PERSONAL
ASSETS
TRUST PLC
ANNUAL REPORT
FOR THE
YEAR ENDED 30 APRIL 2022
ABOUT PERSONAL ASSETS TRUST PLC
Personal Assets Trust is what its name implies. It is an investment trust run for private investors, who may often
have committed to it a substantial proportion of their personal wealth. Its investment policy is to protect and
increase (in that order) the value of shareholders’ funds per share over the long term. It differs from other
investment trusts in that its activities are defined not by any particular portfolio specialisation or investment
method but by a desire to satisfy the personal requirements of those who invest in it. This is reflected in the
Boards statement that ‘our specialisation will be our shareholders’. For further details of the Investment Policy
please see the Strategic Report on pages 6 to 11.
The Company’s policy is to ensure that its shares always trade at close to net asset value through a combination of
share buybacks at a small discount to net asset value and the issue of new or Treasury shares at a small premium to
net asset value where demand exceeds supply. This discount and premium control policy is enshrined in the Articles
of Association of the Company.
SHARE PRICE PERFORMANCE VERSUS RPI SINCE 30 APRIL 1990
Share Price
UK RPI
Source: Refinitiv Datastream
1990 1995 2000 2005 2010 2015 2020
90
100
200
300
400
500
600
700
800
900
1,000
90
100
200
300
400
500
600
700
800
900
1,000
1,200
1
,100
1,200
1
,100
Page 1
2022 2021 2019 2017 2012 1990
(1)
Market Cap million) 1,855.1 1,522.7 976.0 794.6 470.4 5.9
Shareholders’ Funds million) 1,814.4 1,503.9 968.6 781.5 463.5 8.5
Shares Outstanding 3,688,069 3,232,929 2,392,275 1,960,127 1,380,659 149,313
Allocation of Portfolio
Equities 37.8% 45.7% 36.0% 45.7% 50.0% 88.2%
US TIPS 35.7% 32.6% 27.8% 19.3% 22.1%
US Treasuries 3.8%
UK Index-Linked Gilts 3.3% 4.1%
UK T-Bills 15.7% 8.1% 18.7% 14.7% 6.3%
Overseas Treasuries 6.7%
Gold Bullion 9.5% 8.9% 8.1% 10.0% 12.4%
Property 0.1% 0.1%
UK cash 2.6% 4.7% 2.4% 4.5% 1.2% 5.7%
Overseas cash 0.0% 0.0% 0.0%
Net current (liabilities)/assets (1.4%) (0.1%) (0.1%) 1.7% 1.3% 6.1%
Share Price £503.00 £471.00 £408.00 £405.40 £340.70 £39.50
NAV per Share
(2)
£491.95 £465.19 £404.88 £398.70 £335.69 £56.67
FTSE All-Share Index 4,185.12 3,983.85 4,067.98 3,962.49 2,984.67 1,043.16
Premium/(discount) to NAV
(2)
2.2% 1.2% 0.8% 1.7% 1.5% (30.3%)
Revenue return per share
(2)
£8.36 £4.53 £4.97 £6.20 £7.23 £1.09
Dividend per share £7.00
(3)
£5.60 £5.60 £5.60 £5.55 £1.00
Ongoing charges
(2)
0.67% 0.73% 0.80% 0.86% 0.95% 2.00%
(1)
The Company became self-managed in 1990.
(
2)
Alternative Performance Measure. Please see pages 49 and 50 for a glossary of terms and definitions.
(3)
A special dividend of £1.40 per Ordinary share will be paid in relation to the year ended 30 April 2022.
Percentage Changes
Since
1 Year 3 Years 5 Years 10 Years 1990
(1)
Share Price 6.8 23.3 35.0 47.6 1,173.4
NAV per Share
(2)
5.8 21.5 34.0 46.5 768.1
FTSE All-Share Index 5.1 2.9 22.3 40.2 301.2
Share Price relative to FTSE All-Share 1.6 19.8 10.4 5.3 217.4
Share Price Total Return
(2)
8.0 28.0 32.4 70.6 2,281.8
NAV per Share Total Return
(2)
7.1 26.3 31.9 69.7 1,414.2
FTSE All-Share Total Return 8.7 14.1 26.6 100.8 1,157.3
Share Price Total Return relative to
FTSE All-Share Total Return (0.6) 12.2 4.6 (15.0) 89.4
Inflation (RPI) 11.1 16.1 23.7 38.0 167.5
(1)
The Company became self-managed in 1990.
(2)
Alternative Performance Measure. Please see pages 49 and 50 for a glossary of terms and definitions.
KEY FEATURES
(ALL FIGURES AT
30 APRIL)
Page 2
We were all deeply saddened by the news that Robin Angus died on 4 May 2022. Robin served as a Director
of the Company from 1984 and Executive Director from 2002 until his retirement in September 2020.
Robin together with Ian Rushbrook was instrumental in establishing the vision for the Company and for
overseeing its success, as reflected in the growth of market capitalisation from £4.7 million to £1.3 billion
during his tenure.
Robins ability to articulate the Company’s investment approach and to communicate with shareholders more
generally through his Quarterlies was second to none. Indeed, at the time of his death Robin had recently
completed writing a Quarterlies Anthology which will now be published in his memory and as a record of his
wide-ranging commentary, reflections and observations from his life at the Company.
As a Board we would like to re-iterate our sincere thanks for Robin’s exemplary service and diligent
stewardship of the Company over the years. He will be sorely missed not only as a colleague but also as a close
friend to many associated with the Company and within the wider investment community. We would also
like to offer our sincere condolences to Robins wife Lorna and to his family. I first met Robin in 1973 and
since then he has been a true, kind and generous friend, always curious, always supportive and always guided
by his strong Christian faith; I will miss him greatly.
———— // ————
Following the success of the Covid vaccine programme and the gradual relaxation of restrictions the Board has
been pleased to be able to return to in-person meetings. We have, however, also continued to use the facility of
virtual meetings for Board briefing sessions where appropriate. The Board membership has been stable
throughout the year, and I am grateful for the continuing commitment and wise counsel of my colleagues. During
the year we appointed Board Level Partners to undertake an independent review of the performance of the
Board and the Committees. The review did not highlight any material weaknesses or concerns and concluded
that the Board and the Committees oversee the management of the Company effectively. The review did identify
some key areas for future focus including, Board member succession planning, development of shareholder
communications and monitoring our relationships with our key service providers, Troy and Juniper Partners.
Further detail on this review can be found in the Corporate Governance section on pages 35 and 36.
All our Directors are also shareholders in PAT. We share a strong alignment with and are advocates of the core
investment proposition which is to protect and increase (in that order) the value of shareholder funds per
share (known as net asset value (“NAV”) per share) over the long term.
We track the performance of the Company from 1990 and since then the NAV has grown at an annual
compound rate of 7.0% compared to 4.4% for the FTSE All-Share Index and 3.1% for RPI, the two main
comparators which we use. We also track the degree of risk experienced in achieving our financial
performance. The results are tabulated in the Key Features section on page 1 and the degree of risk experienced
is indicated on the chart on page 15. This shows that consistently over the last 22 years the Company has
been less volatile than equities in general and also less volatile than any of the investment trusts in the AIC
Global and AIC Flexible Investment Sectors. Whilst this combination of above-comparator financial
performance and below-sector volatility is the outcome of a focus on capital preservation, these metrics are
by no means a target. The Investment Manager’s focus remains on the avoidance of permanent capital loss
(our preferred definition of risk) and on growing the real value of the Company’s capital over the long run.
In his report on pages 4 and 5, Sebastian Lyon, our Investment Manager, provides further details of our
investment performance and describes the particular challenges of the last year.
The Company aims to pay as high, secure and sustainable a dividend as is compatible with protecting and
increasing the value of its shareholders’ funds and maintaining its investment flexibility. The Board remains
committed to paying an annual dividend of £5.60 in line with this policy. High levels of inflation during the
year, particularly in the United States, mean that the Company has earned significantly more income on its
holding of US TIPS than in previous years. Accordingly, in order to meet the investment trust distribution
requirements, the Board has resolved to pay an additional special dividend for the year to 30 April 2022 of
£1.40 per share. This dividend will be paid to shareholders in July 2022 alongside the first interim dividend
of £1.40 for the year to 30 April 2023.
CHAIRMAN’S STATEMENT
KEY REPORTS
Page 3
CHAIRMAN’S STATEMENT (CONTINUED)
During the year we issued 455,140 new Ordinary shares, for a net inflow of £223.9 million, our second highest
year on record. As at 30 April 2022 we had 3,688,069 Ordinary shares in issue. It is the policy of the Company
to aim to ensure that its Ordinary shares always trade at close to NAV and this policy is enshrined in the
Articles of Association. It is reassuring to report that since November 1999, when investment trusts were
empowered to use capital to buy back shares and hence control the discount to NAV at which their shares
trade, the PAT share price has closely tracked the NAV while the number of shares in issue is now
approximately eleven times higher.
Our relationship with Troy has continued to be excellent and we are increasingly benefitting from access to
the shared resources and focused support from the Troy team. We are now holding two Board meetings each
year in the Troy offices which is helping us to get to know more members of the Troy team and to deepen our
relationship on a broader base. As our shareholder funds continue to grow above £1.5 billion we are
benefitting from the revised fee structure agreed last year. Details of the fee structure are shown on page 7.
We also pay particular attention to ensuring the competitiveness of our ongoing charges ratio, which was
0.67% for the year ended 30 April 2022, having reduced from 1.18% in 2011 and from 0.73% in 2021.
Our relationship with Juniper Partners, which provides our administrative, company secretarial and discount
control services has also continued to be excellent. Juniper Partners continues to provide a first-class service
to the Company and works in close association with Troy to provide a seamless service to the PAT Board and
Shareholders. It is encouraging to note that the Juniper Partners team are continuing to develop their business,
building capacity and resilience, which benefits all their clients.
We recognise the continuing evolution of the Company’s shareholder base and the increasing number of
investors holding shares through retail platforms who may not have direct access to communications with
the Company. This is a challenge which is often discussed by the Board as we seek to improve communication
and interaction with investors. We hope that our updated website (www.patplc.co.uk), our Quarterlies, our
Annual and Interim Reports and our newly introduced Factsheet are providing investors with easy and
effective access to information about PAT and we will continue to seek innovative ways of improving our
dialogue with shareholders.
In the context of the evolving shareholder base and of our desire to make investing in the Company as efficient
as possible for both existing and future investors the Board has also reviewed the appropriateness of the
Company’s current share price of around £500 per share. After deep consideration, the Board believe that it
is appropriate to seek shareholder approval at the upcoming Annual General Meeting to split each Ordinary
share on a one hundred for one basis. Under the proposals each existing Ordinary share will be subdivided
into 100 new Ordinary shares. By way of example, if you hold 100 Ordinary shares in the Company prior to
the proposed split you will hold 10,000 Ordinary shares following the split and the aggregate value of your
holding immediately pre and post the proposed split will be unchanged. Further detail can be found on page
11 and page 29 in the Director’s Report.
In our Annual Report in 2020, we introduced the PAT Foundation. The objective of the Foundation is to
promote and advance the financial education of younger people wishing to pursue careers within or related
to the investment and finance industries. Good progress has been made on the establishment of the charity
and the Trustees of the Foundation expect to hold the formal public launch of the Foundation with further
details of their plans in Autumn 2022, to coincide with the start of the new academic year.
My colleagues and I have greatly missed the opportunity to meet with our fellow shareholders since our AGM
in 2019 as we have had to hold our last two AGMs in a virtual way. We are, therefore, very much looking forward
to being able to hold the AGM in person this year on Thursday, 14 July 2022 in Edinburgh. The Investment
Managers presentation will also be made available on our website following the AGM for those who cannot
attend in person. I would encourage all shareholders to submit any questions for the AGM to our Company
Secretary by email in advance of the meeting at cosec@junipartners.com by Tuesday, 12 July 2022.
In the meantime, I wish you all good health and thank you for entrusting your investment to PAT.
Iain Ferguson CBE
Page 4
Over the year to 30 April 2022 the net asset value per share (“NAV”) of Personal Assets Trust (“PAT”) rose
by 5.8% while our traditional comparator, the FTSE All-Share Index (“FTSE”), rose by 5.1%. The UK Retail
Price Index (“RPI”), which we also use as a comparator (see the inside front cover of this Report and Key
Features and Record 1990-2022 on pages 1 and 13 respectively), rose by 11.1%. Over the past three years the
NAV per share rose by 21.5% compared to FTSE All Share return of +2.9% and RPI +16.1%. The Company’s
NAV and share price (thanks to the discount control mechanism) continued to demonstrate below average
volatility compared to peers and the stock market.
These stable returns for the year under review belie high levels of volatility for capital markets. With the benefit
of hindsight, the liquidity-led stock market boom, which followed the outbreak of the pandemic, peaked over
a year ago in February 2021, with the start in the fall of ‘meme’ stocks. Profitless technology companies
reached heights of valuation not witnessed for 20 years. Over the last five months, this has morphed into a
broader bear market for US equities and bonds, which had previously been buoyed by highly accommodative
monetary policy. Central bankers are now, belatedly, attempting to remove the punch bowl by raising interest
rates from record low levels and beginning quantitative tightening. This is proving highly problematic for the
valuations of asset prices, which had been predicated on (almost) free money.
Investors are endeavouring to navigate a new regime, with the highest level of inflation in 40 years. A year ago,
we suggested that it would be hard to predict the sustainability of rising inflationary forces, which were affected
by the pandemic both in terms of demand, thanks to extreme government stimulus, and supply in relation to
interrupted supply chains. Yet the environment, in which disinflationary forces predominated, had been
waning for some time before the pandemic. While much investor focus has been on the deflationary effects
of technology, other deflationary influences also seem to be fading. Anti-globalisation sentiment has been
growing since the financial crisis. Events such as Trump’s election and his policies on China have begun to slow
four decades of globalisation. The pendulum that swung towards free trade for so long seems to be swinging
back. It is not only the trade of goods that has contributed to disinflation but the free movement of people
that has kept the price of labour down since the fall of the Berlin Wall in 1989. People crossing borders had
a material impact on globalisation as much as the movement of goods. Wage growth is now at a 40-year high
in the US; a lot of this is down to labour market tightness which, beyond the lingering effects of the pandemic,
risks being sustained if nationalism inhibits immigration. Wage growth will be key to whether current
inflationary forces become ingrained. The Governor of the Bank of England, Andrew Bailey’s recent call for
wage restraint revealed the weakness of his hand, as a policy maker, in controlling these pressures.
