reports to the Board on a monthly basis
and at each Board meeting.
The Company's
Lender
Investment companies have the ability to
borrow with a view to enhancing long-term
returns to Shareholders. Engagement with
the Company’s lender ensures that it fully
understands the nature of the Company’s
business, the strategy adopted by the
Portfolio Manager and the extent to which the
Company complies with its loan covenants.
Regular reporting to the lender with respect to adherence with
loan covenants and ad hoc meetings with the AIFM.
Key areas of engagement Main decisions and actions taken
Investors
The impact of market volatility caused by certain geopolitical
events on the portfolio.
Shareholders are provided with performance updates via the
Company’s website as well as the annual and half-year financial
reports and monthly factsheets.
Ongoing dialogue with Shareholders concerning the strategy of
the Company, performance and the portfolio.
The Portfolio Manager and Frostrow meet regularly with
Shareholders and potential investors to discuss the Company’s
strategy, performance and portfolio. Both the Portfolio Manager
and Frostrow also engage with the Press on the Company’s
behalf.
Information on how to vote your investment company shares on
a selection of major platforms can be found on pages 11 to 15 of
the Notice ofMeeting.
The Chairman, and Senior Independent Director, accompanied
by members of the Frostrow team, met with representatives
from major Shareholders to discuss, amongst other things,
shareholder engagement.
Further details concerning ongoing discussions with major
Shareholders can be found on page 10 of the Chairman’s
Statement.
Share price performance. The Board reviews the Company’s share price discount/premium
on a daily basis and has a share buy-back policy, which during
the year resulted in 34,698,781 shares being bought back. Details
of the Company’s share issuance and buy-back policy can be
found on the Company’s website.
The continuation of the Company. The Chairman and Senior Independent Director spoke to a
number of Shareholders regarding the proposed continuation of
the Company ahead of the vote to be held at the 2026 Annual
General Meeting. The Board recommends that Shareholders vote
in favour of the continuation of the Company.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
Key areas of engagement Main decisions and actions taken
Investors
Asset Reunification. During the year the Company launched an asset reunification
programme with AssetTrace+ to reconnect Shareholders who
had become disengaged from their holdings, to reunite them
with their assets and encourage engagement.
Portfolio Manager
Portfolio composition, performance, ESG matters, outlook, and
business updates.
The Portfolio Manager has set ESG targets and engages regularly
with investee companies’ executive management. The Board
receives quarterly ESG updates from the Portfolio Manager.
The impact of market volatility upon their business and how
some companies in the portfolio have sought to take advantage
of the increase of digitisation and AI.
The integration of ESG into the Portfolio Manager’s investment
processes.
The Board has received regular updates from the Portfolio
Manager throughout the recent period of market volatility,
including its impact on investment decision making.
The Portfolio Manager reports regularly any ESG issues in the
portfolio companies to the Board.
Climate Change. During the year the Audit Committee considered the Portfolio
Manager’s assessment of the risks associated with climate
change on the portfolio and how the transition to a low-carbon
economy will affect all businesses, irrespective of their size,
sector or geographic location.
Management Fees. Subsequent to the year end the Board negotiated lower
management fees with Lindsell Train. Further details can be
found on page 42.
Other service providers
As an externally managed investment company, the Company
does not have employees. Its main stakeholders therefore
comprise its Shareholders and a small number of service
providers.
The Board has delegated a wide range of activities to external
agents, in addition to the Portfolio Manager.
These services include AIFM, investment administration,
management and financial accounting, Company Secretarial
and certain other administrative requirements and registration
services. Each of these contracts was entered into after full and
proper consideration by the Board of the quality and cost of the
services offered, including the control systems in operation in so
far as they relate to the affairs of the Company.
The Directors have frequent engagement with the Company’s
other service providers through the annual cycle of reporting and
due diligence meetings or site visits by Frostrow. This engagement
is completed with the aim of maintaining an effective working
relationship and oversight of the services provided.
The Board met regularly with Frostrow (the AIFM),
representatives of which attend every Board meeting
to provide updates on risk management, accounting,
administration and corporate governance matters.
Reviews of the Company’s service providers have been positive
and the Directors believe their continued appointment is in the
best interests of the Company. The Company has invested in
Frostrow and The Lindsell Train Investment Trust plc. Further
details can be found on the Company’s website.
Subsequent to the year end the Board negotiated lower
management fees with Frostrow. Further details can be found
on page 42.
Auditor. The Audit Committee met with Deloitte LLP to review the audit
plan for the year, agree their remuneration, review the outcome
of the annual audit and to assess the quality and effectiveness
of the audit process. Please refer to the Audit Committee
Report beginning on page65 for further information.
Board Composition. The Board has in place a refreshment programme which is
reviewed annually by the Board.
Odgers was appointed by the Board during the year to assist
with succession planning.
The Company’s Lender
Continued compliance with covenants set out within the loan
agreement between the Company and the lender.
The Board ensures compliance with loan covenants throughout
the year.
Subsequent to the Company’s year end Company’s loan facility
agreement was renewed, details of which can be found on page
46 and within note 12 on page 91.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCESTRATEGIC REPORT GOVERNANCE
STRATEGIC REPORT
RESPONSIBLE INVESTMENT
Our Policy
The Board recognises that the most material way for the Company to have an impact on Environmental, Social and
Governance (“ESG”) issues is through the responsible ownership of its investments.
It has delegated authority to its Portfolio Manager to engage actively with the management of investee companies and
encourage that high standards of ESG practice are adopted.
The Company seeks to generate long-term, sustainable returns on capital. The investee companies which consistently
deliver superior returns over the long term are typically established, well-run companies whose managers recognise
their impact on the world around them.
In its Responsible Engagement & Investment Policy, the Portfolio Manager states that its evaluation of ESG factors is an
inherent part of the investment process.
The Board has delegated authority to the Portfolio Manager to vote the shares owned by the Company that are held on
its behalf by its Custodian. The Board has instructed that the Portfolio Manager submit votes for such shares wherever
possible and practicable. The Portfolio Manager may refer to the Board on any matters of a contentious nature.
The Portfolio Manager is a signatory of the 2021 UK Stewardship Code and became a signatory of Net Zero Asset Managers
initiative in December 2021.
LINDSELL TRAIN’S POLICY
ESG integration
Sustainability Key To
Long-Term Investing
Lindsell Train’s investment horizons
are very strategic and long-term
(note that the turnover of the
Company is under 5% per annum
since its appointment in December
2000), and the investment
team therefore look for durable
companies that are likely to be
profitably in business in 20 years’ time. On which basis, the
companies must address ESG factors in order to increase
the prospects of their long-term survival. For example,
management must demonstrate a higher degree of sensitivity
to environmental considerations, consider the reputational
risks from adverse behaviour and also embrace the branding
power of appealing to a more ESG sensitive generation.
In addition to monitoring and encouraging company
management to embrace ESG, as a product of Lindsell Train’s
investment philosophy, it has always avoided industries that
it judges to be sufficiently detrimental to society that they
may be exposed to burdensome regulation or litigation
that could impinge on financial returns. Tobacco is a prime
example, where the ESG risk – which in this case is the threat of
litigation or government intervention on tobacco companies
because of the health issues associated with smoking – plays
a significant part in Lindsell Train’s thinking and has been
factored into its investment approach since the inception
of Lindsell Train. The investment team also avoids capital
intensive manufacturing industries or any companies involved
in the extraction and production of coal, oil or natural gas.
Lindsell Train’s initial analysis and ongoing company
engagement strategy seeks to incorporate all sustainability
factors that it believes will affect the company’s ability to
deliver long-term value to shareholders. Such factors may
include but are not limited to: environmental, social and
employee matters (including turnover and culture) and
governance factors (including remuneration and capital
allocation), cyber resilience, responsible data utilisation,
respect for human rights, anti-corruption and anti-bribery,
and any other risks or issues facing the business and its
reputation. The evaluation of these factors is an inherent part
of the research process, as it is the investment team’s view
that it can best serve investors through the application of
an integrated approach, enabling them to leverage these
considerations to make better investment decisions. This
work is catalogued in a proprietary database of risk factors
(Sentinel) in order to centralise and codify the team’s views,
as well as to prioritise its ongoing research and engagement
work, and is cross-referenced with the SASB Materiality Map©.
If, as a result of this assessment, Lindsell Train believes that
an ESG factor is likely to materially impact a company’s
long-term business prospects (either positively or negatively)
then this will be reflected in the long-term growth rate that is
applied in the valuation of that company, which alongside the
investment team’s more qualitative research will influence any
final portfolio decisions (for example, whether Lindsell Train
starts a new position or sells out of an existing holding).
Ultimately ESG presents a real risk of the
permanent loss of our client’s capital and,
accordingly, our job is to apply an ESG
adjusted risk premium to what we analyse
to be eternal assets. That way we work to
ensure we observe Warren Buffett’s #1 rule
– don’t lose money!”
Nick Train
Portfolio Manager
Madeline Wright
Deputy Portfolio
Manager and Head
of Investment ESG
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
Climate Change
The risks associated with climate change and the transition to
a low-carbon economy will affect all businesses, irrespective
of their size, sector or geographic location. Therefore, no
company’s revenues are immune and the assessment of
such risks must be considered within any effective investment
approach, particularly one like Lindsell Train’s that seeks to
protect its clients’ capital for decades to come.
The transition to a low-carbon economy will affect some
sectors more than others and fortunately, as mentioned
above, these are typically the sectors that Lindsell Train
portfolios avoid, most notably capital-intensive industries
and companies involved in the extraction and production
of coal, oil or natural gas. As a result, we are pleased to note
that the Company continues to have a significantly lower
than average weighted average carbon intensity than its
comparable benchmarks.
WEIGHTED AVERAGE CARBON INTENSITY
(WACI) [tCO2e/£M Sales]
FGIT
Benchmark
0
20
40
60
80
100
2023
99
16
72
2024
10
For Lindsell Train Limited, as a relatively small business with
a single office location and less than 30 employees, its
climate exposure comes predominantly from the investment
portfolios that it manages on behalf of its clients. Lindsell Train
recognises the systemic risk posed by climate change and
the potential financial impacts associated with a transition
to a low-carbon economy. To help address this, Lindsell Train
became a signatory of the Net Zero Asset Managers (NZAM)
initiative in December 2021, which affirms its commitment
to support the goal of net zero greenhouse gas emissions
by 2050 or sooner. In line with this ambition, Lindsell Train
published a 2030 interim target in Q4 2022 which was
approved by the IIGCC.
ESG EVALUATION FOR RECENT
PURCHASES AUTO TRADER &
GAMES WORKSHOP
Lindsell Train’s long-term investment approach means
that it seldom buys and sells new holdings. However,
in Q2 2025 there were two such purchases for the
Finsbury Growth & Income Trust: Auto Trader and
Games Workshop.
Consideration of ESG risk and opportunity is integrated
into the pre-investment work that Lindsell Train does
on all holdings, and indeed Auto Trader and Games
Workshop have been monitored within Sentinel for a
number of years, as they have long been considered
as serious potential investments.
As with existing holdings, any ESG risk that Lindsell Train
deems to be materially significant requires careful
assessment to ensure that the investment team
is comfortable that it does not pose a meaningful
threat to the business. In both cases, Lindsell Train
identified no ESG risks that the team deemed
materially significant. The key risk for Auto Trader
is the potential for increased costs associated with
mitigating the carbon footprint of its data centres and
office operations and reputation risks associated with
any missteps, particularly given its leading position
in the industry. However, with the UK government
reinstating EV grants tied to sustainability performance
and introducing criteria around vehicle emissions
and battery production, there are opportunities for
Auto Trader to enhance listing features and filters for
electric vehicles as a response to the growing demand
for sustainability transparency.
In the case of Games Workshop, which designs,
manufactures and sells fantasy miniatures and games
related products, the key ESG risk in Lindsell Train’s
view is the generation of plastic waste, particularly
from leftover plastic frames (or sprues) and single-use
packaging. However, the investment team are
encouraged that Games Workshop now provides in
store recycling for all plastic sprues and empty paint
pots across its British retail stores and aims to expand
this to other countries.
Finally, Auto Trader has set a Net Zero target for 2040
and seems to be moving in the right direction. Games
Workshop has not yet publicly committed to a net-zero
target date but it does report its carbon emissions
and has set an interim target to reduce its Scope 1
and 2 emissions by 55% by 2032, using FY 2021/22 as
abaseline.
CASE STUDY
Report Benchmark: FTSE All-Share Index.
Source: Portfolio company Reports and Bloomberg for holdings data,
Morningstar Direct for Benchmark data. Figures for 2023 and 2024 are
year-end as of December31st. tCO2e/£M Sales stands for “tonnes
of carbon dioxide equivalent,” a measure of the total emission of
greenhousegases.
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37
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
combined AUM has been assessed as aligned in accordance
with NZIF2.0, the revised Net Zero Investment Framework,
reflecting modest progress compared to a year previous.
The proportion of LTL’s UK Equity Strategy assessed as
aligned increased from 40% in December 2023 to 53% in
December2024.
To achieve its 2030 target, Lindsell Train will continue to
engage proactively with the management of companies it
holds across its portfolios, with the overall ambition of reaching
an absolute reduction in global carbon emissions. These
engagements have focused on persistent laggards. There are
currently 17 such companies across all holdings held in Lindsell
Train portfolios, most of which are Japanese, and Lindsell
Train engaged with all of them during Q4 2024 and Q1 2025.
Outreach comprised a combination of letters and calls, during
which Lindsell Train reminded management of its expectations
and encouraged collaboration with Lindsell Train and other
similar companies where we had identified progress.
Further information on Lindsell Train’s TCFD related disclosures
can be found in its 2024 TCFD Report, which can be found on
Lindsell Train’s website:
https://www.lindselltrain.com/responsible-investing/
governance-strategy/
Lindsell Train selected to use the Paris Aligned Investment
Initiative Net Zero Investment Framework (NZIF) target setting
approach. Of the four specific targets recommended by NZIF,
Lindsell Train believed it most appropriate to adopt a portfolio
coverage target, given the strategic nature of its approach and
the below average carbon footprints of its portfolios. Lindsell
Train has targeted 55% of its asset-weighted committed
assets to be considered Aligned by 2030, as set out by the PAII
Net Zero Investment Framework. This represents a circa 50%
improvement from its baseline of 36% of assets being Aligned
as of 2022, consistent with a fair share of the 50% global
reduction in CO2 identified as a requirement in the IPCC special
report on global warming of 1.5°C. It is also a target that the
investment team considers realistic and achievable. Despite
the suspension of some of NZAM’s activities in January 2025, LTL
remains committed to its net zero target and will continue to
take meaningful steps toward fulfilling its net zero ambitions.
As outlined in the latest TCFD Entity Report, the chart below shows
the alignment of each of the representative accounts for Lindsell
Train’s four investment strategies, and combined, on an asset-
weighted basis as at 31 December 2023 and 31December 2024.
With respect to the status of Lindsell Train’s Net Zero target,
as of 31 December 2024, approximately 39% of LindsellTrain’s
1
Committed assets are currently 94% of Lindsell Train Limited’s total AUM. The assets that were excluded relate to segregated clients that either declined to have their assets
included at this time or did not respond by the required deadline. There is scope to increase the level of committed assets over time.
2
Aligned status, as set out by the PAII Net Zero Framework, has prescribed requirements of the portfolio companies, including; 1) Setting short and medium term emission
reduction targets, 2) Monitoring emission intensity performance relative to those targets, and 3) Disclosure of scope 1, 2 and 3 emissions. For higher impact sectors, further
criteria are required to be categorised as Aligned.
Source: Portfolio company Reports and Bloomberg for holdings data, Morningstar Direct for Benchmark data. Emissions for Lindsell Train Limited sourced from Acclaro Advisory
and excludes category 15 Scope 3 emissions. tCO2e/£M Sales stands for “tonnes of carbon dioxide equivalent,” a measure of the total emission of greenhouse gases.
Fund
Benchmark
0
200
400
600
800
1,000
1,200
1,400
1,600
1,800
Scope 1 & 2
1,632
10
99
Scope 1, 2 & 3
292
Fund
Benchmark
0
200
400
600
800
1,000
1,200
1,400
1,600
1,800
Scope 1 & 2
1,528
3
78
Scope 1, 2 & 3
97
WEIGHTED AVERAGE CARBON INTENSITY (WACI)
(tCO2e/£M Sales)
CARBON FOOTPRINT BY EVIC
(tCO2e/£M invested)
20242023
0%
20%
40%
60%
80%
100%
LT Combined
Strategies
Global
Equities
Japanese
Equities
UK
Equities
North
American
Equities
Not Aligned Committed to Aligning Aligning Aligned
0%
20%
40%
60%
80%
100%
LT Combined
Strategies
Global
Equities
Japanese
Equities
UK
Equities
North
American
Equities
Not Aligned Committed to Aligning Aligning Aligned
38
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
Modern Slavery
As we proceed deeper into the 21st Century, modern slavery
is a blight on humanity. It encompasses multiple forms of
exploitation including forced labour, human trafficking and
servitude. Published figures suggest that there are now 50 million
people across the globe in modern slavery, with nearly 28 million
in forced labour. The situation has been exacerbated by conflict,
climate change and the pandemic. There is huge potential for
businesses to take action to address and ultimately eradicate
modern slavery globally, and we recognise that financial
services have an essential role to play in this fight.
As investors in several Fast Moving Consumer Goods (FMCG)
and luxury fashion companies, Lindsell Train is particularly alert
to modern slavery in the supply chain, and the business and
ethical risks it poses. Over the past two years, Lindsell Train has
updated its Responsible Investment & Engagement Policy to
specifically reflect on this commitment, whilst also developing
an Engagement Framework which aims to address the two ESG
issues it judges to be most relevant to its portfolios (Modern
Slavery and Climate Change). Lindsell Train has also continued
its partnership with the CCLA-founded initiative Find It, Fix
it, Prevent it, which is exclusively focused on the abolition of
modern slavery and to which Lindsell Train became a signatory
in 2021. Most recently, Lindsell Train was pleased to be joined by
a representative of the organisation at its 2025 ESG Training.
Lindsell Train’s Modern Slavery Statement can be found on its
website here.
LSEG & SAGE
In collaboration with Find It, Fix It, Prevent It, Lindsell Train
participated during 2023 as a member of the Scorecard
Working Group, alongside SupplyESChange, Vodafone
Group, Reckitt Benckiser, and Columbia Threadneedle. The
Working Group was responsible for agreeing the metrics
against which companies would be assessed, forming the
basis for the inaugural 2023 Modern Slavery UK Benchmark
report. Following the publication of the initial findings,
Lindsell Train committed to further collaboration with CCLA
to engage directly with two portfolio companies, LSEG and
Sage, both of which were placed in Performance Tier 4
(barely achieving compliance).
In October 2024, CCLA published the 2024 Modern
Slavery UK Benchmark report, which found that LSEG
had improved its score. However, Lindsell Train was
disappointed to learn that Sage remained in Tier 4. Later
in the month, Lindsell Train continued its engagement
with the company and met with the CEO and CFO to
understand the reasons why Sage’s modern slavery
score remained stagnant. Management explained that
this was due to the company’s publications being out of
sync with CCLA’s monitoring schedule. Sage’s disclosures
occur in December, whilst Find it, Fix it, Prevent it, publish
their report in October, meaning the changes were not
captured this year. Whilst disappointing, Lindsell Train does
not believe it is indicative of a lack of progress, and Sage’s
management has emphasised that it expects these
improvements will be reflected in the company’s revised
score when the Benchmark is republished in Q4 2025.
CASE STUDY
Please see below a timeline summarising Lindsell Train’s engagement activity on Modern Slavery:
Initial
engagement
with Mondelez
on its approach
to child labour in
its supply chain.
Notable increase
in focus on supply
chain matters
from LTLclients.
Mondelez ‘Cocoa
Life’ presentation
to LTL as part
of annual ESG
Training.
LTL confirms
support for Find It,
Fix It, Prevent It.
Collaborated with Find It, Fix It,
Prevent It, and global consulting
firm Aon, in engagements with
Burberry and Youngs, to better
understand their approach to
Modern Slavery.
Madeline Wright (Deputy
Portfolio Manager and
Head of Investment ESG)
delivered a presentation
on Modern Slavery at
a conference hosted
by Aon.
Mondelez Shareholder
resolution on abolition of
child labour lodged. LTL
engaged with Mondelez
and votedagainst.
Modern Slavery
UK Benchmark
published. Two LTL
companies assessed
as performance
Tier 4.
Burberry presented
on how it
approaches Modern
Slavery in its supply
chain during LTL’s
annual ESG training.
LTL Engagement
Framework published
identifying Modern
Slavery as one of two
focus areas.
2021 2023
2022
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39
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Engagement
Where Lindsell Train has specific concerns with management’s
strategy, company performance (financial and non-financial),
or risk profile, or where it deems it necessary to protect its
clients’ interests, the investment team will proactively engage
with management. Lindsell Train will consider the individual
circumstances of the company and the issue at hand, in
order to determine realistic objectives and define the scope of
Lindsell Train’s engagement, ensuring that:
• The objective is suitably focused on long-term value
preservation and creation
• The objective is specific and there is clarity around delivery
• The objective is realistic and achievable
In most circumstances, Lindsell Train arranges a meeting
with senior management, board members, or if appropriate
with the company chairperson or the senior non-executive
director. The feedback from these meetings is then discussed
amongst the investment team. In some instances, the
matter on which it is engaging is swiftly resolved, and in
other cases, the response may be a multi stage, multi-year
process. As long as the dialogue is constructive and
ongoing, and management clearly outline a proposed
course of action, Lindsell Train can be comfortable with a
longer timeline to resolution. Where this is not the case, it
willconsiderescalation.
Engaged Sage
management on
Modern Slavery
Benchmark score.
LTL Modern Slavery
questionnaire
developed (based
on Find It, Fix It,
Prevent It).
Heineken presents
‘Brew a Better
World’ as part
of annual ESG
training.
Follow up
engagement
with Sage on
Modern Slavery
Benchmark
score.
Mondelez
shareholder
proposal. LTL
again voted
against.
Rathbones and
Sage presented on
how they address
Modern Slavery as
part of LTL’s annual
ESG training.
2024
2025
The long-term approach generally leads Lindsell Train
to be supportive of company management; however,
where required and if in the best interests of our clients,
Lindsell Train will try to influence management on specific
matters or policies. Lindsell Train’s intention is to have open
and constructive dialogue with management and board
members, in order to broaden its knowledge of the company’s
strategy and operations and to ensure any concerns it might
have are assuaged. Given Lindsell Train often builds up large,
long-term, stakes in the businesses in which it invests, it finds
that management is open to (and very often encourages)
engagement.