Supply constraints resulting from the pandemic have been more persistent than many expected. The recent
tragic events in Ukraine present a further unwelcome geopolitical shock and extend the current inflationary
backdrop, aggravating supply shortages for energy and food, in particular. There is a political acceptance
that more resilient supply chains are needed, and re-shoring may be part of the solution. We are shifting from
a ‘just in time’ to a ‘just in case’ economy. Higher domestic capital expenditure will follow in order to add
resilience to developed economies. The drive to optimise financial returns, so evident for the past two decades,
is likely to recede as companies build in a buffer for uncertainty.
Does the Federal Reserve (and other central banks) have a strong enough stomach to tackle inflation head-
on or will it pivot as it did in 2018? Debt levels, as a percentage of GDP, are as high as they were during World
War II, making positive real rates, required to check inflation, almost impossible to achieve without the risk
of a deep recession. The chance of a major policy error is rising. As Stephen King from HSBC points out, the
real Fed Funds rate is the lowest it has been in 70-80 years, which is extraordinary. Up until recent months,
central banks, through talk of inflations ‘transitory’ nature and through their own inaction, had been making
a huge bet that inflation would not last long and has little to do with monetary policy. This now looks like
wishful thinking as evidence picks up that inflationary pressures are not only affecting food and energy nor
are they merely pandemic and Ukraine-related. Wages and rents are rising, along with goods.
Several commentators point to the high inflation of the 1970s as a guide for today. These comparisons are too
simplistic as today’s economy differs dramatically from 50 years ago. However, there are some similarities.
Fiscal policy lost its anchor during the 1970s, as it has through the pandemic. Bounce back loans and other
INVESTMENT MANAGER’S REPORT
Page 5
KEY REPORTS
support schemes have been replaced by governments choosing to subsidise wages via transfer payments such
as offsetting rising energy bills. Politicians know that the pernicious effects of inflation fall on those with
middle and low incomes. Social unrest becomes an increased risk if this fiscal anaesthetic is not provided.
How do we invest amid these febrile conditions? We have been warning for some time that the barbell
‘balanced’ portfolio strategy of putting nominal bonds alongside equities is long past its sell-by-date. The
short-term negative correlation between the two asset classes has been of great value to asset allocators in
diversifying portfolios and producing consistent returns. Bonds have thrived on the back of low inflation and
low growth, whilst equities performed during periods of improved economic activity. Over the course of
decades however, falling interest rates supported ever-higher valuations for equities and bonds alike. Today,
the short-term negative correlation between the two asset classes seems to have broken down. In a new regime
of higher inflation, the risk is that bonds and equities fall together. For this reason we have long preferred
index-linked bonds and gold bullion, over conventional bonds, and they have held up relatively well in the
recent bond market sell off and should thrive in a negative real interest rate environment, also known as
‘financial repression’.
During the year, a majority of our equities made positive contributions to returns led by core holdings such as
Microsoft, American Express, Nestlé, Diageo and Franco Nevada. The only meaningful detractors were
Medtronic and Unilever. As markets ran up in 2021 we reduced the Company’s equity exposure amid concerns
that valuations had gone too far. Having started the financial year with 46% in equities, we ended the year with
a 38% exposure. The Shiller cyclically adjusted price earnings ratio (CAPE), a long-term valuation measure, for
the US stock market peaked at 38.6x in November 2021, not far off the level reached in December 1999.
The situation today is different to the tech bubble. In 1999 the overvaluation was concentrated in a smaller
number of stocks (Dotcoms, Cisco, Microsoft, and Juniper Networks). Value was on offer elsewhere. Thanks
to the prevalence of cheap and plentiful capital over the last decade, the overvaluation is far more evenly
spread today, giving fewer places to hide from a de-rating of equities. We are sceptical of those who advocate
equities as a good defence against inflation. Historically, stocks love disinflation, not inflation. Stock market
returns in inflationary periods have been volatile and poor in real terms, despite growing profits such is the
corrosive effect of inflation. From current starting valuations we suspect returns will be modest and we await
lower equity valuations before putting shareholders’ savings to work.
Investors are warned that ‘past performance is no guide to the future’. The biggest mistake investors can
make is to extrapolate historic earnings, share prices, or valuations. Money illusion, the tendency for people
to view their wealth and income in nominal terms rather than recognise the real value adjusted for inflation,
is hard to resist. This is the mirage between the nominal and the real and will be the enemy of investors seeking
returns ahead of inflation. We will endeavour to continue to preserve and grow shareholders’ funds in real
terms, but we are under no illusion as to the scale of the challenge ahead.
As the Chairman mentioned in his Statement, Robin Angus will be sorely missed by all of us involved with
Personal Assets. He was the heart and soul of the Company for over 30 years. I first came across Robin as an
aspiring investor in my late twenties reading his Quarterlies and later met him along with Ian Rushbrook as
a shareholder. Robin introduced me to investing and thinking as a fiduciary of the sacred savings of others.
His reports were not only beautifully written, but provided objective information for private investors seeking
to protect and grow their assets. His writing offered refreshing honesty and was peppered with classical
witticisms. Shareholders also owe him a debt of gratitude for the introduction of the discount control
mechanism, which was trailblazing in 1999 but has now been adopted as the gold standard by many other
investment trusts. He was a wonderful, supportive and kind colleague and for me, he was always the best
school master I never had.
Sebastian Lyon
INVESTMENT MANAGER’S REPORT (CONTINUED)
Page 6
INTRODUCTION
Personal Assets Trust plc (the “Company”) is what its name implies. It is an investment trust run for private
investors, who may often have committed to it a substantial proportion of their personal wealth. The
Company’s investment policy is to protect and increase (in that order) the value of shareholders’ funds per
share over the long term. It differs from other investment trusts in that its activities are defined not by any
particular portfolio specialisation or investment method but by a desire to satisfy the personal requirements
of those who invest in it. This is reflected in the Board’s statement that our specialisation will be our
shareholders’.
P
RINCIPAL ACTIVITIES AND STATUS
The Company is incorporated in Scotland (registered number SC074582). It is an investment company as
defined by Section 833 of the Companies Act 2006. It carries on the business of an investment trust and has
been approved as such by HM Revenue & Customs.
BUSINESS MODEL AND STRATEGY FOR ACHIEVING OBJECTIVES
The Company is run by its Board of Directors comprising six non-executive Directors. Four of the Directors
are male and two are female. The Board is responsible for the overall stewardship of the Company, including
investment objectives and strategy, dividends, corporate governance procedures and risk management.
Biographies of the Directors can be found on page 27.
The Directors have a duty to promote the success of the Company. The Directors believe that the best way of
achieving this, as well as delivering the Company’s objective, is to maintain the strong working relationship
with the Investment Manager, Troy Asset Management Limited (“Troy” or the “Investment Manager”). Troy
acted as Investment Adviser to the Company since 2009 and with effect from 1 May 2020 was appointed as
the Company’s Investment Manager. Troy operate within an investment universe, including bands and ranges,
which has been agreed by the Board.
The Board has appointed Juniper Partners Limited (“Juniper Partners”), as its AIFM. The day-to-day
management of the portfolio has been delegated by the AIFM to the Investment Manager, and is the
responsibility of Sebastian Lyon, the Founder and Chief Investment Officer of Troy, in particular. Juniper
Partners also provide company secretarial, administration and discount control services to the Company.
Troys investment approach is conservative, attention being paid first and foremost to the downside risk of any
investment. Troy regard risk as permanent loss of an investor’s capital rather than performance relative to a
particular benchmark.
The Investment Manager employs a long-term, long-only approach to investing and has the ability to invest
globally. Whilst asset allocation will vary, in general the investment universe comprises high quality, developed
market equities, developed market government bonds, gold bullion, cash and money market instruments
(such as treasury bills) which the Board believes aligns with its long term investment strategy. Troy judge the
safety and attractiveness of asset classes not just relative to each other but also relative to the asset classes’
histories. When allocating the Company’s assets Troy incorporate valuation measures, inflation expectations,
and monetary and fiscal conditions into their decision-making process from both a top-down perspective
and a stock-specific perspective.
I
NVESTMENT POLICY
The Company is an investment trust with the ability to invest globally. Its investment policy is to protect and
increase (in that order) the value of shareholders’ funds per share over the long term. While the Company
uses the FTSE All-Share Index (the ‘‘All-Share’’) as a comparator for the purpose of monitoring performance
and risk, the composition of the All-Share has no influence on investment decisions or the construction of the
portfolio. As a result, the Company’s investment performance is likely to diverge from that of the All-Share.
Our definition of ‘‘risk’’ is fundamentally different from that commonly used by other global investment trusts
and the industry at large (ours being ‘‘risk of losing money’’ rather than ‘volatility of returns relative to an
index’’). Taking this as our definition of risk, the Board will usually, although not invariably, prefer the
Company’s portfolio as a whole to have a lower level of risk than the All-Share.
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022
Page 7
KEY REPORTS
The Company will invest in equities and fixed income securities and it may also hold cash and cash equivalents
(which may, depending on circumstances, include gold). The Company may use derivatives as a way of
increasing or reducing its investment exposure and to enhance and protect investment positions. The Company
may also from time to time make use of currency hedging.
The Company has no predetermined maximum or minimum levels of exposure to asset classes, currencies or
geographic areas but these exposures are reported to, and monitored by, the Board in order to ensure that
adequate diversification is achieved. The Company’s equity portfolio is typically concentrated in a short list
of stocks and turnover tends to be low. No holding in an individual company will represent more than 10 per
cent. by value of the Company’s total assets at the time of acquisition.
The Company is prepared to make use of both gearing and liquidity, the former by using short-term borrowed
funds or derivatives such as FTSE 100 Futures. The Company’s gearing will not exceed 50 per cent. of
shareholders’ funds in aggregate. In exceptional circumstances, the Company’s liquidity could be as high as
100 per cent. of shareholders’ funds. These limits would not be exceeded without shareholder approval.
The Company may also invest in other investment trusts, especially as a way of gaining exposure to a region
or industry in which the Company preferred not to invest directly. The Company’s policy is not to invest more
than 15 per cent. of its total assets in other investment trusts and other listed investment companies.
An analysis of the investment portfolio at 30 April 2022 can be found on page 12.
I
NVESTMENT MANAGER
Troy provides investment management services to the Company pursuant to a delegation agreement between the
Company, the AIFM and Troy (the “Investment Management Agreement”). The Investment Management
Agreement may be terminated on six months notice. No compensation is payable to the Investment Manager
in the event of termination of the agreement over and above payment in respect of the required six months’
notice. The fee payable to Troy in accordance with the Investment Management Agreement, which is based on
the Company’s shareholders’ funds, is: 0.65 per cent. on the first £750 million; 0.5 per cent. between £750 million
and £1,500 million; and 0.45 per cent. thereafter, payable quarterly in arrears. The investment management fee
is reduced by the amount payable by the Company to Juniper Partners for its AIFM services, which is calculated
on the basis of 0.015 per cent. of shareholders funds.
During the year the Board has reviewed the appropriateness of Troy’s appointment. In carrying out its review
the Board considered the investment performance of the Company since the appointment of Troy and its
capability and resources to deliver satisfactory investment performance. It also considered the length of the
notice period of Troy and the fees payable to it.
Following this review the Directors are confident of the Investment Manager’s ability to deliver satisfactory
investment performance. It is therefore their opinion that the continuing appointment of the Investment
Manager, on the terms agreed, is in the interests of shareholders.
At 30 April 2022 Sebastian Lyon had an interest in 21,010 (2021: 20,000) shares of the Company. Charlotte
Yonge, Assistant Manager, had an interest in 350 (2021: 350) shares of the Company.
D
IVIDEND POLICY
The Company aims to pay as high, secure and sustainable a dividend as is compatible with protecting and
increasing the value of its shareholders’ funds and maintaining its investment flexibility.
D
ISCOUNT AND PREMIUM CONTROL POLICY
Investment trusts have long suffered from volatile discounts to net asset value. Sometimes, too, the shares of
individual investment trusts may sell temporarily at a significant premium to net asset value. This can put those
investing regularly at a disadvantage, because they may find themselves buying shares at a sizeable premium
which almost certainly will not be sustained and which will therefore have an adverse effect on the return
from their investment.
In view of the disadvantages to shareholders of such discount and premium fluctuations, the Company’s
policy is to ensure that its shares always trade at close to net asset value through a combination of share buy-
backs and the issue of new or Treasury shares at a small premium to net asset value where demand exceeds
supply. This discount and premium control policy is enshrined in the Articles of Association of the Company.
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022 (CONTINUED)
Page 8
KEY PERFORMANCE INDICATORS
The Board assesses its performance in meeting the Company’s objectives against the following Key
Performance Indicators, details of which can be found in the Key Features on page 1 or, in the case of the
volatility of the share price, on page 15 under the heading Volatility and Share Price Total Return Performance
Since 30 April 2000, being the year end closest to the peak of the great 1990s bull market:
volatility of the share price total return compared to that of the FTSE All-Share Index, the six trusts
included within the AIC Flexible Investment Sector and the 14 trusts included within the AIC Global
Sector which were in existence on 30 April 2000;
share price and net asset value per share against the FTSE All-Share Index over the long term whilst
aiming to protect and increase (in that order) the value of shareholders’ funds per share in accordance with
the Company’s investment objective; and
the range and volatility of the discount or premium to net asset value at which the Company’s shares trade,
in order to ensure compliance with its discount and premium control policy enshrined in the Articles of
Association of the Company.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE FACTORS
The Company believes that it is in the shareholders’ interests to consider environmental, social and governance
(“ESG”) factors when selecting and retaining investments and encourages the Investment Manager to take
these issues into account. The Investment Manager does not exclude companies from its investment universe
purely on the grounds of ESG factors but adopts a positive engagement approach whereby matters are
discussed with management with the aim of improving the relevant policies and management systems and
enabling the Investment Manager to consider how ESG factors could affect long-term investment returns.