During the financial year, Lindsell Train engaged with 16
companies held within the Company’s portfolio on a wide
range of environmental, social and governance issues, as
detailed in the chart below. There were 22 engagements in
total.
ENGAGEMENT BY TOPIC
Source: Lindsell Train. 1 October 2024 – 30 September 2025. 9 topics raised
with 16 companies.
Governance Structure & Policies 31.8%
Capital Allocation & Strategy 45.5%
Remuneration 4.6%
Human Rights 4.6%
Environmental
(Climate change & positive impact) 13.6%
40
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
ENGAGEMENT CASE STUDY
Company name: Clarkson
Year founded: 1852
Year FGT first invested: 2024
Sector: Industrials
Engagement topics: Capital Allocation, Strategy &
Environmental
Date of engagements: September 2025
Engagement format: Call
Reason for engagement: Engagement regarding
Clarkson’s capital allocation, strategy and
sustainabilityinitiatives
The introduction of the Trump-era tariffs, implemented
with limited transparency, and being particularly
punitive for certain sectors, has contributed to a
temporary slowdown in ship-broking activity. Lindsell
Train engaged with the company to understand the
impact this may have, and management reaffirmed
the strength of Clarkson’s balance sheet, which
offers a degree of resilience amid the prevailing
macroeconomic and geopolitical headwinds.
Furthermore, the investment team inquired whether
recent political developments had affected the
company’s commitment to its sustainability objectives.
Clarkson confirmed that, despite changes in the political
landscape, its dedication to advancing green initiatives
remains unchanged. Lindsell Train notes the company’s
increasing strategic focus on supporting the shipping
industry’s path to decarbonisation. For example,
Clarkson has established a dedicated segment of its
business to provide services that facilitate the transition
to more sustainable practices, positioning the firm as a
key enabler of environmental progress within the sector.
Next steps: We are encouraged by Clarkson’s continued
commitment to its environmental and sustainability
priorities. Looking ahead, Lindsell Train will monitor
developments in the macroeconomic environment
and assess how the company adapts its strategy in
response, ensuring that its environmental commitments
are sustained through varying market conditions.
ENGAGEMENT CASE STUDY
Company name: Diageo Plc
Year founded: 1997
Year FGT first invested: 2001
Sector: Consumer Staples
Engagement topics: Capital Allocation & Strategy
Date of engagements: May & July 2025
Engagement format: Call
Reason for engagement: Engagement regarding
Diageo’s capital allocation and strategy
In May 2025, management at Diageo announced
the potential for disposals of non-core assets during
its Q3 trading update. The investment team took
the opportunity to follow up with management via
email to remind them of the importance of retaining
world class brands and maximising brand equity
value. The investment team reiterated its views on
capital allocation, after the 2018-2024 share buyback
programme that spent c.£10bn buying back shares at
c.£33 per share, c.40% above the current share price.
During July, the investment team re-engaged with
the company to follow up on those discussions. It
questioned previous suggestions of significant asset
disposals, particularly given the current challenges
facing the broader industry, and in the context of the
substantial share buybacks undertaken between
2018 and 2024. We emphasised the critical role of the
Board, and particularly the Non-Executive Directors, in
guiding management toward sound capital allocation
decisions.
In response, the Chair assured the investment team that
the company has no intention of selling its prized assets
and brands. He expressed confidence that the Board
will engage meaningfully with senior management on
capital allocation, particularly in light of recent changes
including a new CFO.
Next steps: Lindsell Train will continue to monitor
Diageo’s capital allocation closely, particularly in
relation to potential acquisitions and disposals. We
remain in regular dialogue with company management
and are also engaging with sell-side analysts to
gather additional context and analysis. These ongoing
discussions will help Lindsell Train assess how effectively
Diageo balances long-term brand investment with
disciplined financial management.
CASE STUDY CASE STUDY
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Proxy Voting
The primary voting policy of Lindsell Train is to protect or
enhance the economic value of its investments on behalf of
its clients. Lindsell Train has appointed Glass Lewis to aid the
administration of proxy voting and provide additional support
in this area. However, the Investment Team maintains decision
making responsibility based on its detailed knowledge of the
investee companies. It is Lindsell Train’s policy to exercise all
voting rights which have been delegated to Lindsell Train by
its clients.
Voting record for companies held in Finsbury Growth
& Income Trust PLC:
Management Shareholder Total
Proposals Proposals Proposals
With Management 372 0 372
Against Management 0 0 0
Abstain 0 0 0
Totals 372 0 372
Source: Glass Lewis. 1 October 2024 – 30 September 2025.
Votes against management and abstentions have typically
been in the low single-digit range in previous years. In the
current reporting period, however, there were no votes against
management. It is our aim to be invested in ‘exceptional’
companies with strong corporate governance and hence it
ought to be rare that we find ourselves in a position where we
are voting against management.
41 FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
42
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
STRATEGIC REPORT
BUSINESS REVIEW – CONTINUED
• share price discount and premium management;
• administrative and company secretarial services;
• advice and guidance in respect of corporate governance
requirements;
• maintenance of the Company’s accounting records;
• maintenance of the Company’s website;
• preparation and publication of annual reports, half year
reports and monthly fact sheets; and
• ensuring compliance with applicable legal and regulatory
requirements.
The AIFM Agreement may be terminated by either party on
giving notice of not less than 12 months.
Portfolio Manager
Lindsell Train, as delegate of the AIFM, is responsible for the
management of the Company’s portfolio of investments under
an agreement between it, the Company and Frostrow (the
“Portfolio Management Agreement”).
Under the terms of its Portfolio Management Agreement,
Lindsell Train provides, inter alia, the following services:
• seeking out and evaluating investment opportunities;
• recommending the manner by which monies should be
invested, realised or retained;
• advising on how rights conferred by the investments
should be exercised;
• analysing the performance of investments made; and
• advising the Company in relation to trends, market
movements and other matters which may affect the
investment objective and policy of the Company.
The Portfolio Management Agreement may be terminated by
either party on giving notice of not less than 12 months.
Annual Fees
FEES ON THAT PART OF MARKET CAP
AS AT 30 SEPTEMBER 2025 AIFM
PORTFOLIO
MANAGER TOTAL
≤ £1 bn 0.15% 0.45% 0.60%
Between £1 bn - £2 bn 0.135% 0.405% 0.54%
£2 bn + 0.12% 0.36% 0.48%
FEES ON THAT PART OF MARKET CAP
FROM 1 JANUARY 2026 AIFM
PORTFOLIO
MANAGER TOTAL
up to £1.5bn 0.135 0.405 0.54%
Over £1.5bn 0.120 0.360 0.48%
Performance Fees
The Company does not pay performance fees.
INTEGRITY AND BUSINESS ETHICS
The Company is committed to carrying out business in an honest
and fair manner. The Board has adopted a zero-tolerance
approach to instances of bribery and corruption. Accordingly,
it expressly prohibits any Director or associated persons when
acting on behalf of the Company from accepting, soliciting,
paying, offering or promising to pay or authorise any payment,
public or private, in the United Kingdom or abroad to secure any
improper benefit from themselves or for the Company.
The Board applies the same standards to its service providers in
their activities for the Company.
A copy of the Company’s Anti Bribery and Corruption Policy can
be found in the Board and Policies section of the Company’s
website. The policy is reviewed annually by the Audit Committee.
In response to the implementation of the Criminal Finances
Act 2017, the Board adopted a zero-tolerance approach to the
criminal facilitation of tax evasion. A copy of the Company’s
policy on preventing the facilitation of tax evasion can be found
in the Board and Policies section of the Company’s website. The
policy is reviewed annually by the Audit Committee.
In carrying out its activities, the Company aims to conduct itself
responsibly, ethically and fairly, including in relation to social
and human rights issues. As an investment company with
limited internal resource, the Company has little impact on the
environment. The Company believes that high standards of ESG
make good business sense and have the potential to protect
and enhance investment returns. Consequently, the Portfolio
Manager’s investment criteria ensure that ESG and ethical issues
are taken into account and best practice is encouraged. The
Board’s expectations are that its principal service providers have
appropriate governance policies in place.
Further information on the Company’s approach to diversity,
including the gender composition of the Board, can be found in
the Corporate Governance Report on pages 53 and 54.
COMPANY PROMOTION
The Company has appointed Frostrow to promote the
Company’s shares to professional investors in the UK and
Ireland. As investment company specialists, the Frostrow team
provides a continuous, proactive marketing and investor
relations service that aims to promote the Company by
encouraging demand for the shares.
MANAGEMENT ARRANGEMENTS
Alternative Investment Fund Manager (“AIFM”)
Under the terms of its AIFM agreement with the Company,
Frostrow provides, inter alia, the following services:
• oversight of the portfolio management function delegated
to Lindsell Train;
• promotion of the Company;
• investment portfolio administration and valuation;
• risk management services;
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43
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
AIFM AND PORTFOLIO MANAGER EVALUATION
AND RE-APPOINTMENT
The performance of Frostrow as AIFM and Lindsell Train as
Portfolio Manager is continuously monitored by the Board with
a formal evaluation being undertaken each year. As part of
this process the Board monitors the services provided by the
AIFM and the Portfolio Manager as well as receiving regular
reports and views from them. The Board has also considered
the assessment carried out by the AIFM as required by the
FCA’s Consumer Duty obligations, that the Company’s Shares
provide fair value. It also receives comprehensive long-term
performance measurement reports to enable it to determine
whether or not the performance objective set by the Board
has been met.
Following a review at the Board meeting in September 2025,
the Board considers that the continuing appointment of
Frostrow and Lindsell Train, under the terms described above,
is in the best interests of the Company’s Shareholders. In
coming to this decision, it took into consideration the following
additional reasons:
• the quality and depth of experience of the company
secretarial, administrative and marketing team that the
AIFM brought to the management of the Company; and
• the quality and depth of experience that the Portfolio
Manager brought to the management of the portfolio, the
clarity and rigour of the investment process, consideration
of ESG targets, the high degree of engagement with
portfolio companies on ESG matters, the level of past
long-term performance of the portfolio in absolute terms
and also by reference to the benchmark index.
Depositary
The Bank of New York Mellon (International) Limited (the
“Depositary”) acts as the Company’s depositary in accordance
with the AIFMD on the terms and subject to the conditions of
the depositary agreement between the Company, Frostrow
and the Depositary (the “Depositary Agreement”). Under the
terms of the Depositary Agreement the Company pays the
Depositary a fee between 0.007% and 0.008% of net assets.
The Depositary provides the following services:
• responsibility for the safe-keeping of custodial assets of
the Company;
• verification and maintenance of a record of all other
assets of the Company;
• the collection of income that arises from those assets;
• taking reasonable care to ensure that the Company is
managed in accordance with the AIFMD, the Investment
Funds Sourcebook and the Company’s instrument of
incorporation, in relation to the calculation of the net asset
value per share and the application of income of the
Company; and
• monitoring the Company’s compliance with investment
restrictions and leverage limits set by the Board and the AIFM.
In accordance with the AIFM Rules the Depositary acts as
global custodian and may delegate safekeeping to one or
more global sub-custodians. The Depositary has delegated
safekeeping of the assets of the Company to The Bank of New
York Mellon SA/NV and/or The Bank of New York Mellon (The
Global Sub-custodians).
As at the date of this report, the applicable active sub-
custodians appointed by the Depositary who might be
relevant for the purposes of holding the Company’s
investments are:
COUNTRY NAME OF SUB-CUSTODIAN REGULATOR
The Netherlands The Bank of New York
Mellon SA/NV
Financial Services
and Markets
Authority, Belgium
United States
of America
The Bank of New York
Mellon, New York
US Securities
and Exchange
Commission
France The Bank of New York
Mellon SA/NV
The Autorité des
Marchés Financiers
Custodian
The Global Sub-Custodians’ safekeeping fees are charged
according to the jurisdiction in which the holdings are based.
The majority of the Company’s assets attract a custody fee
of 0.0033% of their market value. Variable transaction fees are
also chargeable.
The Depositary Agreement may be terminated by either party
on giving notice of not less than 90 days.
On behalf of the Board
Pars Purewal
Chairman
2 December 2025
44
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
JAMES ASHTON
Non-Executive Director
James Ashton has served on the
Board since 14 October 2020. James
is Chief Executive of the Quoted
Companies Alliance, a membership
body which represents the interests
of small and mid-sized publicly
traded companies with government,
regulators and the media. He is the
author of several business books and
chairs Oscar’s Book Prize, the annual
search for the UK’s best picture book.
James was City Editor and Executive
Editor of the Evening Standard and
Independent titles and before that
City Editor of the Sunday Times.
SANDRA KELLY, ACA
Chair of the Audit Committee
and Senior Independent Director
Sandra Kelly has served on the Board
since 9 October 2019. A Chartered
Accountant, she was formerly
Finance Director of the Canal & River
Trust. Prior to that she spent eight
years as Finance Director at NHBC
(National House-Building Council).
She is a Trustee of the Land Trust.
She previously held senior finance
positions in the commercial sector,
most notably for BMW GB.
PARS PUREWAL, FCA
Chairman
Pars Purewal has served on the
Board since 28 November 2022
and was appointed as Chairman
with effect from 28 January 2025.
Pars has broad investment sector
experience gained over a 38-year
career at PricewaterhouseCoopers
LLP, including 25 years as Partner
across the business’ Audit and
Advisory, People, Sales and UK
Asset Management teams. Pars is a
Fellow of the Institute of Chartered
Accountants in England and Wales,
the Chair of Royal London Asset
Management Limited, aNon-
Executive Director on the boards of
The Royal London Mutual Insurance
Society Limited and The Law
Debenture Corporation plc. He was
formerly on the boards of Brewin
Dolphin Holdings PLC, Federated
Hermes Limited and Beyond Food
Foundation.
Board of Directors
Number of shares held* 8,096
Annual Remuneration* £36,500
Shared directorships with
other Directors
None
Number of shares held* 1,608
Annual Remuneration* £30,000
Shared directorships with
other Directors
None
The Board of Directors supervises the management of Finsbury Growth &
Income Trust PLC and looks after the interests of Shareholders. The re-election
of Directors is sought annually at the Annual General Meeting.
The Directors of the Company are set out below, all of whom were in office during the year and up to the date of signing the
Financial Statements.
All members of the Board are Non-Executive and serve as members of the Audit Committee.
*Information as at 30 September 2025
Number of shares held* 18,194
Annual Remuneration* £44,500
Shared directorships with
other Directors
None
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45
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
KATE CORNISH-BOWDEN
Non-Executive Director
Kate Cornish-Bowden has served
on the Board since 26 October 2017.
Kate was formerly a Fund Manager
for Morgan Stanley where she was
Managing Director and head of
the global core equity team. Kate
is a Non-Executive Director and
Chair of the Audit Committee at
CC Japan Income & Growth Trust
plc, the Non-Executive Chairman of
International Biotechnology Trust
plc and a Non-Executive Director of
The European Smaller Companies
Trust PLC. She was formerly a
Non-Executive Director and Senior
Independent Director at Schroder
Oriental Income Fund Limited and
European Assets Trust plc.
LORNA TILBIAN
Non-Executive Director
Lorna Tilbian has served on the
Board since 26 October 2017. Lorna is
a Non-Executive Director and Senior
Independent Director of Premier
Foods plc and ProVen VCT plc and
also a Non-Executive Director of
Rightmove plc where she chairs the
Remuneration Committee. Lorna is
also Co-Chair of Dowgate Group.
She was formerly a founder and
a main Board Director of Numis
Corporation plc (now Deutsche
Numis), a Non-Executive director of
Euromoney Institutional Investor PLC,
Jupiter UK Growth Investment Trust
PLC and M&C Saatchi PLC, a Director
of Dowgate Wealth Ltd, WestLB
Panmure Limited and S G Warburg
Securities and chair of Dowgate
Capital Ltd.
Number of shares held* 10,293
Annual Remuneration* £30,000
Shared directorships with
other Directors
None
All members of the Board are Non-Executive and serve as members of the Audit Committee.
*Information as at 30 September 2025
Number of shares held* 11,500
Annual Remuneration* £30,000
Shared directorships with
other Directors
None
46
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
Report of the Directors
The Directors present this Annual Report on the affairs of the
Company, together with the audited Financial Statements
and the Independent Auditors’ Report for the year ended
30September 2025.
In accordance with the requirement for the Directors to prepare
a Strategic Report and an enhanced Directors’ Remuneration
Report for the year ended 30 September 2025, the following
information is set out in the Strategic Report:
• a review of the Company including details about its
objective, strategy and business model;
• future developments, details of the principal risks and
uncertainties associated with the Company’s activities
(including the Company’s financial risk management
objectives and policies); and
• information regarding community, social, employee, human
rights and environmental issues.
Information about Directors’ interests in the Company’s
ordinary shares is included within the Directors’ Remuneration
Report on page64.
The Corporate Governance Statement beginning on page 51
forms part of this Directors’ Report.
BUSINESS AND STATUS OF THE COMPANY
The Company is registered as a public limited company in
Scotland (Registered Number SC013958) and is an investment
company within the terms of Section 833 of the Companies
Act 2006. The Company is a closed-ended investment
company incorporated as a public limited company and is
an AIF, pursuant to the AIFMD Rules and the EU AIFM Directive,
whose ordinary shares are admitted to the closed-ended
investment funds category of the Official List of the FCA and
traded on the main market of the London Stock Exchange,
which is a regulated market as defined in Section 1173 of the
Companies Act 2006.
The Company carries on its business as an investment trust
within the meaning of Chapter 4 of Part 24 of the Corporation
Tax Act2010. This approval relates to accounting periods
commencing on or after 1 February 2012. The Directors are of the
opinion that the Company has conducted its affairs so as to be
able to retain such approval.
A statement describing how the Directors have had regard
to the views of the Company’s stakeholders in their decision-
making is included in the s.172 statement within the Strategic
Report on pages 31 and 34.
RESULTS AND DIVIDENDS
The Return on Ordinary Shares after taxation is shown on
page78. Details of the Company's dividend record can be
found on page 24.
LOAN FACILITY
As at 30 September 2025, the Company was in the final year
of its three-year secured fixed term revolving credit facility
(the “facility”) of £60 million with Bank of Nova Scotia, London
Branch (“Scotiabank”). There was an additional £40 million
facility available if required. As at 30September 2025 a total
of £29.2million was drawn down from this facility (2024: £29.2
million) which equates to gearing of1.9%.
Subsequent to the year-end on 3 October 2025, the Company’s
loan facility with Scotiabank was renewed and it entered into a
new three-year secured facility of £40 million with an additional
£60 million facility available if required. Following a review of the
Company’s loan usage, the Board recognised that the existing
facility was larger than required. As a result, it was agreed that its
size be reduced, which will lower costs, while retaining flexibility
through the inclusion of an accordion facility should additional
borrowing capacity be needed in future.
Further details can be found in note 12 to the Financial
Statements.
DIRECTORS
The current Directors of the Company are listed on pages44
and 45, all of whom served as Directors of the Company during
the year and up to the date of signing the Annual Report.
As part of the normal succession process Mr Simon Hayes
retired from the Board at the conclusion of the 2025 AGM held
on 28 January 2025.
No other person was a Director during any part of the year and
up to the signing of the Annual Report.
All members of the Board are Non-Executive. None of the
Directors has any other connection with the Portfolio Manager
or is employed by or is an officer of any of the companies
in which the Company holds an investment or any of the
Company’s service providers, with the exception of Lorna
Tilbian who is a Non-Executive director of Rightmove plc.
Directors’ Conflicts of Interest
Directors report on actual or potential conflicts of interest at
each Board meeting. Any Director with a conflict would be
excluded from any related discussion.
Directors’ & Officers’ Liability Insurance Cover
Directors’ and officers’ liability insurance cover was maintained
by the Company during the year. It is intended that this policy
will continue for the year ending 30 September 2026 and
subsequent years.
Directors’ Indemnity
During the year under review and to the date of this report,
indemnities were in force between the Company and each
of its Directors under which the Company has agreed to
indemnify each Director, to the extent permitted by law, in
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47
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
respect of certain liabilities incurred as a result of carrying out
their role as a Director of the Company. The Directors are also
indemnified against the costs of defending any criminal or
civil proceedings or any claim by the Company or a regulator
as they are incurred. Where the defence is unsuccessful the
Director must repay those defence costs to the Company. The
indemnities are qualifying third party indemnity provisions for
the purposes of the Companies Act 2006.
A copy of each deed of indemnity is available for inspection at
the Company Secretary’s offices during normal business hours
and will be available at the Annual General Meeting.
Directors’ Fees
Reports on Directors’ Remuneration and also the Directors’
Remuneration Policy are set out on pages 59 to 64.
Appointment and Replacement of Directors
Unless otherwise determined by the Company by ordinary
resolution, the number of Directors shall not be less than three.
Further information on the appointment and replacement of
directors can be found on page 54.
Directors’ (and Other Senior Individuals)
Interests
The beneficial interests in the Company of the Directors, of
Nick Train, the individual with responsibility for managing
the Company’s portfolio at Lindsell Train, and of Alastair
Smith, Managing Partner at Frostrow, and of the persons
closely associated with them, are set out on page 64 of this
AnnualReport.
As part of the Company’s commitment to transparency, in
May 2022 the Board took the decision to disclose details of
transactions in the Company’s shares by Nick Train.
CAPITAL STRUCTURE
The Company’s capital structure is composed solely of
Ordinary Shares. Details are given in note 13 to the Financial
Statements on page 91.
Details of the voting rights in the Company’s shares at the
date of this Annual Report are given in note 9 to the Notice of
the Annual General Meeting.
Details of the substantial Shareholders in the Company are
listed on pages 48 and 49.
The giving of powers to issue or buy-back the Company’s
shares requires the relevant resolution to be passed by
Shareholders. Proposals for the renewal of the Board’s current
powers to issue and buy-back shares are detailed within the
Notice of the Annual General Meeting.
During the year, the Company utilised the majority of the
shares available under its existing buy-back authority,
approved by Shareholders at the Company’s Annual General
Meeting held on 28 January 2025. Following this, a General
Meeting was held on 11 November 2025, at which shareholders
approved a further buy-back authority for up to 19,113,377
shares on the same basis.
There are no restrictions concerning the transfer of securities
in the Company; no special rights with regards to control
attached to securities; no restrictions on voting rights; no
agreements between holders of securities regarding their
transfer known to the Company; and no agreements to which
the Company is party that might affect its control following a
successful takeover bid.
Authority To Issue and Purchase Own Shares
It is intended that a special resolution will be proposed to grant
the Company authority to purchase its own shares, so as to
permit the purchase of up to 18,322,505 of the Company’s
ordinary shares (or such other number of shares as is equal to
14.99% of the total number of ordinary shares in issue at the date
of the passing of the resolution) subject to the constraints set out
in the special resolution. The Directors intend to use this authority
to purchase shares only if this would result in an increase in
net asset value per share and would be in the best interests of
Shareholders generally. Ordinary shares which are purchased
under this authority may be held in Treasury or cancelled.
The Company has adopted a buy-back policy whereby the
Company will buy-back shares as described above when
the share price discount to the net asset value per share
approaches 5%. Treasury shares can be sold back to the
market at a later date at a premium to the cum income net
asset value per share. The Company's share issuance policy
allows the issuance of new shares at a small premium to
the net asset value per share on a regular basis acting as
a premium management tool. A detailed description of this
policy can be found on the Company’s website. During the
year, 34,698,781 shares were bought back into Treasury at a
cost of approximately £309.7 million (2024: 36,801,766 at a cost
of approximately £310 million). The nominal value of the shares
repurchased during the year was approximately £8.7 million,
based on a nominal value of £0.25 per share.
Between 1 October 2025 and 1 December 2025, the Company
bought back a further 10,787,363 shares into Treasury.
The benefits to Shareholders of these policies are:
• The volatility of the Company’s share price discount is
minimised;
• The absolute level of the Company’s share price discount
is minimised;
• It is accretive to net asset value per share to the benefit of
existing Shareholders; and
• The Company’s long-term prospects are preserved in that
Shareholders with a longer-term investment horizon are
attracted to the shareholder register.
48
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
REPORT OF THE DIRECTORS – CONTINUED
The Directors believe that granting the Board authority to
purchase shares, as detailed above, is in the best interests
of Shareholders as a whole and therefore recommend that
Shareholders vote in favour of this resolution.
Voting Rights
Subject to any rights or restrictions attached to any shares, on
a show of hands, every member who is present in person has
one vote and every proxy present who has been duly appointed
has one vote. However, if the proxy has been duly appointed
by more than one member entitled to vote on the resolution,
and is instructed by one or more of those members to vote for
the resolution and by one or more others to vote against it, or is
instructed by one or more of those members to vote in one way
and is given discretion as to how to vote by one or more others
(and wishes to use that discretion to vote in the other way) he or
she has one vote for and one vote against the resolution. Every
corporate representative present who has been duly authorised
by a corporation has the same voting rights as the corporation.
On a poll, every member present in person or by duly appointed
proxy or corporate representative has one vote for every share of
which they are the holder or in respect of which their appointment
as proxy or corporate representative has been made.
A member, proxy or corporate representative entitled to
more than one vote need not, if they vote, use all their votes
or cast all the votes they use the same way. In the case
of joint holders, the vote of the senior who tenders a vote
shall be accepted to the exclusion of the votes of the other
joint holders, and seniority shall be determined by the order
in which the names of the holders stand in the register of
members. A member is entitled to appoint another person as
their proxy to exercise all or any of their rights to attend and to
speak and vote at a meeting of the Company.
The appointment of a proxy shall be deemed also to confer
authority to demand or join in demanding a poll. Delivery of
an appointment of a proxy shall not preclude a member from
attending and voting at the meeting or at any adjournment
of it. A proxy need not be a member. A member may appoint
more than one proxy in relation to a meeting, provided that
each proxy is appointed to exercise the rights attached to a
different share or shares held by them.
Share Capital
At the Annual General Meeting held on 28 January 2025,
authority to allot up to 15,780,421 shares on a non pre-emptive
basis at prices not less than the higher of the prevailing cum
or ex income net asset value per share at the time of issuance
was granted.
Further details of the resolutions concerning issuance
authorities can be found in the Notice of Meeting.
No shares were issued by the Company during the year
(2024: Nil).
SUBSTANTIAL SHARE INTERESTS
During the financial year to 30 September 2025, the Company
had been notified of the following change in substantial
interests in the Company’s voting rights.
Date of
Notification
Number of
Shares
% of capital
Mr Nick Train 17 July 2025 5,697,780 4.04%
As at 30 September 2025 the Directors were aware of the
following interests in the voting rights of the Company that
were above 3% of the Company’s share capital:
Holdings above 3% No. of shares % of Capital
Hargreaves Lansdown 16,082,591 12.04
Interactive Investor 14,648,420 10.97
Rathbones 9,056,891 6.78
1607 Capital Partners 8,139,153 6.09
RBC Brewin Dolphin 7,054,481 5.28
Evelyn Partners 6,626,310 4.96
AJ Bell 5,862,836 4.39
Mr Nick Train 5,710,280 4.27
RBC Brewin Dolphin Ireland 4,873,461 3.65
Charles Stanley 4,248,003 3.18
At 30 September 2025 the Company had 133,018,887 shares in
issue (excluding 91,972,416 shares held in Treasury).
The shareholder register is principally comprised of private
wealth managers and retail investors owning their shares
through a variety of online platforms. A profile of the
Company’s ownership is shown below.
Wealth Managers & Private Banks 37.92%
Institutional Investors 18.81%
Retail Shareholders 38.61%
Other 4.66%
Sourc e : Equiniti R D:IR
PROFILE OF THE COMPANY’S OWNERSHIP %
OF SHARES HELD AT 30 SEPTEMBER 2025
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49
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
The powers shall not be limited by any special powers
given to the Directors by the Articles and a meeting of the
Directors at which a quorum is present may exercise all the
powers exercisable by the Directors. The Directors’ powers
to issue and buy-back shares, in force at the end of the
year, are recorded in the Directors’ Report.
There are no agreements:
i. to which the Company is a party that might affect its
control following a takeover bid; and/or
ii. between the Company and its Directors concerning
compensation for loss of office.
UK Listing Rule 6.6.6
UK Listing Rule 6.6.6 requires the Company to include
certain information, more applicable for traditional trading
companies, 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 there are no disclosures to
be made in this regard.
Political Donations
The Company does not make political donations.
Global Greenhouse Gas (“GHG”) Emissions for
the Year Ended 30 September 2025
The Company is an investment company, with neither
employees nor premises, nor has it any financial or operational
control of the assets which it owns. Consequently, the
Company consumed less than 40,000 kWh of energy during
the year in respect of which the Directors’ Report is prepared
and therefore is exempt from the disclosures required under
the Streamlined Energy and Carbon Reporting criteria. It has
no GHG 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, including those within the
Company’s underlying investment portfolio.
Taskforce for Climate Related Financial
Disclosures (“TCFD”)
The Company notes the TCFD recommendations on climate
related financial disclosures. The Company is an investment
company and, as such, it is exempt from the UK Listing Rules
requirement to report against the TCFD framework.
The Company’s TCFD Product Report can be found on the
Company’s website together with a link to Portfolio Manager’s
TCFD Entity Report.
Since the Company’s financial year end, the Company had
been notified of the following change in substantial interests in
the Company’s voting rights.
Date of
Notification
Number of
Shares
% of capital
RBC Brewin Dolphin*
24 October
2025
4,721,134 3.64%
* This disclosure incorporates positions that were previously held by Brewin Dolphin Ltd,
which were absorbed into RBC Europe Ltd in November 2024.
BENEFICIAL OWNERS OF SHARES –
INFORMATION RIGHTS
Beneficial owners of shares, such as those owning their shares
through a retail platform, who have been nominated by the
registered holder of those shares to receive information rights
under Section 146 of the Companies Act 2006 should direct
all communications to the registered holder of their shares
rather than to the Company’s Registrar, Link Group, or to the
Company directly.
AGM
The AGM of the Company this year will again be held at
Guildhall, City of London EC2V 7HH (please use the Basinghall
Street Entrance) on Thursday, 15 January 2026 at 12 noon.
Shareholders will have the opportunity to engage directly
with the Board and the Portfolio Manager, both in person
andvirtually.
The full text of the resolutions to be proposed at the AGM
and an explanation of each resolution are contained in the
separate Notice of Meeting. The Directors recommend that
Shareholders cast their proxy votes in favour of all resolutions
proposed, as they will in respect of their own holdings.
ARTICLES OF ASSOCIATION
Amendment of the Company’s Articles of Association requires
a special resolution to be passed by shareholders.
There are no changes proposed this year.
OTHER STATUTORY INFORMATION
The following information is disclosed in accordance with the
Companies Act 2006:
• The rules on the appointment and replacement of
directors are set out in the Company’s Articles. Any
changeto the Articles would be governed by the
Companies Act 2006.
• Subject to the provisions of the Companies Act 2006, to the
Articles, and to any directions given by special resolution,
the business of the Company shall be managed by the
Directors who may exercise all the powers of the Company.
50
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
UK Sanctions
The Board has made due diligence enquiries of the service
providers that process the Company’s shareholder data to
ensure the Company’s compliance with the UK sanctions
regime. The relevant service providers have confirmed that
they check the Company’s shareholder data against the UK
sanctions list on a daily basis. At the date of this report, no
sanctioned individuals had been identified on the Company’s
shareholder register. The Board notes that stockbrokers and
execution-only platforms also carry out their own due diligence.
Statement of Disclosure of Information to the
Auditors
So far as the Directors are aware, there is no relevant
information (as defined in the Companies Act 2006) of which
the Company’s Auditors are unaware. The Directors have
taken all steps they ought to have taken to make themselves
aware of any relevant audit information (as defined) and to
establish that the Auditors are aware of such information.
The above confirmation is given and should be interpreted
in accordance with the provisions of Section 418 of the
Companies Act 2006.
GOING CONCERN
The Company’s portfolio, investment activity, the Company’s
cash balances and revenue forecasts, the trends and factors
likely to affect the Company’s performance are reviewed and
discussed at each Board meeting. The Board has considered
a detailed assessment of the Company's ability to meet its
liabilities as they fall due, including stress tests and reverse
stress tests which modelled the effects of substantial falls in
portfolio valuations and liquidity constraints on the Company’s
NAV, cash flows and expenses.
This year the Company’s Shareholders are asked to vote
for the continuation of the Company and this will be put to
Shareholders at this year’s AGM. The Board has recommended
that shareholders vote in favour of the continuation of the
Company and believes it is reasonable to expect that the vote
will pass. Furthermore, the result of the continuation vote will
not affect the Company’s ability to meet its liabilities as they
fall due.
Based on the information available to the Directors at the date
of this report, including the results of these stress tests, the
conclusions drawn in the Viability Statement in the Strategic
Report beginning on page 30, the Company’s cash balances
and access to funding, the Directors are satisfied that the
Company has adequate financial resources to continue in
operation for at least the next 12 months from the date of
approval of this report and that, accordingly, it is appropriate
to continue to adopt the going concern basis in preparing the
Financial Statements.
In reaching these conclusions and those in the Viability
Statement, the stress testing conducted also featured
consideration of the long-term effects of the continuing
geopolitical and economic uncertainties that have affected
markets globally and are likely to continue to do so. These
include the continued uncertainty created by the increase in
global inflation and rising interest rates, international trade
tariffs, together with the consequences of the wars in Ukraine
and the effect of sanctions against Russia; tensions between
China and the West; as well as subsequent long-term effects
on economies and international relations.
Further information is provided in the Audit Committee report
beginning on page 68. Details of any events that occurred
since the end of the financial year are disclosed in Note 20 to
the Financial Statements.
Approved by the board of directors and signed on behalf of
the board by:
Frostrow Capital LLP
Company Secretary
2 December 2025
GOVERNANCE
REPORT OF THE DIRECTORS – CONTINUED
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Corporate Governance
CORPORATE GOVERNANCE STATEMENT
The Board is committed to maintaining and demonstrating
high standards of corporate governance. The Board has
considered the principles and recommendations of the AIC
Code of Corporate Governance (the “AIC Code”). The AIC
Code addresses all the principles set out in the UK Corporate
Governance Code issued by the Financial Reporting Council
(“FRC”) (the “UK Code”), as well as setting out additional
principles and recommendations on issues that are of specific
relevance to investment companies.
The Board considers that reporting against the principles
and recommendations of the AIC Code will provide the best
information to Shareholders and the FRC has confirmed that
by following the AIC Code, boards of investment companies
will meet their obligations in relation to the UK Corporate
Governance Code and associated disclosure requirements
under paragraph 6.6.6 of the UK Listing Rules. The Corporate
Governance Code can be viewed at www.frc.org.uk. The AIC
Code is available on the AIC website (www.theaic.co.uk).
Itincludes an explanation of how the AIC Code adapts the
Principles and Provisions set out in the Corporate Governance
Code to make them relevant for investment companies.
In January 2024 the FRC published a revised UK Corporate
Governance Code which applies to financial years beginning
on or after 1 January 2026. The AIC published a revised Code
of Corporate Governance in August 2024, which applies with
effect from the same date. The 2018 UK Code and the 2019 AIC
Code apply until this time.
STATEMENT OF COMPLIANCE
The Company has complied with the recommendations of the
AIC Code and the relevant provisions of the UK Code, except in
relation to certain 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 these provisions are not relevant
to the position of the Company as it is 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. Therefore, the
Company has not reported further in respect of these provisions.
COMPANY
Company’s Purpose, Values and Strategy
The Board assesses the basis on which the Company
generates and preserves value over the long term. The
Strategic Report describes how opportunities and risks to
the future success of the business have been considered
and addressed, the sustainability of the Company’s business
model and how its governance contributes to the delivery
of its strategy. The Company’s investment objective and
investment policy are set out on pages 4, 23 and 24. The
Board’s key responsibilities are to set the Company's strategy,
values and standards; to provide leadership within a controls
framework which enables risks to be assessed and managed;
to challenge constructively and scrutinise performance of all
outsourced activities; and to review regularly the contracts,
performance and remuneration of the Company’s principal
service providers and, in particular, the Portfolio Manager.
Board Committees
The Directors have decided that, given the size of the Board,
it is unnecessary to form separate Remuneration and
Nomination Committees; the duties that would ordinarily fall to
those Committees are carried out by the Board as a whole.
The Audit Committee
The Audit Committee’s key responsibilities are to monitor
the integrity of the Annual Report and Financial Statements;
to oversee the risk and control environment and financial
reporting; and to review the performance of the Company’s
external auditor.
All Independent non-executive Directors are members of
the Committee. Although Pars Purewal is Chairman of the
Board, in light of his continued independence and his valued
contributions in Committee meetings, the Audit Committee
considers it appropriate that he continues to be a member.
Copies of the full terms of reference, which clearly define the
responsibilities of the Audit Committee, can be obtained from
the Company Secretary. They will be available for inspection at
the Annual General Meeting or at the offices of the Company
Secretary and can be found in the Corporate Information
section on the Company’s website.
Board Meetings
Representatives of the Portfolio Manager, AIFM and Company
Secretary are expected to be present at all meetings. The
primary focus at Board meetings is a review of investment
performance and associated matters. The Chairman
encourages open debate within the Board and a supportive
and co-operative relationship with the Company’s AIFM,
Portfolio Manager, advisers and other service providers. The
table overleaf sets out the number of formal Board and
Committee meetings held during the year ended 30September
2025 and the number of meetings attended by each Director.
In addition to the scheduled Board and Committee meetings,
Directors attend ad hoc meetings to consider matters such
as the approval of regulatory announcements, management
accounts and interimdividends.
The Directors receive monthly portfolio update briefings from
representatives of the Portfolio Manager and AIFM.
52
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
CORPORATE GOVERNANCE – CONTINUED
Board Audit Committee
Total number of meetings 5 4
James Ashton 5 4
Kate Cornish-Bowden 5 4
Sandra Kelly 5 4
Simon Hayes
1
2 1
Pars Purewal 5 4
Lorna Tilbian 5 4
1 Simon Hayes retired from the Board on 28 January 2025.
All of the Directors attended the Annual General Meeting in January2025.
BOARD
Role of The Board
Responsibility for effective governance and the overall
management of the Company’s affairs lies with the Board.
The Company’s governance framework reflects its status as
an investment company, whereby key functions including
company secretarial, administration, marketing, portfolio, and
risk management are outsourced to Frostrow. Frostrow, in turn,
delegates portfolio management to Lindsell Train.
The Board is committed to promoting the long-term
sustainable success of the Company, generating value for
shareholders and contributing to wider society. It seeks to
provide leadership, ensuring that the Company remains well-
positioned to pursue its strategic objectives.
The Board seeks to establish and maintain a corporate culture
characterised by fairness in its treatment of the Company’s
service providers, whose efforts are collectively directed
towards delivering returns to Shareholders in line with the
Company’s purpose and objectives. It is the Board’s belief
that this contributes to the greater success of the Company,
as well as being an appropriate way to conduct relations
between parties engaged in a common purpose.
The Board ensures that the necessary resources are in
place for the Company to meet its objectives and monitors
performance against them. It has also established a
framework of prudent and effective controls to enable risk to
be assessed and managed appropriately.
To meet its responsibilities to Shareholders and stakeholders,
the Board promotes effective engagement and encourages
participation from these groups. This includes maintaining
open channels of communication and considering
stakeholder views in its decision-making processes..
Matters Reserved For Decision By The Board
The Board has adopted a schedule of matters reserved for its
decision. This includes, inter alia, the following:
• Requirements under the Companies Act 2006, including
approval of the half yearly and annual financial
statements, recommendation of any dividend, the
appointment or removal of the Company Secretary, and
determining the policy on share issuance and buy-backs.
• Matters relating to certain Stock Exchange requirements
and announcements, the Company’s internal controls, and
the Company’s corporate governance structure, policy
and procedures.
• Decisions relating to the strategic objectives and overall
management of the Company, including the appointment
or removal of the AIFM , Portfolio Manager and other
service providers, and review of the Investment Policy.
• Matters relating to the Board and Board committees,
including the terms of reference and membership of the
committees, the appointment of Directors (including the
Chairman) and the determination of Directors’ remuneration.
Day-to-day operational and portfolio management is
delegated to Frostrow and Lindsell Train respectively.
The Board takes responsibility for the content of communications
regarding major corporate issues, even if Frostrow or Lindsell
Train acts as spokesperson. The Board is kept informed of
relevant promotional material that is issued by Frostrow.
Composition, Succession and Evaluation
The Board seeks to ensure that it is well-balanced and
refreshed regularly by the appointment of new directors with
the skills and experience necessary, in particular, to replace
those lost by directors’ retirements. The Board further ensures
that it is comprised of members who collectively:
i. display the necessary balance of professional skills,
experience, length of service and industry/Company
knowledge; and
ii. are fit and proper to direct the Company’s business with
prudence and integrity; and provide policy guidance on
the structure, size and composition of the Board (and its
Committee) and the identification and selection of suitable
candidates for appointment to the Board (and its Committee).
The composition and skills of the Board are reviewed annually
and at such other times as circumstances may require.
Board Evaluation
During the year the performance of the Board, its committee
and individual Directors was evaluated through a formal
assessment process led by the Chairman. The performance
of the Chairman was evaluated by the other Directors under
the leadership of Sandra Kelly as Senior Independent Director.
It was concluded that the Chairman continues to uphold the
highest standards of integrity and ethical leadership promoting
a culture of openness and debate based on mutual respect
within the Boardroom.
FURTHER
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53
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
The Chairman is satisfied that the structure and operation of
the Board continues to be effective and relevant and that there
is a satisfactory mix of skills, experience, length of service and
knowledge of the Company. The Board has considered the
position and diversity of all of the Directors, and believes that
it would be in the Company’s best interests to propose them
for re-election by Shareholders at the 2026 AGM. The relevant
experience of each of the Directors is detailed on pages 44 and
45 and on page 8 of the Notice of Meeting. As an independent
external review of the Board was undertaken in 2024 the next
such review will be held in 2027.
The Board has considered the position of all of the Directors as
part of the evaluation process and believes that it would be in
the Company’s best interests to propose them for re-election.
Diversity Policy
The Board supports the principle of boardroom diversity and
therefore the Company’s Diversity Policy applies to both the
Board and Audit Committee.
The Company’s policy is that the Board should be comprised
of directors who collectively display the necessary balance of
professional skills, experience, length of service and industry
knowledge and that appointments to the Board should be
made on merit, against objective criteria, including diversity
in its broadest sense. The objective of the policy is to have a
broad range of approaches, backgrounds, skills, knowledge
and experience represented on the Board. The Board believes
that this will make the Board more effective at promoting
the long-term sustainable success of the Company and
generating value for all Shareholders by ensuring there is
a breadth of perspectives among the Directors and the
challenge needed to support good decision-making.
To this end achieving a diversity of perspectives and
backgrounds on the Board during the year has been, and
will continue to be, a key consideration in any Director
search process. The gender balance of two men and three
women, as at the date of the Annual Report, exceeds the
requirements of the UK Listing Rules. The Board is aware that
gender representation objectives have been set for FTSE 350
companies and that targets concerning ethnic diversity have
been recommended. The Parker Review set a target for each
FTSE 100 Board to have at least one director of colour by 2021
and for each FTSE 250 Board to have the same by 2024.
The Board will not display any bias in respect of age, gender,
race, sexual orientation, religion, ethnic or national origins,
disability, or educational, professional or socio-economic
background in considering the appointment of its Directors.
Board Diversity
The Board is supportive of the FCA’s UK Listing Rules
(UKLR6.6.6(9)) to encourage greater diversity on listed
company boards and has implemented the FCA’s disclosure
requirements.
The Board has chosen to align its diversity reporting reference
date with the Company’s financial year end and proposes to
maintain this alignment for future reporting periods.
The Company met the three targets on board diversity as at
its chosen reference date, 30 September 2025:
(i) at least 40% of the individuals on its board of directors are
women;
(ii) at least one of the following senior positions on its board of
directors is held by a woman*:
(A) the chair;
(B) the chief executive;
(C) the senior independent director; or
(D) the chief financial officer; and
(iii) at least one individual on its board of directors is from a
minority ethnic background.
The relatively small size of the Company’s Board, and therefore
more infrequent vacancies and opportunities for recruitment,
make achieving diversity on the Board a more challenging
process. As succession planning of the Board progresses
over future years, the Company will continue to strive for
increased diversity on its Board of which gender and ethnicity
are two important aspects. Further details on the Company’s
appointment process can be found under Appointments
to the Board on the following page. This includes engaging
recruitment agencies that sign up to recognised codes
of conduct, which include principles on diversity with the
aim of increasing board diversity integrated through their
searchprocesses.
54
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
In order to collect the data required to fulfil the disclosures in
the tables above, the Board agreed that self-reporting by the
individuals concerned was the most appropriate method.
Thedata was collected anonymously by the Company
Secretary using a web-based survey where the following two
questions were posed, and individuals were reminded that ‘Not
specified / prefer not to say’ could be recorded in response:
1. For the purposes of the UK Listing Rules disclosures, how
should you be categorised; and
2. Please advise your ethnicity.
There have been no changes in Board composition that have
occurred between the reference date and the date on which
the Annual Report was approved.
Policy on Director Tenure
The tenure of each non-executive Director, including the
Chairman, is not ordinarily expected to exceed nine years.