The Financial Reporting Council (“FRC”) published a revised UK Stewardship Code (the Code”) for
institutional shareholders in October 2019 and this has applied to the Company since 1 January 2020. The
purpose of the Code is to enhance the quality of engagement between institutional investors and companies
to help improve long-term returns to shareholders and assist institutional investors with the efficient exercise
of their governance responsibilities. The FRC is encouraging institutional investors to make a statement of
their commitment to the Code. The Board delegates responsibility for selecting the portfolio of investments
within investment guidelines established by the Board, and for monitoring the performance and activities of
investee companies, to the Investment Manager. The Investment Manager carries out detailed research on
investee companies and possible future investee companies through internally generated research. The research
on a company comprises an evaluation of fundamental details such as financial strength, quality of
management, market position and product differentiation, plus an appraisal of issues relevant to it, including
policies relating to socially responsible investment.
The exercise of the Company’s voting rights in respect of investee companies is delegated to the Investment
Manager, which reports to the Board on a regular basis as to how it has voted at any general meetings. The
Investment Manager considers each case on its individual merits with the primary aim of the use of voting
rights being to ensure a satisfactory return from investments. A summary of Troy’s voting behaviour more
generally is reported every quarter in the Responsible Investment factsheet published on Troy’s website. During
the year the Investment Manager engaged with the management of several investee companies on ESG
matters. By way of an example, in July 2021 the Investment Manager identified that Agilent Technologies did
not have a net-zero target and thought that this could impact the attractiveness of Agilent as a supplier to some
companies. The Investment Manager engaged with Agilent Technologies through their investor relations team
and a meeting with their Head of Sustainability, requesting that the company published a net-zero target.
The team at Agilent Technologies said they would make a proposal to the board and in October 2021 the
company published net-zero targets as requested.
The Investment Manager’s Responsible Investment Policy and statement of compliance with the Code can be
found on its website at www.taml.co.uk. The Investment Manager’s Responsible Investment Policy has been
reviewed and endorsed by the Board.
The Company has disclosed its ESG policy on the Association of Investment Companies (“AIC”) website and
this can be viewed at www.theaic.co.uk.
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022 (CONTINUED)
KEY REPORTS
Page 9
COMPETITIVE AND REGULATORY ENVIRONMENT
The Company is an investment trust quoted on the London Stock Exchange and is a member of the AIC.
The Company operates so as to comply with Section 1158 of the Corporation Tax Act 2010, which allows it
to be exempted from capital gains tax on realised investment gains.
In addition to publishing annual and interim reports the Company announces net asset values per Ordinary
share daily and provides more detailed statistical information on a monthly basis to the AIC in order to enable
investors to compare its performance and other relevant information with those of its peer group, the AIC
Flexible Investment Sector.
The Company also publishes quarterly reports on subjects of investment interest to shareholders together
with portfolio information and performance statistics.
P
RINCIPAL RISKS AND RISK MANAGEMENT
The Board has carried out a careful assessment of the principal risks facing the Company, including the
current geopolitical risks following the Russian invasion of Ukraine and the ongoing impacts of the
COVID-19 pandemic. The Board has established and maintains, with the assistance of the Company
Secretary, a risk matrix which identifies the key risks to the Company. This register is formally reviewed on a
regular basis. Emerging risks that could impact the Company are considered and discussed at each Board
meeting, or on an ad hoc basis as required, along with any proposed mitigating actions.
The principal risks and uncertainties facing the Company, together with a summary of the mitigating action
the Board takes to manage these risks and how these risks have changed over the period, are set out below.
Emerging
Risk
The recent invasion of Ukraine brings risk to economic growth and investors’ risk appetites and consequently
can impact the valuation of companies in the portfolio. There is also an increasing awareness of the challenges
and emerging risks posed by climate change. The economic responses to the COVID-19 pandemic may also
continue to impact on the Company and its portfolio. The government support measures put in place during
the pandemic may result in significant levels of inflation in the medium term.
Increased overall emerging risks due to rising inflation and heightened global political tensions.
Mitigation
The Board seeks to mitigate these emerging risks through maintaining a broadly diversified global equity
portfolio and appropriate asset and geographical allocation. In respect of climate change risks, the investment
process considers ESG factors, as set out in the Strategic Review. Overall the specific potential effects of
climate change are difficult, if not impossible, to predict and the Board and Investment Manager will continue
to monitor developments in this area. The Board is in regular communication with the Investment Manager
on emerging matters which may impact on the portfolio.
Economic
Risk
The Board believes that the principal risk to shareholders and the Company’s investments are events or
developments which can affect the general level of share prices, including for instance, inflation or deflation,
economic recessions and movement in interest rates and currencies which could cause losses within the portfolio.
Risk has been heightened by inflationary increases and geopolitical events, including the invasion of Ukraine.
Mitigation
The Board regularly monitors the investment environment and the management of the Company’s investment
portfolio, and applies the principles detailed in the guidance provided by the Financial Reporting Council.
Further details on the Company’s financial risks are contained in the Notes to the Accounts on pages 20 to 26.
The Company’s strategy is reviewed formally on at least an annual basis considering investment performance,
market developments and shareholder communication. The Board receives regular updates on the
composition of the Company’s portfolio. Investment performance and the portfolio composition has been
monitored specifically in the light of the emerging risks noted above.
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022 (CONTINUED)
Page 10
Operational
Risk
The Company is reliant on service providers including Troy as Investment Manager, Juniper Partners as AIFM,
Company Secretary, Administrator and discount and premium control provider, J.P. Morgan as Depositary and
Custodian and Equiniti as Registrar. Failure of the internal control systems of these parties, including in relation
to cybersecurity measures, could result in losses to the Company.
Risk remains relatively unchanged.
Mitigation
The Board formally reviews the Company’s service providers on an annual basis, including reports on their
internal controls where available. As part of the annual review the Board considers the business continuity
plans in place with each of its key suppliers and the measures taken to mitigate cyber threats. The Company’s
internal controls are described in more detail on page 37.
Legal and Regulatory
Risk
Breach of legal and regulatory rules could lead to the suspension of the Company’s Stock Exchange listing,
financial penalties, or a qualified audit report. Breach of Section 1158 of the Corporation Tax Act 2010 could
lead to the Company being subject to tax on realised capital gains.
Risk remains relatively unchanged.
Mitigation
Compliance with the Company’s regulatory obligations is monitored on an ongoing basis by Juniper Partners,
the Investment Manager and other professional advisers as required who report to the Board regularly.
Discount and Premium Control
Risk
The share price could be impacted by a number of external factors which could cause significant discount and
premium fluctuations.
Risk remains relatively unchanged.
Mitigation
The Company’s discount and premium control policy, which is enshrined in the Articles of Association, is to
ensure that shares always trade at close to net asset value. The level of share buybacks or issuance under the
policy is reported via an RIS on an ongoing basis. The operation of the discount and premium control policy
was reviewed in the light of the COVID-19 pandemic and to date has continued throughout the period without
disruption.
D
UTY TO PROMOTE THE SUCCESS OF THE COMPANY
The Directors have a duty to promote the success of the Company for the benefit of its shareholders as a
whole. The Directors are required to include a report explaining how they have considered all the requirements
and discharged their duties under Section 172(1) of the Companies Act 2006, taking into account the likely
long-term consequences of decisions taken, the need to foster relationships with all stakeholders in the
Company and the impact of the Company’s operations on the environment. The report includes specific
matters the Board has considered during the year. The Company being an investment trust, the key
stakeholders comprise its shareholders, the Investment Manager and its third-party service providers
(including the Company Secretary and Adminstrator, Registrar, Depositary and Custodian).
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022 (CONTINUED)
KEY REPORTS
Page 11
Engagement with Stakeholders
The Board welcomes the views of shareholders and places considerable importance on communications with
them and the need to act fairly between all shareholders. The Investment Manager reports back to the Board
on meetings with shareholders and the Chairman and other Directors are available to meet shareholders if
required. The Annual General Meeting of the Company and presentations held in London in the normal
course provide a forum, both formal and informal, for shareholders to meet and discuss issues with the Board.
The Companys primary business relationships are with its Investment Manager, Troy Asset Management
and its AIFM, Company Secretary, Administrator and discount and premium control provider, Juniper
Partners. The Board seeks to maintain high standards of business conduct within all its business relationships
and continues to work closely with the Investment Manager and Juniper Partners to ensure such standards
are met.
The Directors, Sebastian Lyon and their respective families have substantial shareholdings in the Company
(see pages 7, 27 and 32) and those who run the Company therefore have a common interest with those who
invest in it.
Juniper Partners seeks to maintain constructive relationships with the Company’s other third-party suppliers,
for example the Registrar, the Depositary and the Custodian, on behalf of the Board typically through regular
communication and provision of information.
The Board continue to be mindful of ESG matters and believes it is in shareholders’ interests to consider such
matters when selecting and retaining investments. The Board supports and encourages the Investment
Manager’s positive engagement approach with the underlying investee companies. Further details on this
approach can be found in the Strategic Report on page 8.
Specific Examples of Stakeholder Consideration
The Board incorporates the views of shareholders when making key decisions in relation to promoting the long
term success of the Company both for the benefit of existing shareholders as a whole and to continue to
attract new investors to the Company. Following such engagement with shareholders in recent years, the
Board agreed during the year to propose the share split at this year’s AGM. The Board expect a lower share
price to help make the shares more accessible to all prospective investors and existing shareholders, especially
monthly savers and those who regularly re-invest dividends as a way to grow their shareholding.
During the year the Company’s shareholders’ funds continued to grow and were £1.81 billion at 30 April
2022. In April 2021, the Board agreed a revised fee structure for the Investment Manager in the light of the
growth in shareholders’ funds and this fee structure took effect from 1 May 2021. The tiered management fee
structure in place with Troy ensures that shareholders benefit from the economies of scale under
the agreement.
During the year the Board has continued to consider ESG matters and in particular has considered the
increasing awareness placed on climate change risks on the portfolio at its quarterly Board meetings. The
Board continues to work closely with the Investment Manager to understand the ESG considerations that
impact on the portfolio. During the year, in line with the majority of investment trusts, the Company published
a public ESG policy which is now available on the AIC website.
Throughout the COVID-19 pandemic the Directors had increased interaction with the Investment Manager
and Juniper Partners to ensure the continued operation of the Company and its portfolio for the benefit of
its key stakeholders in uncertain circumstances. Throughout the year the Company has continued to function
without disruption. This includes the operation of the Company’s discount and premium control policy which
the Board considers to be essential in providing ongoing liquidity to shareholders.