However, the Board has agreed that the tenure of the
Chairman may be extended for an agreed time provided
such an extension is conducive to the Board’s overall orderly
succession. The Board believes that this more flexible
approach to the tenure of the Chairman is appropriate in
the context of the regulatory rules that apply to investment
companies, which ensure that the Chairman remains
independent after appointment, while being consistent with
the need for regular refreshment and diversity.
Appointments to the Board
The rules governing the appointment and replacement of
Directors are set out in the Company’s Articles of Association
and the aforementioned succession planning policy. Where
the Board appoints a new Director during the year or after the
year end and before the notice of annual general meeting is
published, that Director will stand for election by Shareholders
at the next Annual General Meeting.
When considering new appointments, the Board endeavours to
ensure it maintains the capabilities required to be effective and
to oversee the Company’s strategic priorities. This includes an
appropriate range, balance, and diversity of skills, experience,
and knowledge.
The Company is committed to ensuring that any vacancies
are filled by the best qualified candidates, selected on merit
and through objective criteria. In line with this approach, the
Board also recognises the importance of promoting diversity of
gender, social and ethnic backgrounds, as well as cognitive and
personal strengths, when making appointments.
Subject to there being no conflict of interest, all Directors are
entitled to vote on candidates for the appointment of new
Directors and to recommend to Shareholders the re-election
of Directors at the Annual General Meeting. The Chairman
will not chair the meeting when the Board is dealing with the
appointment of his successor.
As part of the Board composition and succession process
the Board engaged the services of specialist recruitment
consultants, Odgers.
GOVERNANCE
CORPORATE GOVERNANCE – CONTINUED
Number of
Board members
Percentage
of the Board
Number of senior positions on the board
(Chair and SID)*
Men 2 40% 1
Women 3 60% 1
Not specified/prefer not to say – – –
* As an externally managed investment company, the Company has no executive directors, employees or internal operations. The Board has therefore excluded the columns
relating to executive management from the tables above. In addition, the senior positions on the Company’s Board of (B)the chief executive and (D) the chief financial officer
are not applicable to the Company. In the absence of the aforementioned roles, the Board considers the Chair of the Audit Committee to also be a senior position on the Board.
Sandra Kelly currently serves as both Senior Independent Director and Chair of the Audit Committee.
Number of
Board members
Percentage
of the Board
Number of senior positions on the board
(Chair and SID)*
White British or other White (including minority-white groups) 4 80% 1
Mixed/Multiple Ethnic Groups – – –
Asian/Asian British 1 20% 1
Black/African/Caribbean/Black British – – –
Other ethnic group, including Arab – – –
Not specified/prefer not to say – – –
As required under UKLR 6.6.6(9), further detail in respect of the three targets outlined above as at 30 September 2025 is disclosed
in the tables below.
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55
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Odgers is accredited by BEIS under the Enhanced Code of
Conduct for executive search firms, in recognition of our
efforts at the forefront of helping boards enhance their gender
diversity and achieve a higher level of women appointments
on FTSE 350 boards. Additionally, Odgers are engaged with the
Parker Review to increase boardroom participation amongst
the minority ethnic communities.
Odgers has no other connection with the Company or the
individual Directors.
Induction/Development
New appointments to the Board are provided with a full
induction programme. The programme covers the Company’s
investment strategy, policies and practices. New 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 committee, the Company’s
corporate governance practices and procedures and the latest
financial information. Following their appointment, Directors are
encouraged to participate in training courses where appropriate.
Division of Responsibilities
Responsibilities of the Chairman
The Chairman’s primary role is to provide leadership to the
Board, assuming responsibility for its overall effectiveness in
directing the company. The Chairman is responsible for:
• ensuring that the Board is effective in its task of setting
and implementing the Company’s direction and strategy,
taking the chair at general meetings and Board meetings,
conducting meetings effectively and ensuring all Directors
are involved in discussions and decision-making;
• setting the agenda for Board meetings and ensuring the
Directors receive accurate, timely and clear information
for decision-making;
• taking a leading role in determining the Board’s
composition and structure, overseeing the induction of
new Directors and the development of the Board as a
whole, leading the annual board evaluation process and
assessing the contribution of individual Directors;
• supporting and also challenging the AIFM and the Portfolio
Manager (and other suppliers where necessary) ensuring
effective communications with Shareholders and, where
appropriate, other stakeholders; and
• engaging with Shareholders to ensure that the Board has a
clear understanding of shareholder views.
Responsibilities of the Senior Independent Director (“SID”)
The SID serves as a sounding board for the Chairman and
acts as an intermediary for the other Directors and the
Shareholders. The SID is responsible for:
• working closely with the Chairman and providing support;
• leading the annual assessment of the performance of the
Chairman;
• holding meetings with the other non-executive Directors
without the Chairman being present, on such occasions as
necessary;
• carrying out succession planning for the Chairman’s role;
• working with the Chairman, other Directors and
Shareholders to resolve major issues; and
• being available to Shareholders and other Directors to address
any concerns or issues they feel have not been adequately
dealt with through the usual channels of communication
(i.e.through the Chairman or the Portfolio Manager).
Company Secretary
The Directors have access to the advice and services of a specialist
company secretary, who is responsible for advising the Board on all
governance matters. The Company Secretary ensures governance
procedures are followed and that the Company complies with
applicable statutory and regulatory requirements.
Directors’ Interests
The beneficial interests of the Directors in the Company are set
out on page 64.
Directors’ Independence
As at the date of the Annual Report, the Board consists of
fivenon-executive Directors, each of whom is independent of
Frostrow and Lindsell Train. No member of the Board has been
an employee of the Company, Frostrow, Lindsell Train or any of
its service providers. Accordingly, the Board considers that all
the Directors are independent and there are no relationships
or circumstances which are likely to affect or could appear to
affect their judgement.
The Chairman is entitled to a seat on the board of the
Company’s AIFM by virtue of the Company’s minority
partnership interest in Frostrow. It is a non-executive
position and therefore the Board does not believe that this
compromises his independence from the Company. At this
time the Board has decided the Chairman will not take a seat
on the board of Frostrow, but continues to receive updates on
the business as part of the review of Frostrow's valuation.
Directors' Other Commitments
Each of the Directors assessed the overall time commitment
of their external appointments and it was concluded that they
have sufficient time to discharge their duties. When appointing
new Directors, the Board takes into account other demands on
the Directors’ time. Any additional external appointments are
not undertaken without prior approval of the Board.
Independent Professional Advice
The Board has formalised arrangements under which
the Directors, in the furtherance of their duties, may seek
independent professional advice at the Company’s expense.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Principal third party service providers
The Directors
l receive regular reporting at meetings;
l review the assurance report produced by each
organisation;
l receive additional reporting on the control
environment from each of the principal third
party service providers; and
l formally evaluate their performance on an
annual basis.
Secondary third party service providers
The Directors
l receive ad hoc reporting on their activities at
meetings.
Lindsell Train Limited
(Portfolio Management)
Reporting
l Investment performance update at each meeting
l ESG update at each meeting
l Internal Control Report
l Compliance Report (semi-annually)
l Effectiveness of control environment (annually)
MUFG Corporate Markets
(Registrar)
l Effectiveness of control environment
(annually)
Winterflood Securities Limited
(Corporate Broker)
l Effectiveness of control environment
(annually)
Bank of New York Mellon
(Depositary and Global Custodian)
Reporting
l Depositary’s Report (semi-annually)
l Effectiveness of control environment (annually)
l Presentation from the Depositary and Custodian (annually)
The Board has responsibility for establishing and assessing internal controls to ensure the Company operates effectively, efficiently and within the
risk appetite set by the Board. As the Company relies on third party service providers for all of its operations, it obtains regular reports from these
counterparties on the nature and effectiveness of controls within these organisations.
The Company’s principal service providers are the Portfolio Manager, Lindsell Train Limited, the AIFM, Company Secretary and Administrator, Frostrow
Capital LLP, and its depositary and custodian, Bank of New York Mellon. The Board receives regular reporting on compliance with the control
environment and assesses the effectiveness of the internal controls through review of the assurance reports from each of these organisations.
In addition, the Company retains a number of secondary providers who report to the Board. These include the registrar and corporate broker. The
services provided by these firms are not integral to the Company’s operating model and internal controls and so the reporting they provide to the
Board on their operations is less extensive.
The Audit Committee formally evaluates the performance and service delivery of all third party service providers at least annually and the
performance of the Company’s external auditor annually, following the completion of the annual audit process.
INTERNAL CONTROLS STRUCTURE
Board of Directors
Non-executive
Sub-committee:
l Audit Committee
Frostrow Capital LLP
(AIFM, Company Secretary and Administrator)
Reporting
l Statement of Financial
Position
l Liquidity
l Income forecasts
l Portfolio valuation
l Portfolio transactions
l Investment limits and
restrictions (monthly)
l Compliance with investment policy and guidelines
(monthly)
l Compliance report (quarterly)
l Effectiveness of control environment
(semi-annually)
l Advice on regulatory changes
GOVERNANCE
CORPORATE GOVERNANCE – CONTINUED
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
RISK AND INTERNAL CONTROL
The Statement of Directors’ Responsibilities on page 58
describes the Directors’ responsibility for preparing this report.
The Audit Committee Report, beginning on page 65, explains
the work undertaken to allow the Directors to make this
statement and to apply the going concern basis of accounting.
It also sets out the main roles and responsibilities as well as
the work of the Audit Committee and describes the Directors’
review of the Company’s risk management and internal control
systems.
A description of the principal risks facing the Company and an
explanation of how they are being managed is provided in the
Strategic Report on pages 26 to 30.
An overview of the Internal Controls structure of the Company
and its service providers is shown overleaf.
STAKEHOLDERS
Reporting on Engagement with Stakeholders
The AIC Code requires directors to explain their statutory duties
as stated in Sections 171–177 of the Companies Act 2006. Under
Section 172, directors have a duty to promote the success of
the Company for the benefit of its members as a whole and in
doing so have regard to the consequences of any decisions
in the long term, as well as having regard to the Company’s
stakeholders amongst other considerations.
The Board’s report on its compliance with Section 172 of the
Companies Act 2006 is contained within the Strategic Report
on pages 31 to 34.
Nominee Share Code
Where shares in the Company are held via a nominee
company, the Company undertakes:
• to provide the nominee company with multiple copies of
shareholder communications, so long as an indication of
quantities has been provided in advance; and
• to allow investors holding shares through a nominee
company to attend general meetings.
Nominee companies are encouraged to provide the necessary
authority to underlying Shareholders to attend the Company’s
Annual General Meeting and vote via proxy.
ANNUAL GENERAL MEETING
The Annual General Meeting will be held at 12 noon on
Thursday, 15 January 2026. The formal notice of the Annual
General Meeting is set out in the accompanying circular to
Shareholders, together with explanations of the resolutions and
arrangements for the meeting.
By order of the Board
Frostrow Capital LLP
Company Secretary
2 December 2025
58
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
Statement of Directors’
Responsibilities
The Directors are responsible for preparing the Annual Report
and the 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 the
Directors have elected to prepare the Financial Statements
in accordance with (United Kingdom Accounting Standards
and applicable law), including FRS 102 “The Financial Reporting
Standard applicable in the UK and Republic of Ireland.
Under 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 the profit
or loss of the Company for that period. In preparing these
Financial Statements, the Directors are required to:
• select suitable accounting policies and then apply them
consistently;
• state whether applicable United Kingdom Accounting
Standards, have been followed, subject to any material
departures disclosed and explained in the Financial
Statements;
• make judgements and accounting estimates that are
reasonable and prudent; and
• prepare the Financial Statements on the going concern
basis unless it is inappropriate to presume that the
Company will continue in business.
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 the Financial Statements
and the Directors’ Remuneration Report comply with the
Companies Act 2006.
The Directors are also responsible for safeguarding the assets
of the Company and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
WEBSITE PUBLICATION
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of Financial
Statements may differ from legislation in other jurisdictions.
Financial Statements are published on the Company’s
website in accordance with legislation in the United Kingdom
governing the preparation and dissemination of financial
statements, which may vary from legislation in other
jurisdictions. The maintenance and integrity of the Company’s
website is the responsibility of the Directors.
The Directors’ responsibility also extends to the ongoing
integrity of the financial statements contained therein.
RESPONSIBILITY STATEMENT
Each of the Directors, whose names and functions are listed in
the ‘Board of Directors’ section on pages 44 and 45, confirms
that, to the best of their knowledge:
• the Financial Statements, prepared in accordance with
the relevant financial reporting framework, give a true
and fair view of the assets, liabilities, financial position and
profit or loss of the Company;
• 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 they face; and.
• the annual report and financial statements, taken as a
whole, are fair, balanced and understandable and provide
the information necessary for shareholders to assess the
company’s position and performance, business model
andstrategy.
This responsibility statement was approved by the board of
directors on 2 December 2025 and is signed on its behalf by:
Pars Purewal
Chairman
Note to those who access this document by electronic means:
The Annual Report for the year ended 30 September 2025 has been approved
by the Board of Finsbury Growth & Income Trust PLC. Copies of the Annual Report
are circulated to Shareholders and, where possible to potential investors. It is also
made available in electronic format for the convenience of readers. Printed copies
are available from the Company Secretary's office in London.
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59
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Directors’ Remuneration Policy
The Company follows the recommendations of the AIC Code that Directors’ remuneration should reflect their duties,
responsibilities and the value of their time spent. The Board’s policy is that the remuneration of the Directors should reflect
the experience of the Board as a whole, and is determined with reference to comparable organisations and appointments.
There are no performance conditions attaching to the remuneration of the Directors as the Board does not believe that this is
appropriate for non-executive Directors. This policy is reviewed annually and it is intended that it will continue for the year ending
30 September 2026 and for subsequent financial years.
Shareholder approval of the Directors’ Remuneration Policy was last sought at the AGM held in January 2023. The result in respect
of the resolution was as follows:
Remuneration policy VOTES CAST FOR VOTES CAST AGAINST VOTES WITHHELD*
Votes cast 86,434,157 149,590 79,223
% of votes cast 99.73% 0.17% 0.09%
* Votes withheld are not votes by law and are therefore not counted in the calculation of votes for or against a resolution
The fees for the Directors are determined within the limits set out in the Company’s Articles of Association, the maximum
aggregate limit currently being £300,000 per annum, and Directors are not eligible for bonuses, pension benefits, share options,
long-term incentive schemes or other benefits.
Directors are entitled to claim reasonable expenses from the Company in relation to the performance of their duties. The current
and projected Directors’ fees for 2026 are shown in the following table. The Company does not have any employees.
DATE OF
APPOINTMENT
TO THE BOARD
PROJECTED FEES
YEAR ENDING
30 SEPTEMBER
2026
REMUNERATION
YEAR ENDED
30 SEPTEMBER
2025
Pars Purewal (Chairman) 28 November 2022 £46,000 £40,044
James Ashton 14 October 2020 £31,500 £30,000
Kate Cornish-Bowden 26 October 2017 £31,500 £30,000
Simon Hayes
1
29 June 2015 – £14,548
Sandra Kelly (Chair of the Audit Committee and SID) 9 October 2019 £39,000 £36,500
Lorna Tilbian 26 October 2017 £31,500 £30,000
£179,500 £181,092
1
Simon Hayes retired from the Board on 28 January 2025.
The current level of Directors’ fees will not be reviewed until at least September 2026. Any new Director being appointed to the
Board who has not been appointed as either Chairman of the Board or as the Chair of the Audit Committee will, under the current
level of fees, receive £31,500 per annum.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
DIRECTORS’ REMUNERATION POLICY – CONTINUED
DIRECTORS’ REMUNERATION YEAR ENDED
30 SEPTEMBER 2025
None of the Directors has a service contract. The terms of
their appointment provide that Directors shall retire and be
subject to election at the first Annual General Meeting after
their appointment and to re-election annually thereafter. The
terms also provide that a Director may be removed without
notice and that compensation will not be due on leaving office.
Theterms and conditions of the Directors’ appointments are
set out in formal letters of appointment which are available
forreview on request from the Company Secretary at
cosec@frostrow.com and will be available for 15 minutes
before, and during, the forthcoming AGM.
CONSIDERATION OF SHAREHOLDERS’ VIEWS
In accordance with best practice recommendations the Board
will put the Remuneration Policy to Shareholders at the Annual
General Meeting at least once every three years. Approval of
this policy was last granted by Shareholders at the Annual
General Meeting held in January 2023 and approval will be
sought accordingly at the Annual General Meeting to be held
in 2026.
Any feedback received from Shareholders is considered as
part of the Board’s annual review of remuneration. In respect
of the year under review no feedback has been received from
Shareholders in relation to remuneration.
FURTHER
INFORMATION
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Directors’ Remuneration Report
STATEMENT BY THE CHAIRMAN OF THE BOARD
On behalf of the Board, I am pleased to present the Directors’
Remuneration Report to Shareholders.
This report has been prepared in accordance with the
requirements of Section 421 of the Companies Act 2006 and
the Enterprise and Regulatory Reform Act 2013. An Ordinary
Resolution for the approval of this report will be put to
Shareholders at the Company’s forthcoming Annual General
Meeting. The Directors’ Remuneration Policy, which is separate
to this report, can be found on pages 59 and 60.
The law requires the Company’s Auditors to audit certain
disclosures within this report. Where disclosures have been
audited they are indicated as such and the Auditors’ opinion is
included in their report to members on pages 70 to 77.
Due to the Company’s size and to avoid the need to establish
a separate Remuneration Committee, the Company’s
remuneration function is carried out by the full Board under
my Chairmanship. The Board considers the framework for the
remuneration of the Directors on an annual basis. It reviews
the ongoing appropriateness of the Company’s remuneration
policy and the individual remuneration of Directors by
reference to the activities of the Company and comparison
with other companies of a similar structure and size. This is in
line with the AIC Code.
The Directors exercise independent judgement and discretion
when authorising remuneration outcomes, taking into
account the Company’s performance together with wider
circumstances.
The Board considers the level of Directors’ fees annually. At the
most recent review held in September 2025, it was agreed that
the Directors’ fees with effect from 1 October 2025 would be as
follows:
The Chairman - £46,000 (2024: £44,500)
The Chair of the Audit Committee - £39,000 (2024: £36,500)
Other Directors - £31,500 (2024: £30,000).
Over the past year, the regulatory environment in which the
Company operates has continued to evolve, with increasing
obligations placed on directors to oversee compliance, risk
management, reporting, and governance standards.
These heightened regulatory requirements demand a
significant commitment of time and expertise from the
Board. The modest increase in fees reflects the additional
responsibilities arising from these regulatory obligations,
ensuring that the Company continues to attract and retain
directors with the experience and skills necessary to guide the
Company through an increasingly complex environment.
The Board remains committed to maintaining a transparent
and responsible approach to remuneration. Any increase is
carefully considered and aligned with the Company’s broader
governance principles and Shareholder interests.
No advice from remuneration consultants was received
during the year although a review of remuneration of the
Company’s peer group of investment companies was
undertaken by the Board.
The following table shows the remuneration components for each Board Role.
COMPONENT
2026
ANNUAL RATE (£)
2025
ANNUAL RATE (£)* PURPOSE AND OPERATION
Basic Annual Fee:
Each Director
£31,500 £30,000 In recognition of the time and commitment required by Directors
of public companies as well as the responsibilities of the role. The
basic fee is reviewed against fees paid by peer companies to
ensure that it reflects fair and adequate compensation for the role.
Additional Fee:
Chairman of the Board
£14,500 £14,500 For the additional time, commitment and responsibility required
on the Company’s business issues; and providing leadership as
Chairman of theBoard.
Additional Fee:
Chair of the Audit
Committee and Senior
Independent Director
£7,500 £6,500 For the greater time required on the financial and reporting affairs
of theCompany.
Additional Fee:
Each Director
Variable Variable In the event that the Company undertakes a complex or large
project, such additional fee as will fairly compensate for the
additional time and commitment required by a Director.
Expenses:
Each Director
Variable Variable Reimbursement of expenses properly incurred by Directors in
attending meetings and/or otherwise in the performance of their
duties to theCompany.
* The 2025 remuneration components were approved with effect from 1 October 2024.
62
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
DIRECTORS’ REMUNERATION REPORT – CONTINUED
Directors’ Fees
The Directors are remunerated exclusively by fixed fees and do not receive bonus payments, pension contributions or other
benefits from the Company. Directors are not offered options to acquire shares in the Company.
All Directors are entitled to the reimbursement of reasonable out of pocket expenses incurred by them in order to perform their
duties as directors of the Company.
As noted in the Strategic Report, all of the Directors are non-executive and therefore there is no Chief Executive Officer (“CEO”). The
Company does not have any employees. There is therefore no CEO or employee information to disclose.
No payments were made to former Directors of the Company.
At the last AGM held in January 2025 the result in respect of the resolution to approve the Directors’ Remuneration Report was as follows:
Remuneration report VOTES CAST FOR VOTES CAST AGAINST VOTES WITHHELD*
Votes cast 80,902,238 184,178 169,856
% of votes cast 99.56% 0.23% 0.21%
* A vote Withheld is not a vote in law and is not counted in the calculation of the proportion of votes “For” and “Against” a resolution.
Shareholder approval of the Directors’ Remuneration Report will be sought again at the AGM to be held in January 2026.
Directors’ remuneration for the year ended 30 September 2025 (audited)
DATE OF
APPOINTMENT
FEES
2025
TAXABLE
†
BENEFITS
2025
TOTAL
FEES
2025
FEES
2024
TAXABLE
1
BENEFITS
2024
TOTAL FEES
2024
Pars Purewal
2
28 November 2022 £40,044 – £40,044 £28,500 – £28,500
James Ashton 14 October 2020 £30,000 – £30,000 £28,500 – £28,500
Kate Cornish-Bowden 26 October 2017 £30,000 – £30,000 £28,500 – £28,500
Simon Hayes
3
29 June 2015 £14,548 – £14,548 £43,000 – £43,000
Sandra Kelly 9 October 2019 £36,500 – £36,500 £35,000 – £35,000
Lorna Tilbian 26 October 2017 £30,000 – £30,000 £28,500 – £28,500
£181,092 – £181,092 £192,000 – £192,000
1
Taxable expenses primarily comprise travel and associated expenses incurred by the Directors in attending Board and Committee meetings
inLondon.
2
Pars Purewal was appointed Chairman on 28 January 2025.
3
Simon Hayes retired from the Board on 28 January 2025.
Fees have been pro-rated where a change of appointment/role takes place during a financial year.
No fees were paid to third parties in respect of services provided.
The table below contains the annual percentage change in remuneration over the five financial years prior to the current year in
respect of the various director roles.
Fee Rates:
YEAR TO
30 SEPT 2021
YEAR TO
30 SEPT 2022
YEAR TO
30 SEPT 2023
YEAR TO
30 SEPT 2024
YEAR TO
30 SEPT 2025
Chairman £40,000
+6.7%
£40,000
0.0%
£41,000
+2.5%
£43,000
+4.9%
£44,500
3.5%
Chair of the Audit Committee £32,000
+6.7%
£32,000
0.0%
£33,000
+3.1%
£35,000
+6.1%
£36,500
4.3%
Directors’ fees £26,000
+6.1%
£26,000
0.0%
£27,000
+3.8%
£28,500
+5.6%
£30,000
5.3%
Additional fees – – – - –
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
63
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Loss of office
Directors do not have service contracts with the Company but are engaged under letters of appointment. These specifically exclude
any entitlement to compensation upon leaving office for whatever reason.
Share Price Return
The chart below illustrates the shareholder return for the ten years to 30 September 2025 for a holding in the Company’s shares
compared with the FTSE All-Share Index, which the Board has adopted as the measure for both the Company’s performance and
that of the Portfolio Manager.
TEN YEARS TOTAL SHAREHOLDER RETURN TO 30 SEPTEMBER 2025
+118.9%
FINSBURY GROWTH &
INCOME TRUST SHARE
PRICE (TOTAL RETURN)
FTSE ALL SHARE INDEX
(TOTAL RETURN) (THE
COMPANY’S STATED
BENCHMARK)
200
250
Sep 15 Sep 16 Sep 17 Sep 18 Sep 19 Sep 20 Sep 22
Sep 23
Sep 211
Source: Frostrow Capital LLP
Rebased to 100 at 30 September 2015
Sep 24 Sep 25
+90.7%
+118.3%
FINSBURY GROWTH &
INCOME TRUST SHARE
PRICE (TOTAL RETURN)
FTSE ALL-SHARE INDEX
(TOTAL RETURN) (THE
COMPANY’S STATED
BENCHMARK)
80
100
120
140
160
180
200
220
RELATIVE COST OF DIRECTORS’ REMUNERATION
The bar chart below shows the comparative cost of Directors’ fees compared with the level of dividend distribution and
buy-backs in respect of the financial years ending 30 September 2025 and 2026.
Directors’
Fees
DividendsDirectors’
Fees
Repurchase of
the Company's
shares
Dividends
£m
£0.2m
£0.2m
£27.9m
£309.7m
2025 2024
Repurchase of
the Company's
shares
£34.1m
£310.8m
0
50
100
150
200
250
300
350
Source: Frostrow Capital LLP
64
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Directors’ Interests in Ordinary Shares
The Directors’ interests in the share capital of the Company are shown in the table below:
NUMBER OF ORDINARY SHARES OF 25p HELD
(AUDITED)
30 SEPTEMBER 2025
NUMBER OF SHARES
HELD
VALUATION*
30 SEPTEMBER 2025
£'000
(AUDITED)
30 SEPTEMBER 2024
NUMBER OF SHARES
HELD
VALUATION*
30 SEPTEMBER 2024
£’000
Pars Purewal (Chairman) 18,194 157 17,802 153
James Ashton 1,608 14 1,575 14
Kate Cornish-Bowden 10,293 89 10,200 88
Simon Hayes
1
– – 200,000 1,722
Sandra Kelly 8,096 70 8,096 70
Lorna Tilbian 11,500 99 11,500 99
Total 49,691 429 249,173 2,146
* The Company’s share price as at 30 September 2025 was 861.0p (2024: 861.0p)
1
Simon Hayes retired from the Board on 28 January 2025.
Between 1 October 2025 and 1 December 2025, being the latest practicable date before the publication of the Annual Report,
James Ashton acquired a further 22 Ordinary Shares, Kate Cornish-Bowden acquired a further 144 Ordinary Shares and Pars
Purewal acquired a further 260 Ordinary Shares as part of respective dividend reinvestment plans.
No Director held any interests in the issued stock or shares of the Company other than as stated above.
None of the Directors was granted or exercised rights over shares during the year. None of the Directors has any contract
(including service contracts) with the Company.
There are no provisions included within the Company’s Articles of Association which require Directors to hold shares in the Company.
Other Interests in Ordinary Shares
Interests in the share capital of the Company are shown in the table below:
NUMBER OF ORDINARY SHARES OF 25p HELD
30 SEPTEMBER 2025
NUMBER OF SHARES
HELD
VALUATION*
30 SEPTEMBER 2025
£’000
30 SEPTEMBER 2024
NUMBER OF SHARES
HELD
VALUATION*
30 SEPTEMBER 2024
£’000
Alastair Smith (Managing Partner of Frostrow) 62,912 542 62,410 537
Nick Train (Portfolio Manager) 5,710,280 49,166 5,460,043 47,011
* The Company’s share price as at 30 September 2025 was 861.0p (2024: 861.0p)
No Director held any interests in the issued stock or shares of the Company other than as stated above.
Annual Statement
On behalf of the Board I confirm that the Remuneration Policy, set out on pages 59 and 60, and this Remuneration Report
summarise, as applicable, for the year ended 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 were taken.
Pars Purewal
Chairman
2 December 2025
GOVERNANCE
DIRECTORS’ REMUNERATION REPORT – CONTINUED
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
65
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Audit Committee Report
On behalf of the Board, I am pleased to present the Audit
Committee’s Report for the year ended 30 September 2025.
ROLE AND COMPOSITION
The Audit Committee (the "Committee") comprises all the
Directors of the Company.
The role of the Committee is to ensure that shareholder
interests are properly protected in relation to the application
of financial reporting and internal control principles, risk
management and to assess the effectiveness of the audit.
The Committee’s role and responsibilities are set out in full in
its terms of reference which are available in the Corporate
Information section of the Company’s website.
The Committee as a whole has competence relevant to
the investment company sector with Committee members
having a range of financial and investment experience. The
requirement for at least one member of the Committee to
have recent and relevant experience is satisfied by myself and
Pars Purewal being chartered accountants.
RESPONSIBILITIES
As Chair of the Committee I can confirm that the Committee’s
main responsibilities during the year and how it fulfilled them is
set out below:
1. To review the Company’s half year and annual financial
statements together with announcements and other
filings relating to the financial performance of the
Company. In particular, the Committee considered
whether the Financial Statements were fair, balanced
and understandable, allowing Shareholders to assess the
Company’s strategy, investment policy, business model,
financial performance and financial position at each
period end.
2. To review the risk management and internal control
processes the Committee reviewed the effectiveness of
the Company’s risk management and internal control
framework, including those operated by its key service
providers. This included assessment of the Anti-Bribery
and Corruption Policy and a full review of the risk register.
During the year, the Committee also undertook a
detailed exercise to identify and assess the Company’s
material controls in line with the AIC Code of Corporate
Governance. This involved mapping the key financial,
operational, reporting and compliance controls to the
principal risks and evaluating their effectiveness based
on evidence from service provider assurance reports
and compliance monitoring. No material weaknesses
were identified, and the Committee concluded that the
Company’s internal control framework operated effectively
throughout the year.
3. To ensure compliance with Section 1158 of the
Corporation Tax Act 2010. The Committee obtained
confirmation from Frostrow that the Company continues to
meet the regulatory requirements.
4. To agree the scope of the Auditors’ work and their
remuneration. The Committee review their independence
and the effectiveness of the audit process.
5. To consider any non-audit work to be carried out by the
Auditors. The Committee reviews the need for non-audit
services in accordance with the Company’s non-audit
services policy.
6. To consider the need for putting the audit out to tender.
The Company is required to carry out a tender every
tenyears.
Based on these requirements, another tender process will
be required in 2032. The Committee will, however, continue
to consider annually the need to go to tender for audit
quality, remuneration or independence reasons.
MEETINGS
The Committee held four meetings during the financial
year and meeting attendance is shown on page 52.
Representatives of Frostrow acting as AIFM attended each
of the Committee’s meetings and reported on the proper
conduct of business in accordance with the regulatory
environment in which the Company and the AIFM operate.
The Committee also met the Auditors twice during the
year and once, following completion of the audit, without
representatives of the AIFM being present.
66
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
AUDIT COMMITTEE REPORT – CONTINUED
Internal Controls and Risk Management
The Directors have identified(StrategicReportpages 26
to 30) sixmain areas of risk and have identified the actions to
evaluate and manage the specific risks in those six areas:
• Corporate Strategy;
• Investment Strategy and Activity;
• Shareholder Relations and Corporate Governance;
• Operational;
• Financial; and
• Accounting, Legal and Regulatory.
The Committee reviews the various actions taken and satisfies
itself that they are sufficient: in particular the Committee
reviews the Company’s schedule of key risks at each meeting
and agrees amendments to both risks and mitigating actions
if necessary.
In preparation for the Audit Committee meeting held in
September 2025, the Committee reviewed the key risks
identified by its peer group against the Company’s existing
principal risks. During the Audit Committee meeting the
Committee was invited to consider the risks identified by
other members of the Company’s peer group and whether
these should be added to the Company’s risk register, and if
so, consider the appropriate scoring to be applied. As a result
of this exercise the Company’s existing risks were broadened
to include the new emerging risk factors that were identified
by the Committee: further information can be found in the
Strategic Report on page 30.
The Board is responsible for the Company’s risk management
and internal control systems and for reviewing their
effectiveness. Operational responsibility is delegated to the
Audit Committee. A description of the principal risks facing
the Company and an explanation of how they are managed
is provided in the Strategic Report on pages 26 to 30. The
Directors have a robust process for identifying, evaluating
and managing the risks faced by the Company, including
emerging risks, which are recorded in a risk schedule. The
Committee reviewed the risk schedule at each of its three
meetings during the year. The Audit Committee, on behalf
of the Board, assessed the likelihood of occurrence and the
possible impact of each risk. The Committee then recorded
the mitigating controls in place.
SIGNIFICANT MATTERS CONSIDERED BY THE AUDIT COMMITTEE AND THE BOARD DURING THE YEAR
SIGNIFICANT REPORTING MATTER HOW THE ISSUE WAS ADDRESSED
Risk assessment of Fraudulent
Activity
The Committee once again reviewed the impact of the risk of fraudulent activity. Following an assessment
and identification of types of fraud that the Company could be exposed to, it was agreed that the
Company’s key service providers had adequate, robust controls in place to mitigate the event of any
fraudulent activity.
Risk assessment of Climate Change The Committee reviewed an assessment of the impact of climate change and the weighted average
carbon intensity of the portfolio companies. The Committee noted the key topics of engagement
undertaken by Lindsell Train with each of the portfolio companies and that the assessment identified that
the Company has a significantly lower weighted average carbon intensity than its comparable benchmark.
Please refer to pages 36 and 37 for further information.
Audit Regulation The Committee has not had to consider any new audit regulations in the past year. It has, however, taken
note of reporting guidance and thematic reviews published by the FRC and determined how to apply any
relevant best practice to the Company’s reporting.
The Committee has noted, in particular, the publication by the FRC of the Minimum Standard for Audit
Committees and the revised UK Corporate Governance Code and AIC Corporate Governance Code.
The Minimum Standard will apply to the Company on a comply or explain basis as it is included by reference
in the new UK Corporate Governance Code. The Committee will seek to comply with the Standard as far as it
is appropriate for an externally-managed investment company to do so.
During the year the Committee received an update from Deloitte on corporate governance developments to
assist the Company in its development of its response to the new internal control requirements effective from
1January 2026.
Material Controls Following the introduction of new corporate governance regulations, the Board has undertaken a
comprehensive review of the Company’s material controls to ensure alignment with the updated
requirements. This review assessed the effectiveness of existing systems and identified areas for
enhancement. As a result, the Board has developed and approved an implementation plan to strengthen
governance practices and ensure ongoing compliance. Progress against this plan will be monitored
regularly and reported to shareholders as appropriate.
UK Corporate Governance Code
2025, Provision 25: necessity of an
Internal Audit function
In light of the relative simplicity of the operations and the use of independent external consultants,
who report directly to the Committee, to advise on regulatory compliance and adherence to internal
procedures, it was concluded that no internal audit function was required.
These matters were discussed by the Committee; any recommendations were fully considered and recommendations were
then made to the Board.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
67
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
As an externally managed investment trust, the Company is
reliant on the operational systems of its service providers and
this is reflected in the Company’s internal controls structure,
which is summarised on page 56. The Company’s internal
controls are designed to manage and mitigate against
financial, investment, reporting, compliance and governance
risks. As such, the controls aim to ensure that, inter alia:
• the assets of the Company are safeguarded;
• proper accounting records are kept;
• the Company’s financial information is reliable and clearly
communicated to shareholders;
• there is an effective governance and oversight system in
place;
• the Manager complies with the Company’s investment
policy; and
• the Company complies with all legal and regulatory
requirements.
Internal control systems are designed to manage, rather than
eliminate, the risk of failure to achieve the Company’s strategic
objectives and can provide only reasonable and not absolute
assurance against material misstatement or loss.
The Board and the Committee monitored the Company’s risk
management and internal control framework throughout the
year via regular reviews of reports from the principal service
providers, as set out on page 56.
During the year, the Committee reviewed and updated its
schedule of key risks and internal controls to ensure continued
relevance and effectiveness.
In addition, each principal service provider provided
confirmation that there had been no material changes in
their internal controls between the date of their internal
controls report and the date of this report. In light of the new
audit regulation, the Board is satisfied that the oversight
and assurance processes in place continue to provide an
appropriate level of assurance regarding the effectiveness of
the Company’s internal control environment.
Following its annual review of the internal controls
environment, the Committee concluded that the material
controls had operated effectively throughout the year;
there were no changes to the Company’s risk management
processes during the year and no significant failings or
weaknesses in the internal controls framework were identified.
Accordingly, the Committee is satisfied that appropriate and
effective systems have been in place for the year under review
and up to the date of approval of this report.
ANNUAL REPORT AND FINANCIAL STATEMENTS
The Annual Report and the Financial Statements as a whole
are the responsibility of the Board. The Directors’ Responsibility
Statement is contained on page 58. The Board looks to
the Committee to advise them in relation to the Financial
Statements both as regards their form and content, and on
any specific areas requiring judgement.
Although the Committee did not identify any significant
issues as part of its review of the Annual Report and Financial
Statements, it paid particular attention to:
Accounting Policies
The accounting policies, as set out on pages 82 to 97, have
been applied throughout the year. In light of there being
no unusual transactions during the year or other possible
reasons, the Committee found no cause to change any of
thepolicies.
Existence of investments
During the year the Committee met with representatives of
the Depositary who provided reassurance concerning the
safekeeping of the Company’s investments.
Going Concern
The Audit Committee, at the request of the Board, considered
the ability of the Company to adopt the going concern
basis for the preparation of the Financial Statements. Having
reviewed the Company’s financial position, the Committee
is satisfied that it is appropriate for the Board to prepare
the Financial Statements for the year ended 30 September
2025 on a going concern basis. The Committee’s review of
the Company’s financial position included consideration of
the cash and cash equivalents position of the Company, the
diversification of the portfolio, and the analysis of portfolio
liquidity, which estimated a liquidation of c.67.0% of the
portfolio within seven trading days (based on current market
volumes). Stress testing and reverse stress testing were
completed to determine the appropriateness of preparing the
Financial Statements on a going concern basis.
This year the Company’s Shareholders are asked to vote
for the continuation of the Company and this will be put to
shareholders at this year’s AGM. The Board has recommended
that shareholders vote in favour of the continuation of the
Company and believes it is reasonable to expect that the vote
will pass. Furthermore, the result of the continuation vote will not
affect the Company’s ability to meet its liabilities as they fall due.
Interest in unquoted investment
The Committee reviewed the valuation methodology of the
Company’s partnership interest in Frostrow Capital LLP. The
valuation, based upon a multiple of earnings, was accepted.
68
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
GOVERNANCE
AUDIT COMMITTEE REPORT – CONTINUED
Internal audit
Since the Company delegates its day to day operations to
third parties and has no employees, the Committee again
determined that there is no requirement for an internal audit
function.
Long-Term Viability
The Committee considered, on behalf of the Board, the
longer-term viability of the Company in connection with the
Board’s statement (see page 30). The Committee reviewed
the Company’s financial position (including its cash flows and
liquidity position), the principal risks and uncertainties and the
results of stress tests. The stress tests considered the impact
of one or more of the key risks crystallising and then modelled
the impact on the portfolio. The results demonstrated the
impact on the Company’s NAV, its expenses and its ability to
meet its liabilities.
In even the most stressed scenario, the Company was
shown to have sufficient cash, or to be able to liquidate a
sufficient portion of its listed holdings, in order to be able to
meet its liabilities as they fall due. Based on these results the
Committee concluded it was reasonable for the Board to
expect that the Company will be able to continue in operation
and meet its liabilities as they fall due over the next five
financial years.
Recognition of Income from Investments
The Committee received assurance that all dividends
receivable, including special dividends, had been accounted
for appropriately.
Review of Disclosure and Communication
The Committee reviews whether it is following best practice in
its disclosure and whether it is communicating clearly. In order
to do this, the Committee receives reports on current and
future changes to regulatory and accounting reporting from
the Company Secretary and Auditors.
During the year the Committee reviewed the Annual Report in
order to refresh the format and content to ensure it continues
to be informative to readers.
Valuation of Investments
The Committee reviewed the robustness of the AIFM’s
processes in place for recording investment transactions as
well as ensuring the valuation of investments is in accordance
with the adopted accounting policies as detailed within
Frostrow’s independent controls report.
EXTERNAL AUDITORS
Meetings
The nature and scope of the 2025 audit, together with Deloitte
audit plan, were reviewed by the Committee on 20 May 2025.
I met with the Engagement Leader, Michael Caullay, and the
Audit Manager on 11 November 2025 to discuss the audit and
the draft 2024 Annual Report and Financial Statements. The
Committee then met them on 25 November 2024 to review
the outcome of the audit.
Details of the fees paid to the Auditors for audit services are
set out in note 4 to the Financial Statements on page 86.
Independence and Effectiveness
The Audit Committee has established formal and transparent
policies and procedures to ensure the independence and
effectiveness of the external audit function and to satisfy itself
on the integrity of the Company’s financial and narrative
statements.
During the year the Committee reviewed:
• the senior audit personnel assigned to the audit plan,
• the Auditors’ arrangements for managing potential
conflicts of interest,
• the Auditors’ formal statement of independence under
applicable regulations and professional standards,
• and the scope and nature of any non-audit services to
ensure compliance with the Company’s policy and the
FRC’s Ethical Standard.
To assess audit effectiveness the Committee considered:
• the fulfilment of the agreed audit plan,
• the audit findings and final report,
• and feedback from the AIFM on the conduct and quality of
the audit.
The Committee was satisfied with the Auditors’ independence,
the effectiveness of the audit process and the professional
scepticism applied. The Board seeks to present a fair,
balanced and understandable assessment of the Company’s
position and prospects through rigorous review of financial
and narrative disclosures and challenge of key reporting
judgements.
The Committee monitors the level of non-audit work carried
out by the Auditors and seeks assurances from the Auditors
that they maintain suitable policies and processes ensuring
independence, and monitor compliance with the relevant
regulatory requirements on an annual basis. No non-audit
work was carried out by the Auditors during the year.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCE
STRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
69
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
The Company does not allow any non-audit services
permitted under the 70% fee cap set out in the FRC’s 2019
ethical standard.
Audit Process
Mr Michael Caullay was the audit partner for the financial year
under review and he has confirmed Deloitte LLP’s willingness to
continue to act as Auditor to the Company for the forthcoming
financial year. Deloitte LLP’s re-appointment is subject to
shareholder approval at the next Annual General Meeting to
be held in January 2026. Details can be found in the Notice of
Annual General Meeting.
As a public company listed on the London Stock Exchange,
the Company is subject to mandatory auditor rotation
requirements. Based on these requirements, another tender
process will be required in 2032. The Committee will, however,
continue to consider annually the need to go to tender for
audit quality, remuneration or independence reasons.
The Auditor is required to change the Partner responsible for
the audit affairs of the Company at least every five years. In
accordance with this legislation, Mr Caullay will be replaced at
the conclusion of the 2028 audit.
Independent Auditors’ Remuneration
The Committee approved an unchanged fee of £60,000
(excluding VAT) for the audit of the year ended 30 September
2025 (2024: £60,000 (excluding VAT)).
The Committee believes that the fee is in line with audit fees
payable for the investment company sector and is reflective
of the level of work required to carry out a robust audit.
Committee Effectiveness
As part of the evaluation process, the Board undertook an
evaluation of the Audit Committee’s effectiveness during
October and November 2025. The Board confirmed that the
Audit Committee had conducted its affairs in accordance
with its terms of reference. The Board considers that the Audit
Committee’s approach is comprehensive and appropriate,
that it focuses on the right issues and is managed well.
Sandra Kelly, ACA
Chair of the Audit Committee
2 December 2025
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
INDEPENDENT AUDITORS’ REPORT
Independent Auditors’ Report
To the Members of Finsbury Growth & Income Trust Plc
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
OPINION
In our opinion the financial statements of Finsbury Growth & Income Trust PLC (the ‘Company’):
• give a true and fair view of the state of the Company’s affairs as at 30 September 2025 and of its return for the year then
ended;
• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial
Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” and the Statement of
Recommended Practice issued by the Association of Investment Companies in July 2022 “Financial Statements of Investment
Trust Companies and Venture Capital Trusts”; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
• the income statement;
• the statement of changes in equity;
• the statement of financial position;
• the statement of cash flows; and
• the related notes 1 to 20.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting
Standards, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of
Ireland” (United Kingdom Generally Accepted Accounting Practice) and the Statement of Recommended Practice issued by the
Association of Investment Companies (“SORP”) in July 2022 “Financial Statements of Investment Trust Companies and Venture
Capital Trusts”.
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 are 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 Financial Reporting Council’s (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. We confirm that we have
not provided any non-audit services prohibited by the FRC’s Ethical Standard to the Company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
FURTHER
INFORMATION
INDEPENDENT
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FINANCIAL
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GOVERNANCESTRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
SUMMARY OF OUR AUDIT APPROACH
Key audit matters
The key audit matter that we identified in the current year was valuation and existence of listed
investments.
Within this report, key audit matter is identified as follows:
Similar level of risk
Materiality
The materiality that we used in the current year was £12.27m which was determined on the basis
of 1% of net assets.
Scoping
We performed our audit scoping based upon quantitative and qualitative risk assessment
factors for each account balance recorded as at 30 September 2025.
Significant changes in our approach
There have been no significant changes to our audit approach in the current year.