By Order of the Board
Juniper Partners Limited
Company Secretary
28 Walker Street
Edinburgh EH3 7HR
8 June 2022
STRATEGIC REPORT FOR THE YEAR TO 30 APRIL 2022 (CONTINUED)
Page 12
Bought/ Gain/
Valuation (sold) (loss)
Shareholders’ 30 April in the in the
Funds 2022 period period
Security Country Equity Sector % £’000 £’000 £’000
Equities
Microsoft USA Technology 5.0 91,522 (5,148) 17,442
Alphabet USA Technology 4.7 84,961 6,745 4,065
Visa USA Financial Services 4.1 74,786 17,623 1,260
Unilever UK Food Producer 3.2 58,073 5,021 (7,579)
Nestlé Switzerland Food Producer 3.1 56,240 (8,645) 10,048
American Express USA Financial Services 3.0 54,430 10,961
Diageo UK Beverages 2.8 50,908 (1,848) 10,070
Franco Nevada Canada Mining 2.7 49,039 5,316 7,938
Medtronic USA Healthcare 2.4 44,447 3,364 (6,152)
Becton Dickinson USA Pharmaceuticals 1.7 30,746 2,607 3,363
Agilent Tecnology USA Healthcare 1.5 27,868 (4,971) 650
Procter & Gamble USA Household Products 1.5 26,372 6,437
Moody's USA Financial Services 1.0 17,522 8,883 366
Experian UK Industrial 0.6 10,749
Pernod-Ricard France Beverages 0.5 8,290 863
Philip Morris International USA Tobacco 0.0 (60,010) 4,726
Berkshire Hathaway USA Insurance 0.0 (34,563) 534
Total Equities 37.8 685,953 (65,626) 64,992
US TIPS USA 35.7 647,143 118,037 38,561
UK T-Bills UK 15.7 285,784 163,538 (241)
Gold Bullion 9.5 171,934 12,312 26,585
Total Investments 98.7 1,790,814 228,261 129,897
Property 0.1 2,144
UK cash 2.6 47,924 n/a n/a
Overseas cash 0.0 20 n/a n/a
Net current liabilities (1.4) (26,542) n/a n/a
TOTAL PORTFOLIO 100.0 1,814,360 n/a n/a
GEOGRAPHIC ANALYSIS OF INVESTMENTS AND CURRENCY
EXPOSURE AT 30 APRIL 2022
UK USA Canada France Switzerland Total
%%%%%%
Equities 6.6 24.9 2.7 0.5 3.1 37.8
Index-linked securities 35.7 35.7
T-Bills 15.7 15.7
Gold Bullion 9.5 9.5
Property 0.1 0.1
Cash 2.6 0.0 2.6
Net current liabilities (1.4)(1.4)
Total 23.6 70.1 2.7 0.5 3.1 100.0
Net currency exposure 54.2 39.5 2.7 0.5 3.1 100.0
PORTFOLIO AT 30 APRIL 2022
Page 13
KEY REPORTS
RECORD 1990-2022
Share- Net asset
holders’ Shares value Share FTSE Earnings Dividend Dividend Inflation
Date Funds Liquidity Out- per share Price All-Share per share
(
1)
per share Growth (RPI)
30 April £’000 (%) standing (£) (£) Index (£) (£) (%) (%)
1990
(
2)
8,462 11.8 149,313 56.67 39
1
/
2
1,043.16 1.09 1.00 n/a n/a
1991 9,006 2.6 149,313 60.32 48
1
/
2
1,202.75 1.45 1.50 50.0 6.4
1992 10,589 0.0 149,313 70.92 66 1,282.75 1.67 1.60 6.7 4.3
1993 11,441 2.7 152,187 75.18 81
1
/
2
1,388.88 2.52 1.80 12.5 1.3
1994 12,987 12.0 152,187 85.34 89
1
/
2
1,580.44 2.12 1.95 8.3 2.6
1995 13,939 6.2 152,187 91.59 87 1,578.67 2.00 2.00 2.6 3.3
1996 19,473 15.9 169,173 115.11 118
1
/
2
1,914.61 2.90 2.20 10.0 2.4
1997 27,865 24.5 208,114 133.89 141
1
/
4
2,135.31 3.01 2.30 4.5 2.4
1998 48,702 34.7 270,250 180.21 199
1
/
2
2,788.99 3.57 2.45 6.5 4.0
1999 65,200 37.8 323,966 201.26 202
1
/
2
3,028.40 3.67 2.55 4.1 1.6
2000 73,751 45.3 369,121 199.80 202 3,001.92 2.98 2.62
1
/
2
2.9 3.0
2001 78,000 47.1 376,750 207.03 208
1
/
2
2,869.04 3.27 2.70 2.9 1.8
2002 92,430 48.9 454,472 203.38 209
1
/
2
2,512.04 3.88 2.80 3.7 1.5
2003 104,324 24.5 559,925 186.32 193
3
/
4
1,891.50 3.40 2.90 3.6 3.1
2004 134,770 31.4 641,253 210.17 214
1
/
2
2,237.34 3.98 3.10 6.9 2.5
2005 149,834 35.4 677,185 221.26 224
3
/
4
2,397.05 3.41 3.40 9.7 3.2
2006 189,351 40.8 739,234 256.14 259
1
/
4
3,074.26 3.78 3.70 8.8 2.6
2007 192,416 50.7 726,921 264.70 266 3,355.60 4.95 4.10 10.8 4.5
2008 188,664 100.2 733,051 257.37 258
1
/
4
3,099.94 5.59 4.60 12.2 4.2
2009 171,132 29.9 745,231 229.64 233 2,173.06 5.34 5.00 8.7 (1.2)
2010 233,785 34.4 815,281 286.75 289
1
/
2
2,863.35 4.61 5.20 4.0 5.3
2011 310,000 45.4 984,803 314.78 318 3,155.03 5.68 5.40 3.8 5.2
2012 463,473 50.0 1,380,659 335.69 340
7
/
10
2,984.67 7.23 5.55 2.8 3.5
2013 593,245 56.5 1,685,901 351.89 357 3,390.18 5.69 5.60 0.9 2.9
2014 573,237 56.0 1,717,447 333.77 331
9
/
10
3,619.83 4.78 5.60 0.0 2.5
2015 609,745 59.9 1,742,956 349.83 350
7
/
10
3,760.06 3.65 5.60 0.0 0.9
2016 640,624 56.0 1,744,842 367.15 372
1
/
2
3,421.70 4.78 5.60 0.0 1.3
2017 781,499 54.3 1,960,127 398.70 405
4
/
10
3,962.49 6.20 5.60 0.0 3.5
2018 858,893 61.6 2,212,433 388.21 392 4,127.68 5.23 5.60 0.0 3.4
2019 968,579 64.0 2,392,275 404.88 408 4,067.98 4.97 5.60 0.0 3.0
2020 1,160,966 55.3 2,723,003 426.36 433 3,262.51 5.86 5.60 0.0 1.5
2021 1,503,936 54.3 3,232,929 465.19 471 3,983.85 4.53 5.60 0.0 2.9
2022 1,814,360 62.2 3,688,069 491.95 503 4,185.12 8.36 7.00
(3)
25.0 11.1
Compound growth rates per annum (%)
(4)
(%)
(4)
(%)
(4)
(%) (%) (%)
3 Years 6.7 7.2 1.0 18.9 0.0 5.1
5 Years 6.0 6.2 4.1 11.8 0.0 4.3
10 Years 3.9 4.0 3.4 4.6 0.1 3.3
Since 30 April 1990 7.0 8.3 4.4 6.6 5.5 3.1
Shares outstanding and per share values have been adjusted for the 1 for 100 consolidation of Ordinary shares
in January 1993 and exclude shares held in Treasury.
(1)
Based on the weighted average number of shares in issue during the year.
(2)
Personal Assets became self-managed in 1990.
(3)
A special dividend of £1.40 per Ordinary share will be paid in relation to the year ended 30 April 2022.
(4)
Capital only.
Page 14
Share Price versus FTSE All-Share Index (based to 100)
Share Price Total Return versus FTSE All-Share Index Total Return (based to 100)
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
80
100
120
140
160
180
200
80
100
120
140
160
180
200
Source: Refinitiv Datastream
Personal Assets − Total Return Index
FTSE All-Share
− Total Return
Index
220 220
TEN YEAR PERFORMANCE
Page 15
Note: The first chart on this page is designed to show the share price volatility of Personal Assets compared to that of the
FTSE All-Share Index. The chart shows how, with the exception of 2013-2014 and 2017-2018, the Company’s capital
performance has tended to be less volatile than that of the All-Share but, even taking both the above periods into account,
the Company’s long-term price gain of 149.0% since April 2000 has comfortably exceeded the All-Share’s 39.4%.
Annual percentage change in Share Price and FTSE All-Share Index to 30 April
-40%
-
20%
0%
2
0%
40%
60%
80%
Share Price FTSE All-Share Index
2000-
2001
2001-
2002
2002-
2003
2003-
2004
2004-
2005
2005-
2006
2006-
2007
2007-
2008
2008-
2009
2009-
2010
2010-
2011
2011-
2012
2012-
2013
2013-
2014
2015-
2016
100%
2016-
2017
-40%
-20%
0%
2
0%
40%
60%
80%
100%
2014-
2015
2000-
2022
120% 120%
140% 140%
2017-
2018
2018-
2019
2019-
2020
2020-
2021
160%
160%
2021-
2022
ANNUAL PERFORMANCE SINCE 30 APRIL 2000
Personal Assets
FTSE All-Share Index
AIC Flexible Investment Sector Member
AIC Global Sector Member
Volatility
Performance
Performance
012345678910 11
-100
0
100
200
300
400
500
600
700
800
900
1,000
1,100
1,200
1,300
1,400
-100
0
100
200
300
400
500
600
700
800
900
1,000
1,100
1,200
1,300
1,400
VOLATILITY AND SHARE PRICE TOTAL RETURN PERFORMANCE
SINCE 30 APRIL 2000
Note: The Scatter Graph shows the share price total return performance of Personal Assets (very large blue dot) and the
FTSE All-Share Index (large black dot) compared to that of the other six trusts included within the AIC Flexible
Investment Sector and the 14 trusts included within the AIC Global Sector (within which the Company was included
between 2000 and 2016), in terms of share price (vertical axis) and monthly price volatility (horizontal axis) since 30 April
2000. Only the trusts in existence on 30 April 2000 have been included in the chart below. Personal Assets, while performing
better than the All-Share over the period, shows up as the least volatile of all the trusts.
Volatility Compared to Peer Group since 30 April 2000
KEY REPORTS
Page 16
Year ended 30 April 2022 Year ended 30 April 2021
Revenue Capital Revenue Capital
return return Total return return Total
Notes £’000 £’000 £’000 £’000 £’000 £’000
Investment income
Calculated using the effective
interest rate method 2 25,942 25,942 3,272 3,272
Other investment income 2 13,847 13,847 15,733 15,733
Other operating income 2 68 68
Gain on disposal of asset
held for sale 1,559 1,559
Gains on investments
held at fair value through
profit or loss 8 129,897 129,897 80,865 80,865
Foreign exchange (losses)/gains 8 (49,813) (49,813) 38,951 38,951
Total income 39,857 80,084 119,941 19,005 121,375 140,380
Expenses 3 (5,016) (6,295) (11,311) (4,423) (5,269) (9,692)
Return before taxation 34,841 73,789 108,630 14,582 116,106 130,688
Taxation 5,6 (5,931) 3,325 (2,606) (1,045) 482 (563)
Return for the year 28,910 77,114 106,024 13,537 116,588 130,125
Return per share £8.36 £22.31 £30.67 £4.53 £39.04 £43.57
The ‘‘Return for the Year’’ is also the ‘Total Comprehensive Income for the Year’’, as defined in IAS1 (revised), and no separate Statement
of Comprehensive Income has been presented.
The ‘Total’’ column of this statement represents the Company’s Income Statement, prepared in accordance with International Financial
Reporting Standards.
The Revenue return and Capital return columns are supplementary to this and are prepared under guidance published by the Association
of Investment Companies.
Return per share is calculated on 3,456,868 (2021: 2,986,288) shares, being the weighted average number in issue (excluding Treasury
shares) during the year.
All items in the above statement derive from continuing operations.
INCOME STATEMENT
The Notes to the Accounts on pages 20-26, including the accounting policies on pages 20 and 21, form part of these accounts.
Page 17
FINANCIAL STATEMENTS
30 April 30 April
2022 2021
Notes £’000 £’000
Non-current assets
Investments held at fair
value through profit or loss 8 1,790,814 1,432,656
Property 9 2,144 2,144
Total non-current assets 1,792,958 1,434,800
Current assets
Receivables 10 4,429 1,228
Cash and cash equivalents 47,944 70,907
Total current assets 52,373 72,135
Total assets 1,845,331 1,506,935
Current liabilities
Financial liabilities held at fair value through profit or loss 11 (26,585) (676)
Corporation tax payable 11 (1,486)
Other payables 11 (2,900) (2,323)
Total liabilities (30,971) (2,999)
Net assets 1,814,360 1,503,936
Capital and reserves
Ordinary share capital 12 46,100 40,410
Share premium 1,235,636 1,017,672
Capital redemption reserve 219 219
Special reserve 22,517 22,517
Capital reserve unrealised 324,095 285,947
Distributable reserves (see page 18) 185,793 137,171
Total equity 1,814,360 1,503,936
Shares in issue at year end 12 3,688,069 3,232,929
Net asset value per
Ordinary share £491.95 £465.19
The financial statements on pages 16-26 were approved and authorised for issue by the Board of Directors and
signed on its behalf on 8 June 2022 by:
Iain Ferguson
Chairman
STATEMENT OF FINANCIAL POSITION
The Notes to the Accounts on pages 20-26, including the accounting policies on pages 20 and 21, form part of these accounts.
Page 18
The Notes to the Accounts on pages 20-26, including the accounting policies on pages 20 and 21, form part of these accounts.
Distributable reserves*
Ordinary Capital Treasury Capital Capital
share Share redemption Special share reserve reserve Revenue
For the year ended capital premium reserve reserve reserve unrealised realised reserve Total
30 April 2022 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Balance at
1 May 2021 40,410 1,017,672 219 22,517 285,947 137,171 1,503,936
Return for
the year 38,148 38,966 28,910 106,024
Ordinary
dividends paid
(1)
(19,254) (19,254)
Issue of
Ordinary shares
(2)
5,690 217,964 223,654
Balance at
30 April 2022 46,100 1,235,636 219 22,517 324,095 176,137 9,656 1,814,360
Distributable reserves*
Ordinary Capital Treasury Capital Capital
share Share redemption Special share reserve reserve Revenue
For the year ended capital premium reserve reserve reserve unrealised realised reserve Total
30 April 2021 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Balance at
1 May 2020 34,580 811,635 219 22,517 (17,622) 215,074 93,852 711 1,160,966
Return for
the year 70,873 45,715 13,537 130,125
Ordinary
dividends paid
(1)
(2,396) (14,248) (16,644)
Issue of
Ordinary shares
(2)
5,830 206,037 17,622 229,489
Balance at
30 April 2021 40,410 1,017,672 219 22,517 285,947 137,171 – 1,503,936
(1)
See Note 7.
(2)
See Note 12.
* The Capital reserve realised and Revenue reserve represent distributable reserves available and intended for distribution as and when
required.
Share premium. The share premium represents the difference between the nominal value of new Ordinary
shares issued and the consideration the Company receives for these shares.
Capital redemption reserve. The capital redemption reserve represents the nominal value of Ordinary shares
bought back for cancellation since authority to do this was first obtained at a General Meeting in April 1999.
Special reserve. The cost of any shares bought back for cancellation is deducted from the special reserve,
which was created from the share premium, also following a General Meeting in April 1999.
Treasury share reserve. The net cost of any shares bought back and held in treasury.
Capital reserve unrealised. Increases and decreases in the valuation of investments held at the year end and
unrealised exchange differences of a capital nature are accounted for in this Reserve.
Capital reserve realised. Gains and losses on the realisation of investments, realised exchange differences of a
capital nature and returns of capital are accounted for in this Reserve.
Revenue reserve. Any surplus/deficit arising from the revenue return for the year is taken to/from this Reserve.
STATEMENT OF CHANGES IN EQUITY
Page 19
FINANCIAL STATEMENTS
Year ended Year ended
30 April 30 April
2022 2021
Notes £’000 £’000
Cash flows from operating activities
Return before taxation 108,630 130,688
Income calculated using the effective interest rate method (25,942) (3,272)
Gains on investments (129,897) (82,424)
Foreign exchange losses/(gains) 49,813 (38,951)
Operating cash flow before movements in working capital 2,604 6,041
(Increase)/decrease in accrued income, prepayments and other receivables (222) 733
Increase in other payables 577 276
Net cash from operating activities before taxation 2,959 7,050
Taxation (1,064) (563)
Net cash inflow from operating activities 1,895 6,487
Cash flows from investing activities
Purchase of investments equity shares (61,064) (118,361)
Purchase of investments fixed interest and other investments (835,033) (613,740)
Purchase of gold bullion (12,312) (25,044)
Purchase of freehold property (445)
Disposal of investments equity shares 126,691 59,569
Disposal of investments fixed interest and other investments 579,399 450,077
Disposal of subsidiary 2,793
Settled forward foreign exchange (losses)/gains (23,807) 40,230
Net cash outflow from investing activities (226,126) (204,921)
Cash flows from financing activities
Equity dividends paid 7 (19,254) (16,644)
Issue of Ordinary shares 220,618 230,576
Net cash inflow from financing activities 201,364 213,932
(Decrease)/increase in cash and cash equivalents (22,867) 15,498
Cash and cash equivalents at the start of the year 70,907 56,091
Effect of exchange rate changes (96) (682)
Cash and cash equivalents at the year end 47,944 70,907
Net cash inflow from operating activities includes the following:
Dividends received 9,474 12,702
Interest received 4,262 4,133
CASH FLOW STATEMENT
The Notes to the Accounts on pages 20-26, including the accounting policies on pages 20 and 21, form part of these accounts.