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:
• Considering as part of our risk assessment the nature of the Company, its business model and related risks, the requirements
of the applicable financial reporting framework and the system of internal control;
• Assessing the underlying data and appropriateness of key assumptions used to make the going concern assessment,
including assessment of the accuracy of forecasts and evaluation of the Directors’ plans for future actions in relation to their
going concern assessment;
• Assessing the liquidity and ability of the Investment Manager to trade in the investment portfolio to cover operational
expenditure as appropriate; and
• Assessing the appropriateness of the going concern disclosure in note 1(A) to the financial statements.
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 reporting on how the company 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.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF FINSBURY GROWTH & INCOME TRUST PLC – CONTINUED
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. These matters included 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.
Valuation and existence of listed investments
Key audit matter description The listed investments of the company of £1,248m (2024: £1,590m) make up 98.95% (2024:
98.43%) of total assets of the company at 30 September 2025.
There is a risk that the listed investments may not be valued correctly or may not represent the
assets of the Company. Given the nature and size of the balance and its importance to the
Company, we have considered that there is a potential risk of fraud in this area.
See the accounting policy in note 1(B) of the Financial Statements and also note 10 of the
Financial Statements.
How the scope of our audit responded
to the key audit matter
We performed the following procedures to address the key audit matter identified:
• Obtained an understanding of relevant controls in place over the existence and valuation of
listed investments;
• Agreed 100% of the Company’s listed investment portfolio at the year end to confirmations
received directly from the Company’s depository;
• Agreed 100% of the bid prices of listed investments on the investment ledger at the year end
to closing bid prices published by an independent pricing source; and
• Assessed the completeness and appropriateness of disclosures in relation to fair value
measurements and liquidity risk.
Key observations
Based on the work performed, we concluded that the valuation and existence of listed
investments are appropriate.
OUR APPLICATION OF MATERIALITY
Materiality
We define materiality as the magnitude of misstatement in the Financial Statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope
of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the Financial Statements as a whole as follows:
Materiality £12.27m (2024: £15.82m)
Basis for determining materiality
1% of net assets (2024: 1% of net assets)
Rationale for the benchmark applied
We have used net assets as our materiality benchmark as we consider it to be the most relevant
indicator of the Company’s performance for the users of the Financial Statements, as well as
being a key driver of shareholder value.
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCESTRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
73
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Net assets
£1,227m
Materiality
£12.27m
Audit committee reporting threshold
£0.61m
Materiality
Net assets
Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the Financial Statements as a whole. Performance materiality was set at
70% of materiality for the 2025 audit (2024: 70%). In determining performance materiality, we considered the following factors:
a. The Company’s structure and operating model.
b. The continuity in place within the business from the previous year with both management and the administrator.
c. The lack of changes to accounting policies during the current period which would require significant judgement.
d. Our experience from prior period audits, where there has not been a history of uncorrected misstatements or controls
deficiencies.
e. The quality of the control environment and whether we were able to rely on controls.
Error reporting threshold
We agreed with the Audit committee that we would report to the Committee all audit differences in excess of £0.61m (2024:
£0.79m), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to
the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the Financial Statements.
AN OVERVIEW OF THE SCOPE OF OUR AUDIT
Scoping
Our audit scope was determined by obtaining an understanding of the Company and its environment, including internal controls,
and assessing the risks of material misstatement. Audit work to respond to the risks of material misstatement was performed
directly by the audit engagement team.
Our consideration of the control environment
In assessing the Company’s control environment, we considered controls in place at the company’s service organisation
which acts as administrator. As part of this, we reviewed the System and Organisation Controls (SOC 1) Report of the service
organisation, specifically the controls in respect of the valuation and existence of listed investments. We also reviewed the SOC1
report in respect of general IT controls. Further, we obtained an understanding of relevant business processes and controls that
address the risk of material misstatement in financial reporting.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Our consideration of climate-related risks
In planning our audit, we have considered the potential impact of climate change on the business and its financial statements.
The Company continues to develop its model for assessing and assigning an ESG score on existing and potential investments
based on assessment of the potential impacts of environmental, social and governance (“ESG”) related risks, including climate
change, as outlined on pages 36 and 37 of the Annual Report. As a part of our audit, we obtained an understanding of the entity’s
process of identifying climate-related risks and the impact on the Company’s Financial Statements. We have read the climate
related disclosures in the Annual Report to consider whether they are materially consistent with the Financial Statements and our
knowledge obtained in the audit.
OTHER INFORMATION
The other information comprises the information included in the Annual Report, other than the Financial Statements and our
auditor’s report thereon. The Directors are responsible for the other information contained within the Annual Report.
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.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the Directors’ Responsibilities Statement, 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.
A further description of our responsibilities for the audit of the Financial Statements is located on the FRC’s website at: www.frc.org.
uk/auditorsresponsibilities. This description forms part of our auditor’s report.
EXTENT TO WHICH THE AUDIT WAS CONSIDERED 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.
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF FINSBURY GROWTH & INCOME TRUST PLC – CONTINUED
FURTHER
INFORMATION
INDEPENDENT
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FINANCIAL
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FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with
laws and regulations, we considered the following:
• the nature of the industry and sector, control environment and business performance including the design of the Company’s
remuneration policies, key drivers for Directors’ remuneration, bonus levels and performance targets;
• results of our enquiries of management, the Directors and the Audit Committee about their own identification and assessment
of the risks of irregularities, including those that are specific to the Company’s sector;
• any matters we identified having obtained and reviewed the Company’s documentation of their policies and procedures
relating to:
o identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-
compliance;
o detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged
fraud; and
o the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations.
• the matters discussed among the audit engagement team and relevant internal specialists, including tax, IT, and financial
instrument specialists regarding how and where fraud might occur in the Financial Statements and any potential indicators of
fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud
and identified the greatest potential for fraud in the following area: valuation and existence of listed investments. In common with
all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory framework that the Company operates in, focusing on provisions
of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the Financial
Statements. The key laws and regulations we considered in this context included the UK Companies Act, UK Listing Rules and
Investment Trust Tax Legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the Financial Statements
but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
Audit response to risks identified
As a result of performing the above, we identified the valuation and existence of listed investments as a key audit matter related
to the potential risk of fraud. The key audit matters section of our report explains the matter in more detail and also describes the
specific procedures we performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks identified included the following:
• reviewing the Financial Statement disclosures and testing to supporting documentation to assess compliance with provisions
of relevant laws and regulations described as having a direct effect on the Financial Statements;
• enquiring of management and the Audit Committee concerning actual and potential litigation and claims;
• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material
misstatement due to fraud;
• reading minutes of meetings of those charged with governance; and
• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and
other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential
bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of
business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members
including internal specialists and remained alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Report on other legal and regulatory requirements
OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
In our opinion the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the
Companies Act 2006.
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 any material misstatements in the Strategic Report or the Directors’ Report.
CORPORATE GOVERNANCE STATEMENT
The 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 and our knowledge obtained during the audit:
• 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 50;
• the Directors’ explanation as to its assessment of the Company’s prospects, the period this assessment covers and why the
period is appropriate set out on page 30;
• the Directors’ statement on fair, balanced and understandable set out on page 58;
• the board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on pages 26
to 30;
• the section of the Annual Report that describes the review of effectiveness of risk management and internal control systems
set out on pages 66 and 67; and
• the section describing the work of the Audit Committee set out on pages 65 to 69.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not received all the information and explanations we require for our audit; or
• 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 are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of Directors’ remuneration have
not been made or the part of the Directors’ Remuneration Report to be audited is not in agreement with the accounting records
and returns.
We have nothing to report in respect of these matters.
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF FINSBURY GROWTH & INCOME TRUST PLC – CONTINUED
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCESTRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
OTHER MATTERS WHICH WE ARE REQUIRED TO ADDRESS
Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by the Board of Directors on 1 May 2024 to audit the
financial statements for the year ending 30 September 2024 and subsequent financial periods. The period of total uninterrupted
engagement including previous renewals and reappointments of the firm is 2 years, covering the years ending 30 September
2024 to 30 September 2025.
Consistency of the audit report with the additional report to the Audit committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance with
ISAs (UK).
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.
Michael Caullay (Senior Statutory Auditor)
for and on behalf of Deloitte LLP
Statutory Auditor
Glasgow, United Kingdom
2 December 2025
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
Income Statement
for the year ended 30 September 2025
YEAR ENDED 30 SEPTEMBER 2025 YEAR ENDED 30 SEPTEMBER 2024
NOTE
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
(Losses)/gains on investments at fair value
through profit or loss 9 - (34,706) (34,706) – 78,006 78,006
Currency translations - (12) (12) – (185) (185)
Income 2 31,476 - 31,476 43,160 – 43,160
AIFM and portfolio management fees 3 (1,921) (5,765) (7,686) (2,260) (6,781) (9,041)
Other expenses 4 (1,148) - (1,148) (1,184) (126) (1,310)
Return/(loss) before finance charges and
taxation 28,407 (40,483) (12,076) 39,716 70,914 110,630
Finance charges 5 (455) (1,364) (1,819) (556) (1,667) (2,223)
Return/(loss) before taxation 27,952 (41,847) (13,895) 39,160 69,247 108,407
Taxation on ordinary activities 6 10 - 10 (229) – (229)
Return/(loss) aftertaxation 27,962 (41,847) (13,885) 38,931 69,247 108,178
Return/(loss) per share – basic and
diluted 7 18.9p (28.3)p (9.4)p 20.8p 36.9p 57.7p
The “Total” column of this statement represents the Company’s income statement.
The “Revenue” and “Capital“ columns are supplementary to this and are prepared under guidance published by the Association
of Investment Companies (“AIC“).
All items in the above statement derive from continuing operations.
The Company had no recognised gains or losses other than those declared in the Income Statement; therefore no separate
Statement of Comprehensive Income has been presented.
The notes on pages 82 to 97 form part of these Financial Statements.
FURTHER
INFORMATION
INDEPENDENT
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FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCESTRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Statement of Changes in Equity
for the year ended 30 September 2025
NOTE
CALLED UP
SHARE
CAPITAL
£’000
SHARE
PREMIUM
ACCOUNT
£’000
SPECIAL
DISTRIBUTABLE
RESERVE
£’000
CAPITAL
REDEMPTION
RESERVE
£’000
CAPITAL
RESERVE
£’000
REVENUE
RESERVE
£’000
TOTAL
SHAREHOLDERS’
FUNDS
£’000
At 1 October 2024 56,248 – 1,050,008 3,453 412,490 59,969 1,582,168
Net (loss)/return for the year – – – – (41,847) 27,962 (13,885)
Second interim dividend
(10.8p per share)
for the year ended
30September 2024 8 – – – – – (18,097) (18,097)
First interim dividend
(8.8pper share)
for the year ended
30September 2025 8 – – – – – (12,780) (12,780)
Repurchase of shares into
Treasury 13 – – (309,666) – – – (309,666)
At 30 September 2025 56,248 - 740,342 3,453 370,643 57,054 1,227,740
NOTE
CALLED UP
SHARE
CAPITAL
£’000
SHARE
PREMIUM
ACCOUNT
£’000
SPECIAL
DISTRIBUTABLE
RESERVE
£’000
CAPITAL
REDEMPTION
RESERVE
£’000
CAPITAL
RESERVE
£’000
REVENUE
RESERVE
£’000
TOTAL
SHAREHOLDERS’
FUNDS
£’000
At 1 October 2023 56,248 1,099,847 – 3,453 604,212 58,969 1,822,729
Net return for the year – – – – 69,247 38,931 108,178
Second interim dividend
(10.5p per share)
for the year ended
30September 2023 8 – – – – – (21,454) (21,454)
First interim dividend
(8.8pper share)
for the year ended
30September 2024 8 – – – – – (16,477) (16,477)
Transfer to special reserve
account – (1,099,847) – – – – (1,099,847)
Transfer from share
premium account – – 1,099,847 – – – 1,099,847
Repurchase of shares into
Treasury 13 – – (49,839) – (260,969) – (310,808)
At 30 September 2024 56,248 – 1,050,008 3,453 412,490 59,969 1,582,168
On 7 August 2024 the Company’s Share Premium Account was cancelled and a new Special Distributable Reserve was created. See
Note 1(J) on page 84 for further details.
The notes on pages 82 to 97 form part of these Financial Statements.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTE
2025
£’000
2024
£’000
Fixed assets
Investments held at fair value through profit or loss 9 1,251,015 1,593,218
Current assets
Debtors 10 5,387 7,509
Cash at bank 5,110 14,639
10,497 22,148
Current liabilities
Creditors: amounts falling due within one year 11 (4,572) (3,998)
Bank loan 12 (29,200) –
(33,772) (3,998)
Net current (liabilities)/assets (23,275) 18,150
Total assets less current liabilities 1,227,740 1,611,368
Creditors: amount falling due after more than one year
Bank loan – (29,200)
Net assets 1,227,740 1,582,168
Capital and reserves
Called up share capital 13 56,248 56,248
Special distributable reserve 740,342 1,050,008
Capital redemption reserve 3,453 3,453
Capital reserve 370,643 412,490
Revenue reserve 57,054 59,969
Total Shareholders’ funds 1,227,740 1,582,168
Net asset value per share 15 923.0p 943.4p
The Financial Statements on pages 78 to 97 were approved by the Board of Directors on 2 December 2025 and were signed on its
behalf by:
Pars Purewal
Chairman
The notes on pages 82 to 97 form part of these Financial Statements.
Company Registration Number SC013958 (Registered in Scotland)
Statement of Financial Position
as at 30 September 2025
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTSGOVERNANCESTRATEGIC REPORT
GOVERNANCESTRATEGIC REPORT
FURTHER
INFORMATION
INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
NOTE
2025
£’000
2024
£’000
Net cash inflow from operating activities 18 25,894 33,805
Investing activities
Purchase of investments (129,988) (123,825)
Sale of investments 436,180 445,464
Other capital receipts 10 –
Net cash inflow from investing activities 306,202 321,639
Financing activities
Dividends paid (30,877) (37,931)
Repurchase of shares into Treasury (308,917) (310,392)
Interest paid (1,819) (2,223)
Repayment of loans – (7,500)
Net cash outflow from financing activities (341,613) (358,046)
Decrease in cash and cash equivalents (9,517) (2,602)
Currency transactions (12) (185)
Cash at bank at the beginning of the financial year 14,639 17,426
Cash at bank at the end of the financial year 5,110 14,639
Reconciliation of net debt
2025
£’000
2024
£’000
Cash at bank 5,110 14,639
Borrowings (29,200) (29,200)
Net debt (24,090) (14,561)
Statement of Cash Flows
for the year ended 30 September 2025
The notes on pages 82 to 97 form part of these Financial Statements.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS
1. Accounting Policies
The Company is a public limited company (PLC) incorporated in the United Kingdom, with registered office at 50 Lothian Road,
Festival Square, Edinburgh EH3 9WJ.
The principal accounting policies, all of which have been applied consistently throughout the year in the preparation of these
Financial Statements, are set out below:
(A) BASIS OF PREPARATION
The Financial Statements have been prepared in accordance with UK Generally Accepted Accounting Practice (GAAP) under
UK and Republic of Ireland Company Law, FRS 102 ‘The Financial Reporting Standard applicable in the UK, the Statement of
Recommended Practice (SORP) for “Financial Statements of Investment Trust Companies and Venture Capital Trusts” issued
by the Association of Investment Companies in July 2022 and the Companies Act 2006 under the historical cost convention as
modified by the valuation of investments at fair value through profit or loss.
The Financial Statements have been prepared on a going concern basis. The disclosure on going concern on page 58 in the
Statement of Directors' Responsibilities forms part of these Financial Statements.
Presentation of the Income Statement
In order to reflect better the activities of an investment trust company and in accordance with the SORP, supplementary
information which analyses the Income Statement between items of a revenue and capital nature has been presented alongside
the Income Statement. The net revenue return is the measure the Directors believe appropriate in assessing the Company’s
compliance with certain requirements set out in Sections 1158 and 1159 of the Corporation Tax Act 2010.
Significant Judgements and Critical Sources of Estimation Uncertainties
There were no significant judgements or critical estimates reported during the financial year ended 30 September 2025
(2024:none).
(B) INVESTMENTS HELD AT FAIR VALUE THROUGH PROFIT OR LOSS
Investments are measured under FRS 102, sections 11 and 12 and are measured initially, and at subsequent reporting dates, at fair
value.
Changes in the fair value of investments and gains and losses on disposal are recognised in the Income Statement as a capital
item. The Company manages and evaluates the performance of these investments on a fair value basis in accordance with its
investment strategy, and information about the investments is provided internally on this basis to the Board. Fair value for quoted
investments is deemed to be bid market prices, or last traded price, depending on the convention of the stock exchange on which
they are quoted.
In estimating the fair value of unquoted investments, the AIFM and Board apply valuation techniques which are appropriate in
light of the nature, facts and circumstances of the investment and use judgement and assumptions and apply these consistently.
All purchases and sales of investments are accounted for on a trade date basis.
The Company’s policy is to expense transaction costs on acquisition/disposal through the gains on investment at fair value
through profit or loss. The total of such expenses, showing the total amounts included in disposals and acquisitions, is disclosed in
note 9 on page 90.
(C) INCOME
Dividends receivable from equity shares are recognised in Revenue on an ex-dividend basis except where, in the opinion of
the Board, the dividend is capital in nature, in which case it is included in Capital. Overseas dividends are stated gross of any
withholding tax.
When the Company has elected to receive scrip dividends in the form of additional shares rather than cash, the amount of cash
dividend foregone is recognised in Revenue.
Fixed returns on non-equity shares are recognised on a time apportionment basis.
Notes to the Financial Statements
for the year ended 30 September 2025
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Special dividends: In deciding whether a dividend should be regarded as a Capital or Revenue receipt, the Company reviews all
relevant information as to the reasons for and sources of the dividend on a case by case basis depending upon the nature of
the receipt. Special dividends of a revenue nature are recognised through the Revenue column of the Income Statement. Special
Dividends of a capital nature are recognised through the Capital column of the Income Statement.
The limited liability partnership (LLP) profit share is recognised in the financial statements when the entitlement to the income
is established, following the conclusion of the partnership's annual audit. Deposit interest receivable is taken to Revenue on an
accruals basis.
(D) DIVIDENDS PAYABLE
Dividends paid by the Company are recognised in the Financial Statements and are shown in the Statement of Changes in Equity
in the period in which they became legally binding, which in the case of an interim dividend is the point at which it is paid and for
a final dividend when it is approved by Shareholders in line with the ICAEW Tech Release 02/17BL.
(E) EXPENDITURE AND FINANCE CHARGES
All the expense and finance costs are accounted for on an accruals basis. Expenses are charged through the Revenue column of
the Income Statement except as follows:
(1) expenses which are incidental to the acquisition or disposal of an investment are treated as part of the cost or deducted from
proceeds of that investment (as explained in 1(B) above);
(2) expenses are taken to the Capital reserve via the Capital column of the Income Statement, where a connection with the
maintenance or enhancement of the value of the investments can be demonstrated. In line with the Board's expected
long-term split of returns, 75% of the portfolio management fee, AIFM fee and finance costs are taken to the Capital reserve
and the balance to the Revenue reserve.
(F) TAXATION
Dividend income received by the Company may be subject to withholding tax imposed in the country of origin. The tax charges
shown in the Income Statement relates to overseas withholding tax on dividend income.
Current tax is provided at the amounts expected to be paid or recovered.
Deferred taxation is provided on all timing differences that have originated but not been reversed by the Statement of Financial
Position date other than those differences regarded as permanent. This is subject to deferred tax assets only being recognised if it
is considered more likely than not that there will be suitable profits from which the reversal of timing differences can be deducted.
Any liability to deferred tax is provided for at the rate of tax enacted or substantially enacted.
(G) FOREIGN CURRENCY
Transactions recorded in overseas currencies during the year are translated into sterling at the exchange rates ruling at the
date of the transaction. Assets and liabilities denominated in overseas currencies at the Statement of Financial Position date are
translated into sterling at the exchange rate ruling at that date. Profits or losses on the translation of foreign currency balances,
whether realised or unrealised are credited or debited to the Revenue or Capital column of the Income Statement depending on
whether the gain or loss is of a revenue or capital nature.
(H) CASH AT BANK
Cash at bank and demand deposits readily convertible to known amounts of cash and subject to insignificant risk of changes in
value are defined as cash.
(I) BANK LOAN
Bank loans are initially recognised at fair value, net of transaction costs incurred. Bank loans are subsequently measured at
amortised cost. The loan amounts falling due for repayment within one year are included under current liabilities in the Statement
of Financial Position and the loan amounts falling due after one year are included under “Creditors: amounts falling due after
more than one year” in the Statement of Financial Position.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
1. Accounting Policies – Continued
(J) REPURCHASE OF SHARES FOR CANCELLATION OR TO HOLD IN TREASURY
The cost of repurchasing ordinary shares (for cancellation or to hold in Treasury) including the related stamp duty and
transaction cost is charged to the Special Distributable Reserve account, and dealt with in the Statement of Changes in Equity.
Share repurchase transactions are accounted for on a trade date basis.
With effect from 7 August 2024, the date in which the Company’s Share Premium account was cancelled, all shares bought back
to be held in Treasury have been charged to the Special Distributable Reserve. Prior to this date all Shares cancelled were charged
to the Capital Reserve account.
Where shares are cancelled (or are subsequently cancelled having previously been held in Treasury), the nominal value of those
shares is transferred out of ‘Called up share capital’ and into the ‘Capital redemption reserve’.
Should shares held in Treasury be reissued, the sales proceeds will be treated as a realised capital profit up to the amount of the
purchase price of those shares and will be transferred to capital reserves. The excess of the sales proceeds over the purchase
price will be transferred to ‘Share premium’.
(K) OPERATING SEGMENTS
The Company defines operating segments and segment performance in the financial statements based on information used by
the Board of Directors which is considered the Chief Operating Decision Maker
^
. The Directors are of the opinion that the Company
is engaged in a single segment of business, being the investments business. The results published in this Annual Report therefore
correspond to this sole operating segment.
(L) NATURE AND PURPOSE OF RESERVES
Capital Redemption Reserve
This reserve arose when ordinary shares were bought by the Company and subsequently cancelled, at which point the amount equal
to the par value of the ordinary share capital was transferred from the ordinary share capital to the Capital Redemption reserve.
Capital Reserve
This reserve reflects any:
• gains or losses on the disposal of investments;
• exchange differences of a capital nature;
• increases and decreases in the fair value of investments which have been recognised in the capital column of the Income
Statement;
• expenses which are capital in nature as disclosed in note 1(E); and
• excess of the purchase price over the nominal value of shares which have been bought back by the Company for
cancellation or to be held in Treasury. See note 1(J) above for further details.
Following amendments to the Company’s Articles of Association in 2015, this reserve can be used to distribute certain capital
profits by way of dividend.
Special Distributable Reserve
This reserve was created upon the cancellation of the Share Premium Account on 7 August 2024; it is distributable and is used to
fund any repurchases of the Company’s own shares.
Revenue Reserve
This reserve reflects all income and expenditure which are recognised in the revenue column of the Income Statement and may
be distributable by way of dividend.
^ See glossary of terms on page pages 98 to 102.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
When making a distribution to Shareholders, the Directors determine profits available for distribution by reference to ‘Guidance
on realised and distributable profits under the Companies Act 2006’ issued by the Institute of Chartered Accountants in England
and Wales and the Institute of Chartered Accountants of Scotland in April 2017. The availability of distributable reserves in the
Company is dependent on those distributions meeting the definition of qualifying consideration within that guidance and on
available cash resources of the Company and other accessible sources of funds. The distributable reserves are therefore subject
to these restrictions or limitations at the time such distribution is made.
2. Income
2025
£’000
2024
£’000
Income from investments
UK listed dividends 30,793 39,474
Overseas dividends – 2,793
Limited liability partnership – profit-share 365 486
Other operating income – bank interest 318 407
Total income 31,476 43,160
3. AIFM and portfolio management fees
2025 2024
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
AIFM fee 480 1,441 1,921 565 1,695 2,260
Portfolio Management fee 1,441 4,324 5,765 1,695 5,086 6,781
Total fees 1,921 5,765 7,686 2,260 6,781 9,041
75% of the Portfolio management and AIFM fees are taken to the Capital reserve and 25% is taken to the Revenue reserve. See
note1(E) on page 83 for further details.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
4. Other Expenses
2025 2024
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
Directors’ fees 181 – 181 192 – 192
Auditors’ fees – statutory annual audit 72 – 72 72 – 72
Depositary’s fees 136 – 136 160 – 160
Stock listing and FCA fees 168 – 168 173 – 173
Custody fees 99 – 99 130 – 130
Index costs 89 – 89 85 – 85
Registrar’s fees 65 – 65 79 – 79
Promotional costs 56 – 56 55 – 55
Legal fees 36 – 36 12 126 138
Other expenses 246 – 246 226 – 226
Total expenses 1,148 – 1,148 1,184 126 1,310
Further details of the amounts paid to Directors are included in the Directors’ Remuneration Report on pages 61 to 64.
During the year ended 30 September 2025 there were no non-audit services provided by the Company's Auditor (2024: nil).
All of the above expenses include VAT where applicable. The Auditor’s fees for the statutory annual audit of financial statements
were £60,000 excludingVAT (2024: £60,000).
5. Finance Charges
2025 2024
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
Interest payable on bank loan* 424 1,272 1,696 528 1,584 2,112
Loan facility commitment fees 31 92 123 28 83 111
455 1,364 1,819 556 1,667 2,223
* Finance charges on financial liabilities at cost.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
6. Taxation on Ordinary Activities
(A) ANALYSIS OF (CREDIT)/CHARGE IN THE YEAR
2025 2024
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
UK Corporation tax at 25% (2024: 25%) – – – – – –
Overseas withholding tax 58 – 58 476 – 476
Recoverable overseas withholding tax (68) – (68) (247) – (247)
(10) – (10) 229 – 229
(B) FACTORS AFFECTING TOTAL TAX (CREDIT)/CHARGE FOR YEAR
The tax assessed for the year is lower (2024: lower) than the standard rate of UK corporation tax of 25% (2024: 25%).
The differences are explained below:
2025 2024
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
REVENUE
£’000
CAPITAL
£’000
TOTAL
£’000
Total return/(loss) before taxation 27,952 (41,847) (13,895) 39,160 69,247 108,407
Return/(loss) on ordinary activities multiplied by
UK corporation tax of 25% (2024: 25%) 6,988 (10,462) (3,474) 9,790 17,312 27,102
Effects of:
Overseas taxation (10) - (10) 229 – 229
Non-taxable UK dividend income (7,698) - (7,698) (9,869) – (9,869)
Non-taxable overseas dividend income - - - (698) – (698)
Non allowable capital expenses
in relation to the cancellation of the Share
premium account
- - - - 32 32
Excess management expenses 710 1,782 2,492 777 2,112 2,889
Non-taxable loss/(return) on investments* - 8,677 8,677 – (19,502) (19,502)
Currency translations - 3 3 – 46 46
Total tax (credit)/charge for the year (note 6(A)) (10) - (10) 229 – 229
* Returns on investments are not subject to corporation tax within an investment company.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
6. Taxation on Ordinary Activities – Continued
(C) DEFERRED TAXATION
As at 30 September 2025, the Company had unused management expenses and other reliefs for taxation purposes of
£156,590,000 (2024:£146,620,000). It is unlikely that the Company will generate sufficient taxable income in excess of the available
deductible expenses and therefore the Company has not recognised a deferred tax asset of £39,147,000 (2024: 36,655,000) based
on the prospective corporation tax rate of 25% (2024: 25%).
Given the Company’s status as an investment company and the intention to continue to meet the conditions required to
maintain such status in the foreseeable future, the Company has not provided for a deferred tax asset.
7. Return/(loss) per share – Basic and Diluted
2025
£’000
2024
£’000
The return/(loss) per share is based on the following figures:
Revenue return 27,962 38,931
Capital (loss)/return (41,847) 69,247
(Loss)/return (13,885) 108,178
Weighted average number of shares in issue during the year 148,064,259 187,520,280
Revenue return per share 18.9p 20.8p
Capital (loss)/return per share (28.3)p 36.9p
(Loss)/return per share (9.4)p 57.7p
The calculation of the total, revenue and capital returns per ordinary share is carried out in accordance with IAS 33, "Earnings per
Share (as adopted in the UK)".
As at 30 September 2025 and 2024 there were no dilutive instruments in issue, therefore the basic and diluted return per share are
the same.
* Excludes shares held in Treasury.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
8. Dividends
In accordance with FRS 102 dividends are included in the Financial Statements in the period in which they are paid or approved
by Shareholders.
Amounts recognised as distributable to Shareholders for the year ended 30 September 2025 were as follows:
EX-DIVIDEND
DATE
PAYMENT
DATE
2025
£’000
2024
£’000
Second interim dividend paid for the year end
30 September 2024 of 10.8p per share 3 October 2024 8 November 2024 18,097 –
First interim dividend paid for the year end
30 September 2025 of 8.8p per share 3 April 2025 16 May 2025 12,780 –
Second interim dividend paid for the year end
30 September 2023 of 10.5p per share 5 October 2023 10 November 2023 – 21,454
First interim dividend paid for the year end
30 September 2024 of 8.8p per share 4 April 2024 17 May 2024 – 16,477
30,877 37,931
* Second interim dividend of 11.4p per share for
the year ended 30 September 2025 (2024: 10.8p) 9 October 2025 14 November 2025 15,164 18,097
* The second interim dividend of 11.4p per share (2024: 10.8p) has not been included as a liability in these Financial Statements as it
is only recognised in the financial year in which it is paid.
The maximum retention permitted under Section 1158 of the Corporation Tax Act 2010 is c.£4.7 million (2024: c.£6.5 million).
The total dividends payable in respect of the financial year which forms the basis of the retention test are set out below:
2025
£’000
2024
£’000
Revenue available for distribution by way of dividend for the year 27,962 38,931
2025 First interim dividend of 8.8p per share (2024: 8.8p) paid on 16 May 2025 (12,780) (16,477)
2025 Second interim dividend of 11.4p per share (2024: 10.8p) paid on 14 November 2025 (15,164) (18,097)
Net additions to revenue reserves 18 4,357
The Company’s dividend policy is set out on page 24.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
9. Investments held at Fair Value Through Profit or Loss
ANALYSIS OF PORTFOLIO MOVEMENTS
2025
£’000
2024
£’000
Opening book cost 1,100,447 1,244,868
Opening investment holding gains 492,771 591,792
Valuation at 1 October 1,593,218 1,836,660
Movements in the year:
Purchases at cost 130,035 122,156
Sales proceeds (437,522) (443,604)
Other capital receipts (10) –
(Loss)/gains on investments (34,706) 78,006
Valuation at 30 September 1,251,015 1,593,218
Closing book cost 917,255 1,100,447
Investment holding gains at 30 September 333,760 492,771
Valuation at 30 September 1,251,015 1,593,218
The Company received £437,522,000 (2024: £443,604,000) from investments sold in the year. The realised gains of these
investments were £124,305,000 (2024: 177,027,000) and the book cost of these investments when they were purchased was
£313,227,000 (2024: £266,577,000). These investments have been revalued over time and until they were sold any unrealised
gains/losses were included in the fair value of the investments.
Purchase transaction costs for the year to 30 September 2025 were £701,000 (2024: £516,000). These comprise stamp duty costs
of £698,000 (2024: £471,000) and commission of £3,000 (2024: £45,000). Sales transaction costs for the year to 30 September 2025
were £116,000 (2024: 127,000) and comprise solely of commission.
10. Debtors
2025
£’000
2024
£’000
Amounts due from brokers in respect of portfolio trading – disposals 3,603 2,261
Accrued income and prepayments 1,784 5,248
5,387 7,509
11. Creditors: Amounts Falling Due Within One Year
2025
£’000
2024
£’000
Amounts due to brokers in respect of portfolio trading – purchases 47 –
Amounts due to brokers in respect of shares repurchased by the Company 3,299 2,550
Other creditors and accruals 1,226 1,448
4,572 3,998
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
12. Bank Loan
2025
£’000
2024
£’000
Bank loan 29,200 29,200
Bank of Nova Scotia, London Branch, the provider of the Company’s loan facility, has a floating charge over the assets of the
Company as security against any funds drawn down under the loan facility. As at 30 September 2025 the Company was in the
third year of its three year secured fixed term multi-currency revolving loan facility of £60million (with an additional £40 million
available if required).
Subsequent to the year-end on 3 October 2025, the Company’s loan facility with Scotiabank was renewed and it entered into a
new three-year secured facility of £40 million with an additional £60 million facility available if required.
The main covenant under the loan facility required that, at each month end, total borrowings should not exceed £100 million
(2024:£100 million), Net Asset Value must not fall below £750 million (2024: £750 million) and the ratio of Adjusted Total Net Assets
to Debt is not to be less than 4:1 (2024: 4:1). There were no breaches of the covenants during the year.
The Board has set a gearing limit which must not exceed 25% of the Company’s net asset value. See the Strategic Report on
page23 and the Report of the Directors on page 46 for further details.
13. Called Up Share Capital
2025
£’000
2024
£’000
Allotted, issued and fully paid:
133,018,887 (2024: 167,717,668) ordinary shares of 25p each 33,255 41,930
91,972,416 (2024: 57,273,635) ordinary shares of 25p held in Treasury 22,993 14,318
224,991,303 (2024: 224,991,303) total ordinary shares of 25p each 56,248 56,248
No shares were issued by the Company during the year (2024: Nil).
During the year, the Company bought back 34,698,781 shares to be held in Treasury at a cost of £309,666,000 (2024: 36,801,766
shares were bought back at a cost of £310,808,000).
Between 1 October 2025 and 1 December 2025, the Company bought back a further 10,787,363 shares into Treasury at a cost of
£90.2 million.
14. Capital Reserve
CAPITAL
RESERVE
REALISED
£'000
CAPITAL
RESERVE
INVESTMENT
HOLDING GAINS
UNREALISED
£'000
2025
TOTAL
£'000
CAPITAL
RESERVE
REALISED
£'000
CAPITAL
RESERVE
INVESTMENT
HOLDING GAINS
UNREALISED
£'000
2024
TOTAL
£'000
At 1 October 2024 (80,281) 492,771 412,490 12,420 591,792 604,212
Gains/(losses) on investments 124,305 (159,011) (34,706) 177,027 (99,021) 78,006
Repurchase of shares into Treasury – – – (260,969) – (260,969)
Expenses charged to capital (5,765) – (5,765) (6,907) – (6,907)
Finance costs charged to capital (1,364) – (1,364) (1,667) – (1,667)
Currency translations (12) – (12) (185) – (185)
At 30 September 2025 36,883 333,760 370,643 (80,281) 492,771 412,490
The amount of the capital reserve that is distributable is complex to determine and is not necessarily the full amount of the
reserve as disclosed within these Financial Statements of £370,632,000 as at 30 September 2025 (2024: 412,490,000) as this is
subject to fair value movements and may not be readily realisable at short notice.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
15. Net Asset Value Per Share
2025 2024
Net assets (£'000) 1,227,740 1,582,168
Number of shares in issue (excluding shares held in Treasury) 133,018,887 167,717,668
Net asset value per share 923.0p 943.4p
As at 30 September 2025 and 2024 there were no dilutive instruments held, therefore the basic and diluted net asset value per
share are the same.
At 30 September 2025 91,972,416 shares were held in Treasury (2024: 57,273,635).
16. Transactions with the AIFM, the Portfolio Manager and Related Parties
Details of the relationship between the Company, Frostrow and Lindsell Train are disclosed in the Strategic Report on pages42
and 43 and also on the Company’s website.
As at 30 September 2025, the Company had an investment in Frostrow with a book cost of £200,000 (2024: £200,000) and a
fair value of £2,925,000 (2024: £3,225,000) (including the AIFM capital contribution of £125,000 (2024: £125,000)). During the year
Frostrow earned a total of £1,921,000 (2024: 2,260,000) in respect of AIFM fees, of which £140,000 was outstanding at 30September
2025 (2024: £171,000).
The Company has an investment in The Lindsell Train Investment Trust plc, which is managed by Lindsell Train, with a book cost
of £1,000,000 (2024: £1,000,000) and a fair value of £6,800,000 as at 30 September 2025 (2024: 7,640,000). During the year Lindsell
Train earned a total of £5,765,000 (2024: £6,781,000) in respect of Portfolio Management fees of which £421,000 was outstanding at
30September 2025 (2024: £512,000).
Further details can be found in the Corporate Information section of the Company's website.
Details of the income received from the AIFM are disclosed in note 2 on page 85 and details of the remuneration payable to the
AIFM and the Portfolio Manager are disclosed in note 3 also on page 85.
Details of the fees of all Directors can be found on pages 59 to 64 and in note 4 on page 86. Directors’ interests in the capital of the
Company can be found on page 64. There were no other material transactions during the year with the Directors of the Company.
17. Risk Management
As an investment company the Company invests in equities and other investments for the long term so as to secure its
investment objective as stated on page 4. In pursuit of its investment objective, the Company is exposed to a variety of risks that
could result in either a reduction in the Company’s net assets or a reduction in the revenue returns available for distribution.
The Company’s financial instruments comprise mainly equity investments, cash balances, borrowings, debtors and creditors that
arise directly from its operations.
The principal risks inherent in managing financial instruments are market risk, liquidity risk and credit risk.
The principal and emerging risks of the Company and the Directors’ approach to the management of those where the Directors
consider there to be a high inherent risk are set out in the Strategic Report on pages 26 to 30.
MARKET RISK
Market risk comprises three types of risk: market price risk, interest rate risk and currency risk.
Market Price Risk
As an investment company, performance is dependent on the performance of the underlying companies and securities in which
it invests. The market price of investee companies’ shares is subject to their performance, supply and demand for the shares and
investor sentiment regarding the company or the industry sector in which it operates. Consequently, market price risk is one of the
most significant risks to which the Company is exposed.
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INDEPENDENT
AUDITORS’ REPORT
FINANCIAL
STATEMENTS
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
At 30 September 2025, the fair value of the Company’s assets exposed to market price risk was £1,251,015,000 (2024: 1,593,218,000 see
page9). If the fair value of the Company’s investments at the Statement of Financial Position date increased or decreased by10%, while
all other variables remained constant, the capital return and net assets attributable to Shareholders for the year ended 30September
2025 would have increased or decreased by £125,102,000 or 94.05p per share (2024: 159,322,000 or 94.99pper share).
See page 27 for details on the concentration risk suffered by the Company.
No derivatives or hedging instruments are currently utilised to manage market price risk.
Interest Rate Risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market interest rates.
Interest rate movement may affect:
• the interest payable on the Company’s variable rate borrowings
• the level of income receivable from variable interest securities and cash deposits
• the fair value of investments of fixed rate securities
The Company’s main exposure to interest rate risk during the year ended 30 September 2025 was through its three year £60 million
(2024: £60 million) secured multi-currency committed revolving credit facility (with an additional £40 million facility available if
required (2024: £40 million)) with Bank of Nova Scotia, London Branch.
Borrowings at the year end amounted to £29,200,000 (2024: £29,200,000) at an interest rate of 5.3% (4.0% SONIA plus 1.30% margin)
(2024: 6.5% (5.2% SONIA plus 1.30% margin)).
If the above level of borrowing was maintained for a year, a 10% increase or decrease in SONIA would decrease or increase the
revenue return by £29,000, (2024: £38,000), decrease or increase the capital return in that year by £88,000 (2024: £114,000) and
decrease or increase the net assets by £117,000 (2024: £152,000).
The weighted average interest rate, during the year, on borrowings under the above mentioned revolving credit facility was 5.8%
(2024: 6.49%). At 30 September 2025, the Company’s financial assets and liabilities exposed to interest rate risk were as follows:
2025 2024
WITHIN
ONE YEAR
£'000
MORE THAN
ONE YEAR
£'000
WITHIN
ONE YEAR
£'000
MORE THAN
ONE YEAR
£'000
Exposure to floating rates:
Assets
Cash at bank 5,110 – 14,639 –
Liabilities
Creditors:
– borrowings under the loan facility (29,200) – – (29,200)
Exposure to fixed rates:
Assets
Investments at fair value through profit or loss
#
490 – 488 –
Liabilities – – – –
#
Celtic 6% cumulative convertible preference shares and Frostrow Capital LLP AIFM Capital Contribution.
Currency Risk
The Financial Statements are presented in sterling, which is the functional and presentational currency of the Company.
At30September 2025, the Company’s investments, with the exception of one, were priced in sterling. The exception is the holding
in Manchester United, listed in the United States. The holding represents 0.9% of the portfolio.
94
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
17. Risk Management – Continued
The AIFM and the Portfolio Manager monitor the Company’s exposure to foreign currencies on a continuous basis and regularly
report to the Board. The Company does not hedge against foreign currency movements, but the Portfolio Manager takes account
of the risk when making investment decisions.
Income denominated in foreign currencies is converted into sterling on receipt. The Company does not use financial instruments to
mitigate the currency exposure in the period between its receipt and the time that the income is included in the Financial Statements.
Foreign Currency Exposure
At 30 September 2025 the Company held £11,747,000 (2024: £39,334,000) of investments denominated in U.S. dollars and £nil
(2024:£24,541,000) in euros.
Currency Sensitivity
The following table details the sensitivity of the Company’s return after taxation for the year to a 10% increase or decrease in the
value of sterling compared with the U.S. dollar and euro (2024: 10% increase and decrease).
The analysis is based on the Company’s foreign currency financial instruments held at each Statement of Financial Position date.
In addition to the foreign currency exposure on investments held at 30 September 2025, the Company also held £17,000
(2024: £385,000) in debtors denominated in U.S. dollars and £68,000 (2024: £1,230,000) denominated in Euros.
This level of sensitivity is considered to be reasonably possible based on observation of current market conditions and
historicaltrends.
If sterling had weakened against the U.S. dollar and euro, as stated above, assuming all other variables remain constant, this
would have had the following effect:
2025
£’000
2024
£’000
Impact on revenue return 8 106
Impact on capital return 1,307 7,170
Total return after tax/increase in Shareholders’ funds 1,315 7,276
If sterling had strengthened against the foreign currencies as stated above, assuming all other variables remain constant, this
would have had the following effect:
2025
£’000
2024
£’000
Impact on revenue return (6) (87)
Impact on capital return (1,069) (5,866)
Total return after tax/decrease in Shareholders’ funds (1,075) (5,953)
Credit Risk
Credit risk is the risk that the counterparty to a transaction fails to discharge its obligations under that transaction, which could
result in the Company suffering a loss. Credit risk is managed as follows:
• Investment transactions are carried out only with brokers which are considered to have a high credit rating.
• Transactions are undertaken on a delivery versus payment basis whereby the Company’s custodian bank ensures that the
counterparty to any transactions entered into by the Company has delivered its obligation before any transfer of cash or
securities away from the Company is completed.
• Any failing trades in the market are closely monitored by both the AIFM and the Portfolio Manager.
• Cash is only held at banks that have been identified by the Board as reputable and of high credit quality.
• Bank of New York Mellon has a credit rating of Aa2 (Moody's) and AA- (Fitch).
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95
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
As at 30 September 2025, the maximum exposure to credit risk was £9,078,000 (2024: £17,263,000), comprising:
2025
£’000
2024
£’000
Fixed assets:
Non-equity investments (preference shares) 365 363
Current assets:
Other receivables (amounts due from brokers) 3,603 2,261
Cash at bank 5,110 14,639
Total maximum exposure to credit risk 9,078 17,263
None of these assets are past due and are not impaired.
Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities.
Liquidity risk is not considered significant as the majority of the Company’s assets are investments in quoted equities.
Asat30September 2025 it is estimated that 99.3% of the investment portfolio could be realised within 30 days with 67.0%
insevendays, based on current trading volumes.
Liquidity risk exposure
FINANCIAL LIABILITIES COMPRISE:
30 SEPTEMBER
2025
£'000
30 SEPTEMBER
2024
£'000
Due within one month:
Balances due to brokers in respect of portfolio trading - purchases 47 –
Amounts due to brokers in respect of shares repurchased by the Company 3,299 2,550
Accruals 1,226 1,448
Bank loan 29,200 –
Due after three months and after one year:
Bank loan – 29,200
FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES
Financial assets and financial liabilities are either carried in the Statement of Financial Position at their fair value or at a
reasonable approximation of fair value.
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 asset, noting that most of the Company's investments are quoted assets, which
have been categorised as level 1 investments:
• Level 1 – quoted prices in active markets.
• Level 2 – prices of recent transactions for identical instruments.
• Level 3 – valuation techniques using observable and unobservable market data.
96
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS - CONTINUED
17. Risk Management – Continued
The financial assets and liabilities measured at fair value in the Statement of Financial Position are grouped into the fair value
hierarchy at the reporting date as follows:
AS AT 30 SEPTEMBER 2025
LEVEL 1
£'000
LEVEL 2
£'000
LEVEL 3
£'000
TOTAL
£'000
Equity investments 1,242,198 5,527 – 1,247,725
Limited liability partnership interest (Frostrow) – – 2,800 2,800
Frostrow - AIFM capital contribution – – 125 125
Preference share investments – 365 – 365
1,242,198 5,892 2,925 1,251,015
AS AT 30 SEPTEMBER 2024
LEVEL 1
£'000
LEVEL 2
£'000
LEVEL 3
£'000
TOTAL
£'000
Equity investments
1,584,265 5,365 – 1,589,630
Limited liability partnership interest (Frostrow)
– – 3,100 3,100
Frostrow - AIFM capital contribution
– – 125 125
Preference share investments
– 363 – 363
1,584,265 5,728 3,225 1,593,218
The unquoted investment in Frostrow is valued by taking the EBITDA and applying a multiple; it has been re-valued by the Directors
during the year, using two unobservable market data sources, being Frostrow’s earnings and an agreed appropriate comparator
multiple. This was the same methodology adopted to value Frostrow as at 30September 2024.