Page 20
1. AC
COUNTING
PO
LICIES
BA
SIS OF
AC
COUNTING
The financial statements of the Company have been pre-
pared in accordance with UK-adopted International Ac-
counting Standards and with the requirements of the
Companies Act 2006 as applicable to companies reporting
under those standards. This change constitutes a change in
accounting framework. However, there is no impact on
recognition or disclosure in the period reported as a result of
the change in framework.
The financial statements have been prepared on a going con-
cern basis.
The financial statements are presented in Sterling and all
values are rounded to the nearest thousand pounds (£’000)
except where otherwise indicated.
The financial statements have been prepared on the his-
torical cost basis, modified by revaluation of financial as-
sets and financial liabilities held at fair value. The principal
accounting policies adopted are set out below. These have
been applied consistently, other than where new policies
have been adopted. Where the presentational guidance set
out in the Statement of Recommended Practice (the
‘SORP’’) for investment trusts issued by the Association of
Investment Companies (the ‘‘AIC’’) in April 2021 is con-
sistent with the requirements of IFRSs, the Directors have
sought to prepare the financial statements on a basis com-
pliant with the recommendation of the SORP.
P
RESENTATION OF INCOME STATEMENT
In order better to reflect the activities of an investment
trust company, and in accordance with guidance issued by
the AIC, supplementary information which analyses the
Income Statement between items of a revenue and capital
nature has been presented alongside the Income State-
ment.
I
NCOME
Dividends are recognised as income when the shareholders
right to receive payment has been established, normally the
ex-dividend date.
Dividends receivable on equity shares where no ex-divi-
dend date is quoted are recognised when the Company’s
right to receive payment is established.
Where the Company has received its dividends in the form
of additional shares rather than cash, the cash equivalent
of the additional shares is recognised as income.
Dividends from overseas companies are shown gross of
withholding tax.
Special dividends are classified as either revenue or capital
depending on their nature.
Fixed interest returns on non-equity securities (fixed in-
terest securities) are recognised on a time apportionment
basis so as to reflect the effective yield on the investment,
being amortisation of premium/accretion of discount
spread over the life of the investment. For the US TIPS
holdings any US inflationary movement in the year is also
recognised.
All other interest income and other income, is accounted
for on an accruals basis.
E
XPENSES
All expenses are accounted for on an accruals basis. Ex-
penses are charged to revenue except those incurred in the
maintenance and enhancement of the Company’s assets
and taking account of the expected long-term returns, as
follows:
Investment management fees have been allocated 35 per
cent. to revenue and 65 per cent. to capital.
Transaction costs incurred on the acquisition or disposal of
investments are expensed to capital.
T
AXATION
In accordance with the SORP, the marginal rate of tax is
applied to taxable net revenue.
Deferred tax is the tax expected to be payable or recover-
able on differences between the carrying amounts of assets
and liabilities in the financial statements and the corre-
sponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liabil-
ity method. Deferred tax liabilities are recognised for all
taxable temporary differences and deferred tax assets are
recognised to the extent that it is probable that taxable
profits will be available against which deductible tempo-
rary differences can be utilised.
I
NVESTMENTS
Investments are recognised and derecognised on the trade
date where a purchase or sale is under a contract the terms
of which require delivery within a period of time estab-
lished by the market concerned, and are measured at fair
value being the consideration payable or receivable.
Investments are designated in terms of IFRSs as ‘invest-
ments held at fair value through profit or loss’’, and are
measured at subsequent reporting dates at fair value, which
is either the bid price or the last traded price, depending
on the convention of the exchange on which the investment
is quoted. Investments in Gold Bullion are valued using
the London Bullion Market Association gold price which
is the global benchmark price for unallocated gold deliv-
ered in London. Investments in unit trusts or OEICs are
valued at the closing price released by the relevant invest-
ment manager.
Any gain or loss arising from a movement in investments
is included as a gain or loss on investments in the income
statement as a capital item.
NOTES TO THE ACCOUNTS
Page 21
FINANCIAL STATEMENTS
1. AC
COUNTING
PO
LICIES (CONTINUED)
ASSETS CLASSIFIED AS HELD FOR SALE
Assets classified as held for sale are measured at fair value,
being the lower of the carrying amount and fair value less
costs to sell.
P
R
OPERTY
Property is included at fair value. Any gain or loss arising
from changes in the fair value is included in the Income
Statement as a capital item. Depreciation is not charged as
it is not material.
F
OREIGN CURRENCY
Transactions denominated in foreign currencies are recorded
at the actual exchange rate at the date of the transaction.
Monetary assets, non-monetary assets and liabilities de-
nominated in foreign currencies at the year end are carried
at fair value by using the rate of exchange prevailing at the
balance sheet date. The currencies to which the Company
was exposed during the year to 30 April 2022 were Euros,
Swiss Francs and US Dollars. The exchange rates applying
against Sterling at 30 April were as follows:
2022 2021
Euro 1.1921 1.1491
Swiss Franc 1.2237 1.2616
US Dollar 1.2571 1.3814
Forward currency contracts are classified as financial as-
sets or liabilities held at fair value through profit or loss
and are reported at fair value at the year end by using the
forward rate of exchange prevailing at the year end. The
change in fair value is recognised in the Income Statement
as a capital item. The forward rates of exchange of the
Company’s US Dollars to Sterling contracts at 30 April
2022, were as follows:
Maturity date Rate
2022
16 May 2022 1.2571
15 June 2022 1.2572
15 July 2022 1.2576
2021
17 May 2021 1.3814
15 June 2021 1.3816
15 July 2021 1.3817
Any gain or loss arising from a movement in exchange rates
subsequent to the date of the transaction is included as an
exchange gain or loss in the Income Statement as a revenue
or capital item depending on the nature of the gain or loss.
C
ASH AND CASH EQUIVALENTS
Cash comprises cash in hand and demand deposits. Cash
equivalents are short-term, highly liquid investments that are
readily convertible to known amounts of cash and are sub-
ject to an insignificant risk of changes in value.
F
I
NANCIAL
LI
ABILITIES AND
EQ
UITY
Financial liabilities and equity instruments are classified
according to the substance of the contractual arrange-
ments entered into. An equity instrument is a contract that
evidences a residual interest in the assets of the Company
after deducting all of its liabilities. Financial liabilities and
equity instruments are initially recorded at the proceeds re-
ceived, net of issue costs. Subsequently financial liabilities
are carried at either fair value through profit or loss or at
amortised cost.
J
UDGEMENTS AND SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Company’s accounting policies,
the Directors are required to make judgements, estimates
and assumptions about carrying values of assets and lia-
bilities that are not always readily apparent from other
sources. The estimates and associated assumptions are
based on historical experience and any other factors that
are considered relevant. Actual results may vary from these
estimates. The Directors do not consider that there are any
such items in these financial statements.
C
APITAL MANAGEMENT
The Company’s capital management objectives are to en-
sure that it will be able to continue as a going concern (the
going concern analysis is detailed in the Directors’ Report
on page 28) and to protect and increase (in that order) the
value of shareholders’ funds per share over the long term.
The Company’s capital is represented by its capital and re-
serves as presented in the Statements of Financial Position
on page 17.
The capital of the Company is managed in accordance
with its investment policy, in pursuit of its business model
and strategy for achieving objectives, both of which are de-
tailed in the Strategic Report on pages 6-11 and the Board,
with the assistance of the Investment Manager, monitors
and reviews the broad structure of the Company’s capital
on an ongoing basis.
B
UYBACK OF SHARES INTO TREASURY AND SUBSEQUENT
RE-ISSUE
The cost of buying back shares into treasury, including the
related stamp duty and transaction costs, is accounted for
in the treasury share reserve. Share repurchase transactions
are accounted for on a trade date basis. Where shares held
in treasury are subsequently cancelled, the nominal value
of those shares is transferred out of ordinary share capital
and into capital redemption reserve.
The sales proceeds from the re-issue of treasury shares, less
any profit or loss over the cost of acquiring the shares, is
accounted for in the treasury share reserve. Any profit or
loss created from the sales proceeds over the purchase price
is transferred to share premium.
NOTES TO THE ACCOUNTS (CONTINUED)
Page 22
2. IN
COME
2022 2021
£’000 £’000
Effective interest rate
calculated interest
Indexation from fixed
interest securities 25,942 3,272
25,942 3,272
Other income from investments
Franked investment income 3,143 4,458
Fixed interest securities 4,324 3,686
Overseas dividends 6,380 7,589
13,847 15,733
Other operating income
Deposit interest 14
Other income 54
68
Total income 39,857 19,005
3. EXPENSES
2
022 2022 2022 2021 2021 2021
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Investment
Management fee
(1)
3,389 6,295 9,684 2,837 5,269 8,106
Secretarial fees 509 509 481 481
Directors' fees 179 179 172 172
Depositary fees 157 157 130 130
Other expenses 152 152 169 169
Savings scheme
expenses 138 138 122 122
Custody fees 129 129 105 105
London Stock
Exchange and
regulatory fees 105 105 85 85
Registrar's fees 81 81 82 82
Office costs 65 65 24 24
Auditors’
remuneration
for audit 40 40 37 37
Printing and
postage 39 39 50 50
Irrecoverable VAT 33 33 41 41
Staff costs 88 88
5,016 6,295 11,311 4,423 5,269 9,692
(1)
An amount of £2,520,000 was payable to Troy at the year end
(2021: £2,132,000).
Details of the Company’s ongoing charges can be found at
www.patplc.co.uk. The unaudited Ongoing Charges Ratio
for the year ended 30 April 2022 was 0.67 per cent. (2021
unaudited: 0.73 per cent.).
4. D
I
RECTORS’
RE
MUNERATION
2022 2021
£’000 £’000
Directors’ fees and salaries 179 259
Employer’s national insurance 17 17
196 276
5. TAX
2022 2021
£’000 £’000
Foreign tax suffered 1,121 563
Corporate tax 1,485
Total tax charge 2,606 563
The Company had no deferred tax asset as at 30 April 2022
in respect of unutilised expenses (2021: £2,130,000). Dur-
ing the year the Company utilised the brought forward sur-
plus unutilised expenses balance to offset its corporation
tax liability.
Capital expenses of £17,499,217 (2021: £2,534,634) have
been used to offset the Company’s tax position.
6. F
ACTORS AFFECTING TAX CHARGE FOR YEAR
The tax charge for the year is lower (2021: lower) than the
standard rate of corporation tax in the UK. The differ-
ences are explained below:
2022 2021
£’000 £’000
Return before tax 108,630 130,688
Corporation tax at standard rate
of 19 per cent. (2021: 19 per cent.) 20,640 24,831
Effects of:
Capital gains not subject
to taxation (15,216) (23,061)
Investment income not subject
to taxation (1,809) (2,289)
Excess of expenses over chargeable
income 519
Utilisation of prior year management
charges (2,130)
Foreign tax suffered 1,121 563
Total tax charge (note 5) 2,606 563
NOTES TO THE ACCOUNTS (CONTINUED)
Page 23
FINANCIAL STATEMENTS
7. DI
VIDENDS
2022 2021
£’000 £’000
Amounts recognised as distributions
to equity holders per Ordinary share
in the year ended 30 April 2022:
First interim dividend of £1.40
(2021: £1.40) paid on 16 July 2021 4,599 3,895
Second interim dividend of £1.40
(2021: £1.40) paid on 8 October 2021 4,730 4,068
Third interim dividend of £1.40
(2021: £1.40) paid on 12 January 2022 4,912 4,242
Fourth interim dividend of £1.40
(2021: £1.40) paid on 13 April 2022 5,013 4,439
19,254 16,644
All dividends were paid from the Company’s distributable
reserves.
8. I
NVESTMENTS
2022 2021
£’000 £’000
Listed on a recognised investment
exchange:
Investments 1,618,880 1,299,619
Gold Bullion
(1)
171,934 133,037
1,790,814 1,432,656
2022 Listed Listed
UK Overseas Total
£’000 £’000 £’000
Opening book cost 211,860 934,173 1,146,033
Opening unrealised appreciation 24,694 261,929 286,623
Opening valuation 236,554 1,196,102 1,432,656
Movements in the year
Purchases at cost 647,896 260,513 908,409
Effective yield adjustment
(1)
248 25,694 25,942
Sales proceeds (481,434) (224,656) (706,090)
Sales realised gains on sales 3,134 62,706 65,840
Unrealised (loss)/profit on
the fair value of investments
during the year (883) 64,940 64,057
Total movement during the year 168,961 189,197 358,158
Closing valuation 405,515 1,385,299 1,790,814
Listed Listed
UK Overseas Total
£’000 £’000 £’000
Closing book cost 381,704 1,058,430 1,440,134
Closing unrealised appreciation 23,811 326,869 350,680
405,515 1,385,299 1,790,814
2021 L
isted Listed
U
K Overseas Total
£
’000 £’000 £’000
Opening book cost 205,045 679,872 884,917
Opening unrealised appreciation 21,998 194,058 216,056
Opening valuation 227,043 873,930 1,100,973
Movements in the year
Purchases at cost 312,524 444,621 757,145
Effective yield adjustment
(
1)
139 3,133 3,272
Sales proceeds (305,012) (204,587) (509,599)
Sales realised (losses)/gains
on sales (836) 11,134 10,298
Unrealised profit on the fair
value of investments during
the year 2,696 67,871 70,567
Total movement during the year 9,511 322,172 331,683
Closing valuation 236,554 1,196,102 1,432,656
Listed Listed
U
K Overseas Total
£
’000 £’000 £’000
Closing book cost 211,860 934,173 1,146,033
Closing unrealised appreciation 24,694 261,929 286,623
236,554 1,196,102 1,432,656
(
1)
See Income section of Accounting Policies for a fuller description.
2022 2021
£’000 £’000
Represented by:
Equities 685,953 686,586
US TIPS 647,143 490,545
UK T-Bills 285,784 122,488
Gold Bullion 171,934 133,037
1,790,814 1,432,656
Realised gains on sales 65,840 10,298
Unrealised gains on the fair value
of investments during the year 64,057 70,567
Realised (losses)/gains on foreign
exchange (23,904) 39,627
Unrealised losses on foreign exchange (25,909) (676)
Gains on investments 80,084 119,816
Transaction costs
During the year the Company incurred transaction costs of
£81,460 (2021: £138,596) on the purchase of investments
and £56,287 (2021: £21,874) on the sale of investments.