There have been no transfers during the year between Levels 1 and 2. A reconciliation of fair value measurements in Level 3 is set
out below.
Level 3 Reconciliation of financial assets at fair value through profit or loss at 30 September
2025
£’000
2024
£’000
Opening fair value 3,225 3,725
Total losses included in gains on investments in the Income Statement (300) (500)
Closing fair value 2,925 3,225
If the earnings used in the valuation were to increase or decrease by 10% while all the other variables remained constant, the
return and net costs attributable to Shareholders for the year ended 30 September 2025 would have increased/decreased by
£295,000 (2024: £310,000, applying the same assumptions).
CAPITAL MANAGEMENT OBJECTIVES, POLICIES AND PROCEDURES
The structure of the Company’s capital is described in note 13 on page 91 and details of the Company’s reserves are shown in the
Statement of Changes in Equity on page 79.
The Company’s capital management objectives are:
• to ensure that it is able to continue as a going concern; and
• to achieve capital and income growth and to provide Shareholders with a total return in excess of that of the FTSE All-Share
Index through an appropriate balance of equity and debt.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
The Board, with the assistance of the AIFM and the Portfolio Manager, regularly monitors and reviews the broad structure of the
Company’s capital. These reviews include:
• the level of gearing, set at a limit in normal market conditions, is not to exceed 25% of the Company's net assets, which takes
account of the Company’s position and the views of the Board, the AIFM and the Portfolio Manager on the market;
• the extent to which revenue reserves should be retained or utilised; and
• ensuring the Company’s ability to continue as a going concern.
The Company’s objectives, policies and procedures for managing capital are unchanged from last year.
There were no breaches by the Company during the year of the financial covenants put in place by Bank of Nova Scotia,
LondonBranch in respect of the committed revolving credit facility provided to the Company.
The covenants are unchanged since last year and the Company has complied with them at all times.
18. Net Cash Inflow from Operating Activities
2025
£’000
2024
£’000
Total (loss)/return before finance charges and taxation (12,076) 110,630
Add/(deduct) capital gain before finance charges and taxation 40,483 (70,914)
Net revenue before finance charges and taxation 28,407 39,716
Decrease in accrued income and prepayments 3,829 1,406
(Decrease)/increase in creditors (222) 385
Taxation – overseas withholding tax (355) (795)
AIFM, portfolio management fees and other expenses charged to capital (5,765) (6,907)
Net cash inflow from operating activities 25,894 33,805
19. Substantial Interests
At 30 September 2025 the Company held interests in 3% or more of any class of capital in the following entities:
COMPANY OR LIMITED LIABILITY PARTNERSHIP
NUMBER OF
SHARES
HELD
2025
FAIR VALUE
£'000
% OF ISSUED
SHARE CAPITAL OR
LIMITED LIABILITY
PARTNERSHIP
INTEREST
Frostrow Capital LLP (unquoted)
†
– 2,925 9.6
The Lindsell Train Investment Trust plc* 10,000 6,800 5.0
†
Includes Frostrow Capital LLP's AIFM Capital Contribution, fair value £125,000.
* Also managed by Lindsell Train Limited which receives a portfolio management fee based on the Company’s market
capitalisation. The details of the fee arrangements with the Company can be found on page 42.
20. Post Balance Sheet Events
During the period from a further 10,787,363 shares were bought back and held in Treasury at a cost of£90.2 million.
98
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER INFORMATION
GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES
ACTIVE SHARE (APM)
Active Share is expressed as a percentage and shows the extent to which a fund’s holdings and their weightings differ from
those of the fund’s benchmark index. A fund that closely tracks its index might have a low Active Share of less than 20% and
be considered passive, while a fund with an Active Share of 60% or higher is generally considered to be actively managed. The
Company has a distinctive strategy: a concentrated portfolio of holdings invested across a small number of sectors and themes.
Active Share helps quantify the extent to which the portfolio differs from the benchmark index.
The Active Share data is sourced from Morningstar.
AIC
Association of Investment Companies. The AIC represents a broad range of investment companies, investment trusts, VCTs and
other closed-ended funds.
ALTERNATIVE INVESTMENT FUND MANAGERS DIRECTIVE (AIFMD)
Agreed by the European Parliament and the Council of the European Union and transposed into UK legislation, the AIFMD classifies
certain investment vehicles, including investment companies, as Alternative Investment Funds (AIFs) and requires them to appoint
an Alternative Investment Fund Manager (AIFM) and depositary to manage and oversee the operations of the investment vehicle.
The Board of the Company retains responsibility for strategy, operations and compliance and the Directors retain a fiduciary duty
to Shareholders.
ALTERNATIVE PERFORMANCE MEASURE ("APM")
An Alternative Performance Measure (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 consider the key objectives and expectations
of typical investors and believe that each APM gives the reader useful and relevant information in judging the Company's
performance and in comparing other investment companies.
BENCHMARK RETURN
Total return on the benchmark, assuming that all dividends received were re-invested, without transaction costs, into the shares of
the underlying companies at the time the shares were quoted ex-dividend.
CHIEF OPERATING DECISION MAKER
The Chief Operating Decision Maker of the Company is considered to be the Board of Directors. It is a Generally Accepted
Accounting Principal (GAAP) requirement to disclose who the chief operating decision maker is.
DISCOUNT OR PREMIUM (APM)
A description of the difference between the share price and the net asset value per share. The size of the discount or premium
is calculated by subtracting the share price from the net asset value per share and is expressed as a percentage (%) of the
net asset value per share. If the share price is higher than the net asset value per share the result is a premium. If the share
price is lower than the net asset value per share, the shares are trading at a discount. The Board regularly reviews the level of
the discount/premium of the Company’s share price to the net asset value per share and considers ways in which share price
performance may be enhanced, including the effectiveness of share buy-backs, where appropriate.
DISCOUNT OR PREMIUM (APM) PAGE
30 SEPTEMBER
2025
30 SEPTEMBER
2024
Share price (p) 6 and 7 861.0 861.0
Net asset value per share (p) 6 and 7 923.0 943.4
Discount 6, 7 and 9 6.7% 8.7%
Glossary of Terms and
Alternative Performance Measures –
Unaudited
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
ENTERPRISE VALUE INCLUDING CASH (“EVIC”)
EVIC is the denominator used to measure carbon emissions. EVIC means the sum of the market capitalisation of ordinary
shares, the market capitalisation of preferred shares, and the book value of total debt and non-controlling interests, without the
deduction of cash or cash equivalents.
FTSE DISCLAIMER
“FTSE©” is a trade mark of the London Stock Exchange Group companies and is used by FTSE International Limited under licence.
All rights in the FTSE indices and/or FTSE ratings vest in FTSE and or its licensors. Neither FTSE nor its licensors accept any liability for
any errors or omissions in the FTSE indices and/or FTSE ratings or underlying data. No further distributions of FTSE Data is permitted
without FTSE’s express written consent.
GEARING (APM)
Gearing represents prior charges, adjusted for net current assets, expressed as a percentage of net assets (AIC methodology).
The Directors believe that it is appropriate to show net gearing in relation to Shareholders’ funds as it represents the amount of
debt funding on the investment portfolio. The gearing policy is that borrowing will not exceed 25% of the Company's net assets.
Prior charges includes all loans and bank overdrafts for investment purposes.
PAGE
30 SEPTEMBER
2025
£’000
30 SEPTEMBER
2024
£’000
Bank loan 80 (29,200) (29,200)
Net current assets 80 5,925 18,150
Bank loan adjusted for net current assets (23,275) (11,050)
Net assets 80 1,227,740 1,582,168
Gearing 6 1.9% 0.7%
THE INSTITUTIONAL INVESTORS GROUP ON CLIMATE CHANGE (“IIGCC”)
IIGCC membership enables organisations to ensure that they are part of the solution to climate change.
THE INTERGOVERNMENTAL PANEL ON CLIMATE CHANGE (“IPCC”)
The IPCC is the United Nations body for assessing the science related to climate change.
NET ZERO ASSET MANAGERS INITIATIVE (“NZAM”)
The Net Zero Asset Managers initiative is an international group of asset managers committed to supporting the goal of net zero
greenhouse gas emissions by 2050 or sooner, in line with global efforts to limit warming to 1.5 degrees Celsius; and to supporting
investing aligned with net zero emissions by 2050 or sooner.
NET ASSET VALUE (“NAV”)
The value of the Company’s assets, principally investments made in other companies and cash being held, less any liabilities. The
NAV is also described as “Shareholders’ funds”. The NAV is often expressed in pence per share after being divided by the number
of shares that have been issued. The NAV per share is unlikely to be the same as the share price which is the price at which the
Company’s shares can be bought or sold by an investor. The share price is determined by the relationship between the demand
and supply of the shares.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER INFORMATION
GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES - CONTINUED
NAV TOTAL RETURN PER SHARE (APM)
The theoretical total return on an investment over a specified period assuming dividends paid to Shareholders were reinvested at
NAV per share at the time the shares were quoted ex-dividend. This is a way of measuring investment management performance
of investment companies which is not affected by movements in discounts or premiums. The Directors regard the Company’s
NAV total return per share as being the overall measure of value delivered to Shareholders over the long term. The Board
considers the principal comparator to be its benchmark, the FTSE All-Share Index.
NAV TOTAL RETURN PAGE
30 SEPTEMBER
2025
30 SEPTEMBER
2024
Opening NAV per share (p) 7 943.4 891.2
(Decrease)/increase in NAV per share (p) (20.4) 52.2
Closing NAV per share (p) 7 923.0 943.4
(Decrease)/increase in NAV per share (2.2)% 5.8%
Impact of dividends re-invested* +2.1% +2.4%
NAV per share total return 6, 7 and 8 (0.1)% 8.2%
* The NAV total return is calculated on the assumption that the total dividends of 19.6p (2024: 19.3p) paid by the Company during
the year were reinvested into assets of the Company at the NAV per share at the ex-dividend date. The Treasury shares held by
the Company have been excluded from this calculation.
The source of this data is Morningstar who have calculated the return on an industry comparative basis.
ONGOING CHARGES FIGURE (APM)
Ongoing charges are calculated by taking the Company’s annualised operating expenses expressed as a proportion of the
average daily net asset value of the Company over the year. The costs of buying and selling investments are excluded, as are
interest costs, taxation, cost of buying back or issuing ordinary shares and other non-recurring costs. Ongoing charges represent
the costs that Shareholders can reasonably expect to pay from one year to the next, under normal circumstances.
PAGE
30 SEPTEMBER
2025
£'000
30 SEPTEMBER
2024
£'000
AIFM and portfolio management fees 85 7,686 9,041
Operating expenses 86 1,148 1,310
Total expenses 8,834 10,351
Average net assets during the year 1,428,900 1,697,345
Ongoing charges figure 6 0.62% 0.61%
THE PARIS AGREEMENT
The Paris Agreement’s central aim is to strengthen the global response to the threat of climate change by keeping a global
temperature rise this century well below 2 degrees Celsius above pre-industrial levels and to pursue efforts to limit the
temperature increase even further to 1.5 degrees Celsius.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
THE PARIS ALIGNED INVESTMENT INITIATIVE (“PAII”)
The PAII was launched by the Institutional Investors Group on Climate Change (“IIGCC”) in Europe in May 2019, to explore how
investors can align their portfolios with the goals of the Paris Agreement.
PEER GROUP
Finsbury Growth & Income Trust PLC is part of the AIC’s UK Equity Income sector. The trusts in this universe are defined as trusts
whose investment objective is to achieve a total return for Shareholders through both capital and dividendgrowth by investing
mainly in UK-quoted shares..
REVERSE STRESS TEST
Reverse stress tests are stress tests that identify scenarios and circumstances which would make a business unworkable and
identify potential business vulnerabilities.
SASB
The Sustainability Accounting Standards Board (“SASB”) aims to establish industry-specific disclosure standards across ESG
topics that facilitate communication between companies and investors about financially material, information that is useful for
decision-making.
SHARE PRICE TOTAL RETURN (APM)
The change in capital value of a company’s shares over a given period, plus dividends paid to Shareholders, expressed as a
percentage of the opening value. The assumption is that dividends paid to Shareholders are re-invested in the shares at the
time the shares are quoted ex-dividend. The Directors regard the Company’s share price total return to be a key indicator of
performance. This reflects share price growth of the Company which the Board recognises is important to investors.
SHARE PRICE TOTAL RETURN PAGE
30 SEPTEMBER
2025
30 SEPTEMBER
2024
Opening share price share (p) 7 861.0 852.0
Movement in share price (p) 0.0 9.0
Closing share price (p) 7 861.0 861.0
Increase in share price 0.0% 1.1%
Impact of dividends re-invested* +2.3% +2.3%
Share price total return 6, 7 and 8 2.3% 3.4%
* The share price total return is calculated on the assumption that the total dividends of 19.6p (2024: 19.3p) paid during the year
were reinvested into shares of the Company at the share price at the ex-dividend date.
The source is Morningstar who have calculated the return on an industry comparative basis.
STERLING OVERNIGHT INDEX AVERAGE ("SONIA")
SONIA is an interest rate published by the Bank of England. SONIA can be seen as the average interest rate at which a selection of
financial institutions lend to one another in British pound sterling (GBP) with a maturity of 1 day (overnight).
STRESS TESTING
Stress testing Is a forward-looking analysis technique that considers the impact of a variety of extreme but plausible economic
scenarios on the financial position of the Company.
102
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
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GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES - CONTINUED
TCFD
The Financial Stability Board created the Task Force on Climate-related Financial Disclosures (”TCFD”) to improve and increase
reporting of climate-related financial information.
TREASURY SHARES
Shares previously issued by a company that have been bought back from Shareholders to be held by the company for potential
sale or cancellation at a later date. Such shares are not capable of being voted and carry no rights to dividends.
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FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
Share Prices
The Company’s ordinary shares are listed on the London Stock
Exchange under ‘Investment Companies’.
Daily Net Asset Value per share
The daily net asset value per share of the Company’s sharescan
be obtained on the Company’s website www.finsburygt.com
and is published daily via the London Stock Exchange.
Registered Office
50 Lothian Road
Festival Square
Edinburgh EH3 9WJ
Incorporated in Scotland with company no. SC013958 and
registered as an investment company under Section 833 of the
Companies Act 2006.
AIFM, Company Secretary and Administrator
Frostrow Capital LLP
25 Southampton Buildings
London WC2A 1AL
Telephone: 020 3008 4910
Email: info@frostrow.com
Website: www.frostrow.com
Authorised and regulated by the Financial Conduct Authority.
Portfolio Manager
Lindsell Train Limited
3rd Floor
66 Buckingham Gate
London SW1E 6AU
Telephone: 020 7808 1225
Website: www.lindselltrain.com
Authorised and regulated by the Financial Conduct Authority.
Independent Auditors
Deloitte LLP
1 New Street Square
London EC4A 3HQ
Depositary
The Bank of New York Mellon (International) Limited
160 Queen Victoria Street
London EC4V 4LA
Global Custodian
Bank of New York Mellon
160 Queen Victoria Street
London EC4V 4LA
ISA Status
The Company’s shares are eligible for Individual Savings Accounts
("ISAs") and for Junior ISAs.
Registrars
If you have any queries in relation to your shareholding please
contact:
MUFG Corporate Markets
Central Square
29 Wellington Street
Leeds LS1 4DL
Email: shareholderenquiries@cm.mpms.mufg.com
Telephone +44 (0)371 664 0300
Website: www.mpms.mufg.com
Calls are charged at the standard geographic rate and will vary by
provider. Calls outside the United Kingdom will be charged at the
applicable international rate. Lines are open between 09:00 and 17:30,
Monday to Friday excluding public holidays in England and Wales.
Investor Centre
You can register online to view your holdings using the Investor
Centre, a service offered by MUFG Corporate Markets at
https://uk.investorcentre. mpms.mufg.com/
The Investor Centre is an online service enabling you to quickly and
easily access and maintain your shareholding online – reducing
the need for paperwork and providing 24 hour access to your
shareholding details.
Through the Investor Centre you may:
• Cast your proxy vote online;
• View your holding balance and get an indicative valuation;
• View movements on your holding;
• Update your address;
• Register and change bank mandate instructions so that
dividends can be paid directly to your bank account;
• Elect to receive shareholder communications electronically;
and
• Access a wide range of shareholder information including the
ability to download shareholder forms.
If you hold your shares directly you can register online to view
your holdings using the Share Portal, a service offered by MUFG
Corporate Markets
https://uk.investorcentre.mpms.mufg.com/.
The Share Portal is an online service enabling you to quickly and
easily access and maintain your shareholding online – reducing
the need for paperwork and providing 24 hour access to your
shareholding details.
Corporate Broker
Winterflood Securities Limited
Riverbank House
2 Swan Lane
London
EC4R 3GA
Company Information
104
FINSBURY GROWTH & INCOME TRUST PLC | Annual Report 2025
FURTHER INFORMATION
COMPANY INFORMATION - CONTINUED
Identification Codes
Shares: SEDOL: 0781606
ISIN: GB0007816068
BLOOMBERG: FGT LN
EPIC: FGT
Legal Entity Identifier (LEI)
213800NN4ZKX2LGIGQ40
Global Intermediary Identification Number (GIIN)
QH4BH0.99999.SL.826
Disability Act
You can contact the Company or the Company’s registrar, MUFG
Corporate Markets, using Relay UK, a service that helps people with
hearing and speech difficulties communicate with anyone over the
phone using the national relay service. You can download their app
or call 0800731 1888 to access this service.
Perivan 256419
Mobius Investment Trust Plc
25 Southampton Buildings, London WC2A 1AL
www.mobiusinvestmenttrust.com
This report is printed on Revive 100% White Silk a totally recycled paper
produced using 100% recycled waste at a mill that has been awarded the
ISO 14001 certificate for environmental management.
The pulp is bleached using a totally chlorine free (TCF) process.
This report has been produced using vegetable based inks.
Avoid investment fraud
1 Reject cold calls
If you’ve received unsolicited contact about
an investment opportunity, chances are
it’s a high risk investment or a scam. You
should treat the call with extreme caution.
The safest thing to do is to hang up.
2 Check the FCA Warning List
The FCA Warning List is a list of firms and
individuals we know are operating without
our authorisation.
3 Get impartial advice
Think about getting impartial financial
advice before you hand over any money.
Seek advice from someone unconnected to
the firm that has approached you.
Report a Scam
If you suspect that you have been
approached by fraudsters please tell the
FCA using the reporting form at
www.fca.org.uk/consumers/report-
scam-unauthorised-firm. You can also call
the FCA Consumer Helpline on
0800 111 6768
If you have lost money to investment fraud,
you should report it to Action Fraud on
0300 123 2040 or online at
www.actionfraud.police.uk
Find out more at
www.fca.org.uk/scamsmart
Investment scams are
designed to look like
genuine investments
Spot the warning signs
Have you been:
• contacted out of the blue
• promised tempting returns
and told the investment is safe
• called repeatedly, or
• told the offer is only available
for a limited time?
If so, you might have been
contacted by fraudsters.
Remember: if it sounds too
good to be true, it probably is!
Be ScamSmart
This report is printed on Revive 100% White Silk a totally recycled
paper produced using 100% recycled waste at a mill that has been
awarded the ISO 14001 certificate for environmental management.
The pulp is bleached using a totally chlorine free (“TCF”) process.
This report has been produced using vegetable based inks.
WARNING TO SHAREHOLDERS – BEWARE OF SHARE FRAUD
Many companies have become aware that their Shareholders have
received unsolicited phone calls or correspondence concerning
investment matters. These are typically from overseas based ‘brokers’
who target UK Shareholders offering to sell them what often turn
out to be worthless or high-risk shares in US or UK investments. They
can be very persistent and extremely persuasive. Shareholders are
therefore advised to be very wary of any unsolicited advice, offers
to buy shares or offers of free company reports. Please note that it
is very unlikely that either the Company or the Company’s Registrar,
MUFG Corporate Markets, would make unsolicited telephone calls to
Shareholders. Such calls would relate only to official documentation
already circulated to Shareholders and never in respect of investment
‘advice’. Shareholders who suspect they may have been approached
by fraudsters should advise the Financial Conduct Authority (“FCA”)
usingthe share fraud report form at www.fca.org.uk/scams or call
theFCA Customer Helpline on 0800 111 6768.
You may also wish to call either the Company Secretary or the
Registrar whose contact details can be found on page 103.
FINANCIAL CALENDAR
FINANCIAL YEAR END
30 September
FINAL RESULTS ANNOUNCED
December
ANNUAL GENERAL MEETING
Thursday, 15 January 2026
HALF YEAR END
31 March
HALF YEAR RESULTS ANNOUNCED
May
INTERIM DIVIDENDS PAYABLE
May and November
CONTENTS
STRATEGIC REPORT
1 Centenary
4 Company Summary
6 Company Performance
8 Key Performance Indicators (“KPIs”)
10 Chairman’s Statement
12 Investment Portfolio
16 Portfolio Manager’s Report
22 Business Review
GOVERNANCE
44 Board of Directors
46 Report of the Directors
51 Corporate Governance
58 Statement of Directors’ Responsibilities
59 Directors’ Remuneration Policy
61 Directors’ Remuneration Report
65 Audit Committee Report
INDEPENDENT AUDITORS’ REPORT
70 Independent Auditors’ Report
FINANCIAL STATEMENTS
78 Income Statement
79 Statement of Changes in Equity
80 Statement of Financial Position
81 Statement of Cash Flows
82 Notes to the Financial Statements
FURTHER INFORMATION
98 Glossary of Terms and Alternative Performance
Measures
103 Company Information
Please note that the Notice of Annual General Meeting is
set out in a separate document.
The Company’s shares are traded on the London Stock
Exchange and can be purchased through a stock broker
or other financial intermediary. The shares are eligible for
Individual Savings Accounts (“ISAs”).
For more information about Finsbury Growth
& Income Trust PLC visit the website or the
Company’s LinkedIn page
WWW.FINSBURYGT.COM
A member of the Association of Investment Companies
FINSBURY GROWTH & INCOME TRUST PLC Annual Report for the year ended 30 September 2025
Finsbury Growth
& Income Trust PLC
Annual Report for the year ended 30 September 2025