9. P
ROPERTY
2022 2021
£’000 £’000
Opening cost 2,144 1,699
Acquisitions 445
Closing cost 2,144 2,144
Revaluation in year
Closing valuation 2,144 2,144
The property is used as the Company’s offices.
NOTES TO THE ACCOUNTS (CONTINUED)
Page 24
10. CU
RRENT
AS
SETS
2022 2021
£’000 £’000
Receivables
Due from brokers 3,036
Accrued income 1,305 1,102
Tax receivable 26 83
Prepayments and other receivables 62 43
4,429 1,228
11. CURRENT LIABILITIES
2022 2021
£’000 £’000
Financial Liabilities
Fair value of forward
currency contracts 26,585 676
Payables
Corporation tax payable 1,486
Other payables 2,900 2,323
4,386 2,323
12. ORDINARY SHARE CAPITAL
Number £’000
Allotted, called-up and fully
paid Ordinary shares
of £12.50 each:
Balance at 1 May 2020 2,723,003 34,580
Shares issued during the year 466,380 5,830
Treasury shares re-issued 43,546
Balance at 1 May 2021 3,232,929 40,410
Shares issued during the year 455,140 5,690
Balance at 30 April 2022 3,688,069 46,100
As at 30 April 2022, the total number of Ordinary shares
of £12.50 of the Company in issue were 3,688,069, and no
Ordinary shares were held in Treasury.
13. B
USINESS SEGMENT
The Directors are of the opinion that the Company is en-
gaged in the single business of investing in equity shares,
fixed interest securities and other investments.
14. F
INANCIAL INSTRUMENTS
The Company holds investments in listed companies, fixed
interest securities and physical gold, holds cash balances and
has receivables and payables. It may from time to time also
invest in FTSE 100 Futures and enter into forward currency
contracts. Cash balances are held for future investment and
forward currency contracts are used to manage the exchange
risk of holding foreign investments. Further information is
given in the Strategic Report for the Year to 30 April 2022 on
pages 6-11.
The fair value of the financial assets and liabilities of the
Company at 30 April 2022 and at 30 April 2021 is not dif-
ferent from their carrying value in the financial statements.
The Company is exposed to various types of risk that are
associated with financial instruments. The most important
types are credit risk, liquidity risk, interest rate risk, mar-
ket price risk and foreign currency risk.
The Board reviews and agrees policies for managing its risk
exposures. These policies are summarised below and have
remained unchanged for the year under review.
Credit Risk
Credit risk is the risk that an issuer or counterparty will be
unable or unwilling to meet a commitment that it has en-
tered into with the Company.
The Company’s principal financial assets are investments,
cash balances and other receivables, the carrying value of
which represents the Company’s maximum exposure to
credit risk in relation to financial assets.
The Company is exposed to potential failure by counter-
parties to deliver securities for which the Company has
paid, or to pay for securities which the Company has de-
livered. A list of pre-approved counterparties used in such
transactions is maintained and regularly reviewed by the
Company, and transactions must be settled on a basis of
delivery against payment. Broker counterparties are se-
lected based on a combination of criteria, including credit
rating, balance sheet strength and membership of a rele-
vant regulatory body. Risk relating to unsettled transac-
tions is considered to be small because of the short
settlement period involved and the credit quality of the
brokers used.
All of the assets of the Company, other than cash deposits and
receivables, are held by J.P. Morgan Chase Bank N.A., the
Company’s Custodian, acting as a delegate ofJ.P. Morgan Eu-
rope Limited which has been appointed as the Company’s De-
positary.
Bankruptcy or insolvency of the Custodian might cause the
Company’s rights with respect to the securities held by the
Custodian to be delayed or limited. The Board monitors the
Company’s risk by reviewing the Custodians internal con-
trol reports on a regular basis.
The credit risk on cash balances and derivative financial in-
struments is limited because the counterparties are banks with
high credit ratings, rated A or higher, assigned by international
credit rating agencies. Bankruptcy or insolvency of such fi-
nancial institutions might cause the Company’s ability to ac-
cess cash placed on deposit to be delayed or limited. Credit
risk and exposure is spread between three counterparties, with
a maximum limit of 4% of the Company’s net assets to be
held at each, subject to an overall limit of 10% of the Com-
pany’s net assets.
NOTES TO THE ACCOUNTS (CONTINUED)
Page 25
FINANCIAL STATEMENTS
14. FI
NANCIAL
IN
STRUMENTS (CONTINUED)
Market Price Risk
The fair value of equity and other financial securities held in
the Company’s portfolio fluctuates with changes in market
prices. Prices are themselves affected by movements in cur-
rencies and interest rates and by other financial issues in-
cluding the market perception of future risks. The
Company’s strategy for the management of market price risk
is driven by the Company’s investment policy as outlined
within the Strategic Report on pages 6-11. The Board sets
policies for managing this risk and meets regularly to review
full, timely and relevant information on investment per-
formance and financial results. The management of market
price risk is part of the fund management process and is fun-
damental to investment. The portfolio is managed with an
awareness of the effects of adverse price movements in mar-
kets with an objective of maximising overall returns to
shareholders. Investment and portfolio performance are dis-
cussed in more detail in the Investment Managers Report
and the investment portfolio is set out on page 12.
Any changes in market conditions will directly affect the
profit or loss reported through the Income Statement. For
instance, a 30 per cent. increase in the value of the invest-
ment exposure at 30 April 2022 would have increased net
return and net assets for the year by £537,244,000 (2021: a
30 per cent. increase in the value of the investment expo-
sure would have increased net return by £429,797,000). A
decrease of 30 per cent. (2021: 30 per cent.) would have had
an equal but opposite effect. These calculations are based
on investment valuations at the respective balance sheet
date and are not representative of the year as a whole.
Liquidity Risk
Liquidity risk is the risk that the Company will encounter
in realising assets or otherwise raising funds to meet fi-
nancial commitments. The risk of the Company not having
sufficient liquidity at any time is not considered by the
Board to be significant, given the liquid nature of the port-
folio of investments and the level of cash and cash equiva-
lents ordinarily held. The Investment Manager reviews
liquidity at the time of each investment decision. The
Board reviews liquidity exposure at each meeting.
All of the Company’s financial liabilities at 30 April 2022
had a maturity period of less than three months.
Interest Rate Risk
Some of the financial instruments held by the Company
are interest bearing. As such, the Company is exposed to
interest rate risk resulting from fluctuations in the prevail-
ing market rate.
Floating Rate
When the Company holds cash balances, such balances are
held on overnight deposit accounts and call deposit ac-
counts. The benchmark rate which determines the interest
payments received on cash balances is the bank base rate,
which at 30 April 2022 was 0.75 per cent. in the UK (2021:
0.1 per cent.).
Floating interest rate exposure at 30 April:
2022 2021
£’000 £’000
Sterling 47,924 70,718
US Dollar 20 189
47,944 70,907
Considering effects on cash balances, an increase of
100 basis points (2021: 75 basis points) in interest rates
would have increased net assets and income for the period
by £480,000 (2021: £532,000). A decrease of 100 basis
points (2021: 75 basis points) would have had an equal but
opposite effect. The calculations are based on the cash bal-
ances at the balance sheet date and are not representative
of the year as a whole.
Fixed rate and zero rate
The Company may from time to time hold fixed interest
or zero interest investments.
Maturity profile
The maturity profile of the Company’s fixed interest or
zero interest investments at the Balance Sheet date was as
follows:
At 30 April 2022: More
Within Within than
1 year 1-5 years 5 years
£’000 £’000 £’000
US TIPS 49,729 415,767 181,648
UK T-Bills 285,784
335,513 415,767 181,648
At 30 April 2021: More
Within Within than
1 year 1-5 years 5 years
£’000 £’000 £’000
US TIPS 57,776 299,270 133,499
UK T-Bills 122,488
180,264 299,270 133,499
NOTES TO THE ACCOUNTS (CONTINUED)
Page 26
14. FI
NANCIAL
IN
STRUMENTS (CONTINUED)
Foreign Currency Risk
The Company invests in overseas securities and holds cash
in overseas currencies.
2022 2021
Gross currency exposure at 30 April: £’000 £’000
Euros 8,290 7,428
Swiss Francs 56,240 54,837
US Dollars
(1)
1,315,789 1,134,026
(
1)
At 30 April 2022 the Sterling cost of a portion of the US Dollar denomi-
n
ated assets (including US Treasury Inflation Protected Securities
(
‘‘TIPS’’) and US equities) was protected by a forward currency contract.
The fair value of minus £26,585,000 (2021: fair value of minus £676,000) on
the US$732,247,000 (2021: US$728,362,000) sold forward against
£555,802,000 (2021: £526,515,000) is included in financial liabilities (2021:
financial liabilities). All foreign exchange contracts in place at 30 April 2022
were due to mature within three months. The exposure to US Dollars as
s
hown above also includes Gold Bullion. At 30 April 2022 the net exposure
t
o US Dollars was £689,363,000 (2021: £571,050,000) including Gold Bul-
lion and £517,430,000 (2021: £438,014,000) excluding Gold Bullion.
Foreign Currency Sensitivity
The following table illustrates the sensitivity of the total re-
turn for the year and net assets in relation to the Com-
pany’s overseas monetary financial assets and financial
liabilities. It assumes a 10 per cent. depreciation of Sterling
against the Euro, Swiss Franc and US Dollar. The sensi-
tivity analysis is based on the Company’s monetary foreign
currency financial instruments held at each balance sheet
date.
If Sterling had weakened by 10 per cent. against the cur-
rencies shown, this would have had the following positive
effect:
Income Statement return on ordinary activities after
taxation:
2022 2021
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Euros 14 829 843 743 743
Swiss Francs 126 5,624 5,750 137 5,484 5,621
US Dollars 3,499 76,499 79,998 1,304 60,751 62,055
3,639 82,952 86,591 1,441 66,978 68,419
A 10 per cent. strengthening of Sterling against the above
currencies would have had an equal but opposite effect on
the return after taxation.
15. F
INANCIAL INSTRUMENTS MEASURED AT FAIR VALUE
2022 2021
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Description £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Investments 1,790,814 1,790,814 1,432,656 1,432,656
Financial
liabilties (26,585) (26,585) (676) (676)
Total 1,790,814 (26,585) 1,764,229 1,432,656 (676) – 1,431,980
Level 1 reflects financial instruments quoted in an active
market. The Company’s investment in Gold Bullion has
been included in this level.
Level 2 reflects financial instruments the fair value of
which is evidenced by comparison with other observable
current market transactions in the same instrument or
based on a valuation technique the variables of which in-
clude only data from observable markets. The Company’s
forward currency contract has been included in this level as
fair value is achieved using the foreign exchange spot rate
and forward points which vary depending on the duration
of the contract.
Level 3 reflects financial instruments the fair value of
which is determined in whole or in part using a valuation
technique based on assumptions that are not supported by
prices from observable market transactions in the same in-
strument and not based on available observable market
data.
There have been no changes to valuation technique over
the year.
16. R
ELATED PARTY TRANSACTIONS
Investment management services are provided by Troy Asset
Management Limited. The fee for the year ended 30 April
2022 was £9,684,000 (2021: £8,106,000). An amount of
£2,520,000 was outstanding to the Investment Manager at
30 April 2022 (2021: £2,132,000).
Directors of the Company received fees for their services. An
amount of £15,000 was outstanding to the Directors at
30 April 2022 (2021: £15,000). Further details are provided in
the Directors Remuneration Report on pages 32 and 33. The
Directors shareholdings are also detailed on pages 27 and 32.
17. A
LTERNATIVE INVESTMENT FUND MANAGERS DIREC-
TIVE (“AIFMD”)
In accordance with the AIFMD, information in relation
to the Company’s leverage and the remuneration of the
Company’s AIFM, Juniper Partners, is required to be
made available to investors. In accordance with the Direc-
tive, the AIFM’s remuneration policy and remuneration
disclosures in respect of the year ended 30 April 2022 are
available from Juniper Partners on request.
The Company’s maximum and actual leverage levels at
30 April are shown below:
Gross Commitment
Method Method
2022
Maximum limit 200% 200%
Actual 129% 132%
2021
Maximum limit 200% 200%
Actual 130% 135%
There have been minor amendments to the Company’s in-
vestor disclosure document in the year to 30 April 2022.
The investor disclosure document and all additional
periodic disclosures required in accordance with the re-
quirements of the FCA Rules implementing the AIFMD
in the UK are made available on the Company’s website
(www.patplc.co.uk).
NOTES TO THE ACCOUNTS (CONTINUED)
Page 27
ADDITIONAL REPORTS
The Directors have pleasure in presenting their Annual Re-
port together with the audited financial statements of the
Company for the year to 30 April 2022.
R
ESULTS
A review of the Company’s returns during the financial
year, the position of the Company at the year end and the
outlook for the coming year is contained within the Chair-
man’s Statement and Investment Manager’s Report on
pages 2 to 5.
B
OARD OF DIRECTORS
At the year end the Board comprised six non-executive
Directors.
Iain Ferguson CBE (Chairman)
Joined the Board as a non-executive Director in 2017.
Shares held: 3,391 Fees during year: £50,000
Chairman of Crest Nicholson Holdings plc and Genus plc.
He was previously Chairman of Berendsen plc, Stobart
Group Limited and Senior Independent Director and
Chairman of the Remuneration Committee at Balfour
Beatty plc. Until 2009 he was Chief Executive of Tate & Lyle.
Prior to joining Tate & Lyle in 2003, he spent 26 years at
Unilever in a succession of rôles culminating in his ap-
pointment as senior vice president, corporate development.
He holds a BSc (Hons) in Chemistry & Psychology from St
Andrews University and has the Harvard Business School
Advanced Management Programme.
Mandy Clements
Joined the Board as a non-executive Director in 2020.
Shares held: 100 Fees during year: £25,000
Until December 2019 Mandy Clements (nee Pike) was
CEO of legal entities responsible for £300 billion of assets
at Aberdeen Standard Investments, having worked at the
group for 19 years. She also oversaw the dealing function
globally for over 14 years and has held dealing roles at
F&C Asset Management (Foreign and Colonial), Brewin
Dolphin and BNP Capital Markets, having started her ca-
reer at Grieveson Grant Stockbrokers in 1983.
Gordon Neilly
Joined the Board as a non-executive Director in 1997.
Shares held: 1,968 Fees during year: £25,000
Executive Chairman of WhiteStar Asset Management Eu-
rope, and non-executive director of Montanaro European
Smaller Companies Trust plc. Previously Chief of Staff at
Standard Life Aberdeen. Prior to this was Head of Strategy
and Corporate Activity at Aberdeen Standard Investments,
Co-Chief Executive Officer of Cantor Fitzgerald Europe,
Chief Executive of Intelli Corporate Finance and Finance
and Business Development Director of Ivory & Sime. Com-
pany Secretary of the Company for ten years, he joined the
Board as a non-executive Director in 1997 and has consid-
erable experience and knowledge of investment trusts.
Paul Read (Senior Independent Director)
Joined the Board as a non-executive Director in 2017.
Shares held: 3,400 Fees during year: £25,000
Until his retirement in December 2021, Paul Read co-lead
Invesco’s Henley based fixed income team. He began his
investment career in 1986 in investment banking fixed in-
come sales and trading, first with UBS (Securities) Ltd and
later with Merrill Lynch International. He holds a BA in
Economics and History from the University of Toronto
and also has an MBA from INSEAD.
Robbie Robertson
Joined the Board as a non-executive Director in 2020.
Shares held: 300 Fees during year: £25,000
During a 37 year career in investment trust broking, he
gained extensive experience of investment trust sales, re-
search and corporate advisory services. He worked as an
investment trust analyst for Laurence Prust and Wood
Mackenzie, and then headed the investment companies
teams at Dresdner Kleinwort Wasserstein, and Canaccord
Genuity. He is currently a Special Adviser to Investec Bank
plc and a consultant to Genesis Investment Management
LLP. He holds an M.A. in English Literature from Edin-
burgh University and an M.Litt from Oxford University.
Jean Sharp (Chair of the Audit Committee)
Joined the Board as a non-executive Director in 2016.
Shares held: 1,102 Fees during year: £29,000
Non-executive Director and Chair of the Audit and Com-
pliance Committee of Flood Re Limited and FBD Hold-
ings plc and a director of RAC Pension Trustees Limited.
Until December 2019 she was Chief Taxation Officer of
Aviva and its predecessor companies, a role she had held
since 1998. She is a Chartered Accountant and a former
partner of EY LLP. She holds a BComm and a MAcc from
University College Dublin.
A
CTIVITIES
A review of the Company’s activities during the year can be
found in the Strategic Report on pages 6-11 and in the
Chairman’s Statement and Investment Manager’s Report.
R
ESPONSIBILITY STATEMENT
The directors are responsible for preparing the Annual Re-
port and the financial statements in accordance with ap-
plicable law and regulation.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the di-
rectors have prepared the financial statements in accor-
dance with UK-adopted international accounting
standards.
DIRECTORS’ REPORT
Page 28
Under company law, Directors must not approve the fi-
nancial 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 the financial statements, the Directors are re-
quired to:
select suitable accounting policies and then apply them
consistently;
state whether applicable UK-adopted international ac-
counting standards have been followed, subject to any
material departures disclosed and explained in the fi-
nancial 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 safeguarding the assets of
the Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The directors are also responsible for keeping adequate ac-
counting 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 responsible for the maintenance and in-
tegrity of the Company’s website. Legislation in the United
Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other ju-
risdictions.
R
ESPONSIBILITY STATEMENTS UNDER THE DISCLOSURE
GUIDANCE AND TRANSPARENCY RULES
Each of the Directors listed on page 27 confirms that to
the best of her or his knowledge:
the financial statements, prepared in accordance with
international accounting standards in conformity with
the requirements of the Companies Act 2006, give a
true and fair view of the assets, liabilities, financial po-
sition and profit or loss of the Company; and
the Strategic Report includes a fair review of the de-
velopment and performance of the business and the
position of the Company together with a description
of the principal risks and uncertainties that it faces.
G
OING CONCERN
The Directors acknowledge that the continuing situation
surrounding the COVID-19 pandemic and heightened geo-
political tensions creates risks and uncertainties which may
impact the Company. Nevertheless, the Directors believe,
in the light of the controls and review processes reported in
the Report of the Audit Committee on page 37 and bear-
ing in mind the nature of the Company’s business and as-
sets, which are considered to be readily realisable if re-
quired, that the Company has adequate resources to con-
tinue operating for at least twelve months from the date of
approval of the financial statements. For this reason, they
continue to adopt the going concern basis in preparing the
accounts.
As part of the going concern assessment a sensitivity analy-
sis was performed. If the market dropped by 25% and no
dividend income became available the Company would be
able to continue operating for the foreseeable.
V
IABILITY STATEMENT
The Board considered its obligation to assess the viability
of the Company over a period longer than the twelve
months from the date of approval of the financial state-
ments required by the ‘going concern basis of accounting.
The Board considers the Company, with no fixed life, to
be a long term investment vehicle but, for the purposes of
this viability statement, has decided that a period of five
years is an appropriate period over which to report. The
Board considers that this period reflects a balance between
looking out to a long term horizon and the inherent un-
certainties of looking out further than five years.
When deciding on this period the Directors considered the
nature of the Company’s portfolio of liquid investments
comprising listed global equities, US TIPS, US Treasuries,
UK Index-Linked Gilts, UK T-Bills, Gold Bullion and cash
and cash equivalents. The Directors also considered the
Company’s ability to fulfil the stated dividend policy and
the operation of its discount and premium control policy.
The Directors have also carried out an exhaustive assess-
ment of the principal and emerging risks as noted in the
Strategic Report on pages 9 and 10 and discussed in note
14 to the financial statements that are facing the Company
over the period of the review, including those that would
threaten its business model, future performance, solvency
or liquidity.
Based on the results of this analysis, the Directors have a
reasonable expectation that the Company will be able to
continue in operation and meet its liabilities as they fall
due over the five year period of their assessment.
DUTY TO PROMOTE THE SUCCESS OF THE COMPANY
A summary explaining how the Directors have discharged
their duties under section 172 of the Companies Act 2006
and considered the views of the Company’s key stakehold-
ers in regard to any key decisions taken throughout the
period is contained in the Strategic Report on pages 10
and 11.
C
APITAL STRUCTURE
At 30 April 2022 there were 3,688,069 Ordinary shares of
£12.50 each in issue of which nil Ordinary shares are held
in Treasury.
During the year the Company issued 455,140 Ordinary
shares for proceeds of £223,946,000.
DIRECTORS’ REPORT (CONTINUED)
ADDITIONAL REPORTS
Page 29
The revenue profits of the Company (including accumu-
lated revenue reserves) and realised capital profits are avail-
able for distribution by way of dividends to the holders of
the Ordinary shares (excluding any Ordinary shares held in
Treasury, which have no entitlement to dividends).
Voting rights and deadlines for exercising voting rights can
be found in the Notes for the Annual General Meeting
(“AGM”) which can be found on pages 47 and 48.
P
ROPOSED SHARE SPLIT
As noted in the Chairman’s Statement, the Directors are
increasingly aware of changes in its shareholder base as
well as changes in the way in which investors hold their
shares. The Company’s shares are now held through a
broad range of wealth managers and retail platforms. The
size of the Company’s share price, which exceeded £500
during the year, can be prohibitive for smaller sharehold-
ers and for shareholders who want to reinvest their divi-
dends. The Board has listened to shareholder views and
considered the Company’s share price in the light of these
various factors and has a desire to make an investment in
the Company as efficient as possible for both existing and
future investors.
Accordingly, the Board believes that it is appropriate to
seek shareholder approval at the upcoming Annual Gen-
eral Meeting to split each Ordinary share on a 100 for one
basis. Under the proposals each existing Ordinary share of
£12.50 each (the “Existing Ordinary shares”) will be sub-
divided into 100 new Ordinary shares of 12.5 pence each
(the “New Ordinary shares”).
Following the share split, each shareholder will hold 100
New Ordinary shares for each Existing Ordinary share
they held immediately prior to the date of the share split.
Whilst the share split will increase the number of Ordinary
shares the Company has in issue, upon the share split be-
coming effective the net asset value, share price and divi-
dend per share can be expected to become one-hundredth
of their respective values immediately preceding the share
split. A holding of New Ordinary shares will represent the
same proportion of the issued ordinary share capital of the
Company as the corresponding holding of Existing Ordi-
nary shares immediately prior to the split. The share split
will not therefore affect the overall value of a shareholder’s
holding in the Company.
The New Ordinary shares will rank pari passu with each
other and will carry the same rights and be subject to the
same restrictions as the Existing Ordinary shares, includ-
ing the same rights to participate in dividends paid by the
Company. Communication preferences and mandates and
other instructions for the payment of dividends in paper
form or via CREST will, unless and until revised, continue
to apply to the New Ordinary shares.
The share split will not itself give rise to any liability to UK
income tax (or corporation tax on income) for sharehold-
ers. For the purposes of UK capital gains tax and corpo-
ration tax on chargeable gains, the receipt of the New
Ordinary shares from the share split will be a reorganisa-
tion of the share capital of the Company. Accordingly, a
shareholder’s holding of New Ordinary shares will be
treated as the same asset as the shareholder’s holding of
Existing Ordinary shares and as having been acquired at
the same time, and for the same consideration, as that
holding of Existing Ordinary shares.
The proposed share split requires the approval of share-
holders and, accordingly, Resolution 12 seeks such ap-
proval. The share split is conditional on the New Ordinary
shares being admitted to the Official List of the Financial
Conduct Authority and to trading on the London Stock
Exchange’s main market for listed securities. Applications
for such admissions will be made and, if they are accepted,
it is proposed that the last day of dealings in the Existing
Ordinary shares will be 29 July 2022 (with the record date
for the share split being 6.00pm on that date) and that deal-
ings in the New Ordinary shares will commence on 1 Au-
gust 2022. If resolution 12 is passed, the share split will
become effective on admission of the New Ordinary shares
to the Official List, which is expected to be at 8.00am on
1 August 2022.
The aggregate nominal value of the Company’s issued share
capital as at 7 June 2022 was £46,895,987.50 comprising
3,751,679 Ordinary shares. No Ordinary shares were held in
treasury. If the share split was applied to the issued share
capital as at 7 June 2022, the total aggregate nominal value
of the share capital would remain at £46,895,987.50 but will
comprise 375,167,900 Ordinary shares.
The New Ordinary shares may be held in certificated or
uncertificated form. Following the share split becoming ef-
fective, share certificates in respect of the Existing Ordi-
nary shares will cease to be valid and will be cancelled.
New certificates in respect of the New Ordinary shares will
be issued to those shareholders who hold their Existing Or-
dinary shares in certificated form and are expected to be
dispatched not later than 15 August 2022. No temporary
documents of title will be issued. Transfers of New Ordi-
nary shares between 1 August 2022 and the dispatch of
new certificates will be certified against the Company’s reg-
ister of members held by the Company’s Registrars.
It is expected that the ISIN (GB0006827546) of the Exist-
ing Ordinary shares will be disabled in CREST at the close
of business on 29 July 2022 and the New Ordinary shares
will be credited to CREST accounts on 1 August 2022.
R
ESULTS AND DIVIDEND
The results for the year are set out in the Income Statement
on page 16. The Company pays quarterly dividends in Jan-
uary, April, July and October. The Company paid four
quarterly interim dividends of £1.40 per share and will pay
a special dividend of £1.40 per share to shareholders in re-
spect of the year ended 30 April 2022. The special dividend
will be paid on Friday, 22 July 2022 to shareholders on the
register on 17 June 2022. The ex-dividend date will be
16 June 2022.
DIRECTORS’ REPORT (CONTINUED)
Page 30
SU
BSTANTIAL
IN
TERESTS
At 30 April 2022 the Board are aware of the following
holdings representing (directly or indirectly) three per cent.
or more of the voting rights attaching to the issued share
capital of the Company:
Shares
Substantial Holder Held Percentage
Interactive Investor 659,847 17.92
Brewin Dolphin 448,733 12.19
Hargreaves Lansdown 385,559 10.47
Rathbones 307,472 8.35
AJ Bell 182,628 4.96
Charles Stanley 136,045 3.69
S
ource: RD:IR
There have been no changes notified in respect of the
above holdings, and no new holdings notified, since the
end of the year.
F
INANCIAL INSTRUMENTS
Information on the Company’s financial instruments can
be found in the Notes to the Accounts on pages 20-26.
P
RINCIPAL RISKS AND RISK MANAGEMENT
Information on the principal risks to shareholders and
management of these risks can be found in the Strategic
Report on pages 9 and 10 and in note 14 to the Accounts
on pages 24-26.
D
IRECTORS’ INDEMNITY
The Company’s Articles of Association entitle any Direc-
tor or Officer of the Company to be indemnified out of the
assets of the Company against any loss or liability incurred
by her or him in the execution of her or his duties in rela-
tion to the Company’s affairs to the extent permitted
by law.
Directors’ and officers’ liability insurance cover is in place
in respect of the Directors and was in place throughout the
year under review.
M
ODERN SLAVERY STATEMENT
The Modern Slavery Act 2015 requires certain companies
to prepare a slavery and human trafficking statement. As
the Company has no employees and does not supply goods
and services, it does not fall within the scope of The Mod-
ern Slavery Act and therefore no slavery or human traf-
ficking statement is included in the Annual Report.
Although the Company is not required to it has published
a statement on its website.
C
ARBON EMISSIONS
As an externally managed investment trust with no em-
ployees, the Company’s greenhouse gas emissions are neg-
ligible. Streamlined Energy and Carbon Reporting applies
to all large companies. However, as the Company did not
consume more than 40,000 kWh of energy during the past
year, it qualifies as a low energy user and is exempt from re-
porting under these regulations.
I
NDEPENDENT AU
DITORS
PricewaterhouseCoopers LLP (“PwC”) have indicated
their willingness to continue in office as Auditors and a res-
olution proposing their re-appointment will be proposed
at the AGM.
S
TATEMENT OF DISCLOSURE OF INFORMATION TO AUDITORS
As far as the Directors are aware, there is no relevant audit
information of which the Auditors are unaware, and each
Director has taken all the steps that he or she ought to have
taken as a Director in order to make herself or himself aware
of any relevant audit information and to establish that the
Auditors are aware of that information.
A
NNUAL GENERAL MEETING
The Annual General Meeting (AGM’) of the Company will
be held at The Kimpton Charlotte Square Hotel, Edinburgh
EH2 4HQ on Thursday, 14 July 2022 at 12 noon. The Board
would welcome your attendance at the AGM as it provides
shareholders with an opportunity to ask questions of both
the Board and the Investment Manager.
R
E
SOLUTIONS TO BE
PR
OPOSED AT THE
AGM
Resolutions 1, 2 and 4 to 10 inclusive are self-explanatory
and will be proposed as Ordinary Resolutions.
Resolution 3 Dividend Policy (Ordinary Resolution)
As a result of the timing of the payment of the Company’s
quarterly dividends in January, April, July and October the
Company’s shareholders are unable to approve a final divi-
dend each year. As an alternative the Board puts the Com-
pany’s dividend policy to shareholders for approval on an
annual basis.
Resolution 3, which will be proposed as an Ordinary Reso-
lution, relates to the approval of the Company’s dividend
policy which is as follows:
Dividends on the Ordinary shares are payable quarterly in
January, April, July and October. The Company aims to pay
as high, secure and sustainable a dividend as is compatible
with protecting and increasing the value of its shareholders’
funds and maintaining its investment flexibility. The Com-
pany has the ability in accordance with its Articles of Asso-
ciation to make distributions from capital.
Resolution 11 – Aggregate Directors’ Fees (Ordinary
Resolution)
The annual limit on Directors fees is set out in the Articles
of Association. The present limit is £250,000 per annum and
the approval of shareholders is required to change this limit.
Following a review of the level of Directors fees for the year
ended 30 April 2022 the aggregate fees payable to Directors
will increase. In order to provide the Company with suffi-
cient flexibility to appoint additional Directors as part of
the continued refreshment of the Board it is proposed the
annual limit be increased to £275,000 per annum. Resolu-
tion 11 seeks shareholder approval for the proposed increase
in the annual limit on Directors’ fees within the Articles of
Association.
DIRECTORS’ REPORT (CONTINUED)
Resolution 12 Sub-division of Ordinary shares (Ordinary
Resolution)
Resolution 12, which will be proposed as an Ordinary Res-
olution, seeks shareholders’ approval to split each existing
Ordinary share into one hundred new Ordinary shares, fur-
ther details on the proposed sub-division can be found on
pages 11 and 29.
Resolution 13 Authority to allot Ordinary shares (Ordinary
Resolution)
During the financial year under review the Company con-
tinued its policy of issuing shares at a small premium to net
asset value in response to demand. Resolution 13 seeks
shareholder approval to authorise the Directors to issue new
Ordinary shares up to an aggregate nominal amount of
£9,379,197.50, being 20 per cent. of the total issued shares at
7 June 2022.
Treasury Shares
Under UK company law investment trusts are able to ac-
quire their own shares to hold in Treasury for re-issue. The
Directors consider that this facility gives the Company more
flexibility in managing its share capital. At 30 April 2022
there were no Ordinary shares held in Treasury.
Resolution 14 Dis-application or pre-emption rights
Resolution 14 seeks shareholder authority for the Company
to allot shares for cash without first offering them to exist-
ing shareholders. The Company is seeking authority to allot
up to £9,379,197.50 Ordinary shares through the issuance
of new Ordinary shares or the re-issuance of shares from
Treasury, being 20 per cent. of the total issued shares at
7 June 2022.
The Directors issue new shares or re-issue shares from Treas-
ury only when they believe it is advantageous to the Com-
pany’s shareholders to do so and for the purpose of
operating the Company’s discount and premium control
policy. Shares will be issued or re-issued at a premium to the
net asset value at the time or sale and in no circumstances
would such issue of new ordinary shares or re-issue of shares
from Treasury result in a dilution to the net asset value per
share.
Resolution 15 Authority to repurchase Ordinary shares
The Company’s current authority to make market purchases
of up to 14.99 per cent. of the issued Ordinary shares expires
at the end of the Annual General Meeting. There were no
Ordinary shares bought back under this authority during
the year to 30 April 2022.
Resolution 15, which will be proposed as an Ordinary reso-
lution, seeks shareholder approval to renew the Company’s
power to purchase its own Ordinary shares for a further pe-
riod until the conclusion of the Company’s Annual General
Meeting in 2023 or on the expiry of 15 months from the
passing of this resolution, whichever is the earlier.
The minimum price (excluding expenses) which may be paid
for each Ordinary share on exercise of the authority will not
be less than the nominal value of each share or greater than
the higher of (a) 105 per cent. above the average middle mar-
ket quotation of those shares over the five business days be-
fore the shares are purchased and (b) the higher of the last
independent trade and the highest current independent bid
on the London Stock Exchange. The authority, which may
be used to buy back shares either for cancellation or to be
held in Treasury, will be used to purchase shares only if, in
the opinion of the Directors, a purchase would be in the best
interests of the shareholders as a whole and would result in
an increase in the net asset value per share for the remaining
shareholders. There are no outstanding options or warrants
to subscribe for equity shares in the capital of the Company.
Resolutions 14 and 15 would provide the Directors with the
authority they need to manage Treasury shares. Treasury
shares will be re-issued only at a premium to the net asset
value of the shares at the time of sale.
Resolution 16 Notice period for General Meetings
The Company’s Articles of Association enable the Company
to call General Meetings (other than an Annual General
Meeting) on 14 clear days’ notice. In order for this to be ef-
fective, shareholders must also approve annually the calling
of meetings other than Annual General Meetings on
14 days’ notice. Resolution 16 will be proposed at the An-
nual General Meeting to seek such approval. The approval
will be effective until the Company’s next Annual General
Meeting, when it is intended that a similar resolution will
be proposed.
The Company meets the requirements for electronic voting
under the Companies Act 2006, offering facilities for all
shareholders to vote by electronic means. The Directors be-
lieve it is in the best interests of the shareholders for the
shorter notice period to be available to the Company, al-
though it is intended that this flexibility will be used only for
early renewals of the Board’s authority to issue new shares
or re-issue shares from Treasury and only where merited in
the interests of shareholders as a whole.
R
ECOMMENDATION
The Board considers that the resolutions to be proposed
at the AGM are in the best interests of the shareholders as
a whole and recommends that they vote in favour of such
resolutions, as the Directors intend to do in respect of their
own beneficial holdings.
By Order of the Board
Juniper Partners Limited
Company Secretary
28 Walker Street
Edinburgh EH3 7HR
8 June 2022
DIRECTORS’ REPORT (CONTINUED)
ADDITIONAL REPORTS
Page 31
ST
ATEMENT BY THE
CH
AIRMAN
This report has been prepared in accordance with the re-
quirements of the Companies Act 2006. An Ordinary res-
olution for the approval of this report will be put to
shareholders at the forthcoming Annual General Meeting.
The remuneration policy, which was approved by share-
holders at the Company’s AGM in September 2020 (the res-
olution received 99.84 per cent. of votes for, 0.16 per cent.
against, and 0.4 per cent. of votes cast were withheld), will
also be put to shareholders for approval at the AGM
in 2023.
Remuneration Committee
The Remuneration Committee, chaired by Paul Read and
comprising Mr Read, Mandy Clements, Robbie Roberston
and Jean Sharp, reviews the Directors’ fees and the remu-
neration paid to the Investment Manager (together with
the terms and conditions of appointment of the Investment
Manager) on an annual basis. The terms of reference of the
Remuneration Committee clearly define the Committee’s
responsibilities. These terms are reviewed annually and are
available for inspection on the Company’s website.
D
I
RECTORS’
RE
MUNERATION
PO
LICY
The Board’s policy is that fees should be sufficient to at-
tract and retain Directors capable of managing the Com-
pany on behalf of its shareholders. No shareholder views
were sought in setting the remuneration policy although
any comments received from shareholders are considered.
It is intended that this policy will continue until it is put to
shareholders at the AGM in 2023. Non-executive Directors
do not have service contracts but on being appointed are
provided with a letter of appointment.
Directors do not receive any pension benefits, share op-
tions, long-term incentive schemes or other benefits.
A
NNUAL REPORT ON REMUNERATION
The fees paid to the Directors have not been amended since
2019 and for the year ended 30 April 2022 were £50,000
for the Chairman, £29,000 for the Audit Committee Chair
and £25,000 for each of the other Directors per annum.
During the year the Remuneration Committee reviewed
the level of fees paid to the Directors. This review included
an analysis of the fees against the rate of increase in the
Retail Price Index, payments made by other investment
trusts of a similar size and structure and returns to share-
holders. The Committee also considered the independent
research conducted by Trust Associates on fees paid to
non-executive Directors in the investment company sector.
The Directors are conscious of the continued need for
Board refreshment and have a desire to attract and retain
the best candidates to fulfil such roles and represent share-
holders’ interests. Following this review it was concluded
that the fees paid to the Directors were not competitive
taking into account various factors. Accordingly, the con-
clusion of this review was that the fees payable to the Di-
rectors for the year to 30 April 2023 should increase to
£60,000 for the Chairman, £40,000 for the Audit Commit-
tee Chair and £30,000 for each of the other Directors per
annum.
The Board remains committed to ensuring that the Com-
pany is run efficiently and on a cost effective basis for
shareholders as whole. Given the increased size of the
Company the proposed increases to the Directors’ fees will
have no impact on the Company’s ongoing charges.
The annual limit on Directors’ fees is set out in the Com-
pany’s Articles of Association. The present limit is
£250,000 in aggregate per annum and the approval of
shareholders is required to change this. As noted on
page 30 it is proposed that the aggregate limit in the Com-
pany’s Articles of Association be increased to £275,000 per
annum to provide the Company with sufficient flexibility
to appoint additional Directors as part of the continued
refreshment of the Board.
Directors’ Interests (Audited)
The Directors at the end of the year and their interests in
the shares of the Company at 30 April 2022 and 30 April
2021 were as follows:
Director Interest 2022 2021
Iain Ferguson (Chairman) Beneficial 3,391 3,221
Mandy Clements Beneficial 100 50
Gordon Neilly Beneficial 1,968 1,967
Paul Read Beneficial 3,400 3,400
Robbie Robertson Beneficial 300 300
Jean Sharp Beneficial 1,102 1,102
There have been no changes in the above holdings between
1 May 2022 and 8 June 2022.
Directors’ Remuneration for the Year (Audited)
Year ended Year ended
30 April 2022 30 April 2021
%
Director Fees Salary Fees Salary Change
Iain Ferguson
(Chairman)
*
£50,000 £42,580
Mandy Clements
§
£25,000 £17,529
Gordon Neilly £25,000 £25,000
Paul Read £25,000 £25,000
Robbie Robertson
§
£25,000 £17,529
Jean Sharp £29,000 £29,000
Robin Angus
£77,260 n/a
Hamish Buchan
£15,046 n/a
Total £179,000 £171,684 £77,260
*
Appointed Chairman on 18 September 2020.
Retired 18 September 2020.
§
Appointed 18 September 2020.
The rates of Directors’ fees for the year ended 30 April
2022 were set out in the Directors’ Remuneration Report
contained in the Company’s 2021 Annual Report.
DIRECTORS’ REMUNERATION REPORT
Page 32
Page 33
ADDITIONAL REPORTS
DIRECTORS’ REMUNERATION REPORT (CONTINUED)
Relative Importance of Directors’ Fees
2022 2021 %
£’000 £’000 change
Directors’ fees and salaries 179 249 -28.1
Expenses 11,311 9,692 +16.7
Dividends paid 19,254 16,644 +15.7
Directors’ fees and salaries as a percentage of:
2022 2021
% %
Expenses 1.6 2.6
Dividends paid 0.9 1.5
Further details of the Company’s expenses can be found in
notes 3 and 4 on page 22 and of dividends paid in note 7
on page 23.
Approval
Voting on the resolution to approve the Directors’ Remu-
neration Report at the Company’s AGM on 23 July 2021
was as follows:
Resolution % For % Against % Withheld
*
Approve Directors’
Remuneration Report 99.69 0.15 0.16
*
A vote ‘withheld’ is not a vote in law, which means that the votes are not
counted in the calculation of the votes for or against the resolution.
Company Performance
The graph below compares, for the ten financial years
ended 30 April 2022, the share price total return (assuming
all dividends were reinvested) to Ordinary shareholders in
each period compared to the total shareholder return on a
notional investment in the FTSE All-Share Index. This
index represents a comparable broad equity market index
and is the Company’s comparator. An explanation of the
performance of the Company for the year ended 30 April
2022 is given in the Chairmans Statement and Investment
Manager’s Report on pages 2-5.
On behalf of the Board
Paul Read
Director
8 June 2022
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
100
120
140
160
180
200
220
100
120
140
160
180
200
220
Source: Refinitiv Datastream
FTSE All-Share
− Total Return Index
Personal Assets
Total Return Index
Page 34
INTRODUCTION
The Company is run by its Board, which takes all major
decisions collectively. All of the Directors regard them-
selves and one another as equal in the duties and respon-
sibilities they owe to shareholders and accordingly work
together as a unitary Board within which the Chairman
(who is elected by the Directors from among their own
number) acts as primus inter pares.
The Directors are elected by the shareholders and regard
corporate governance and accountability to shareholders
as fundamental. They therefore place considerable em-
phasis on running the Company in the way they believe to
be best suited to the successful management of an invest-
ment trust on behalf of its shareholders.
Arrangements appropriate to an investment trust in re-
spect of corporate governance have been made by the
Board. The Board has considered the principles and rec-
ommendations of the AIC’s Code of Corporate Gover-
nance (the ‘‘AIC Code’’). The AIC Code addresses all the
principles set out in the UK Corporate Governance Code
issued by the Financial Reporting Council (the ‘UK
Code’’), as well as setting out additional principles and rec-
ommendations which are of specific relevance to invest-
ment trusts.
The Board considers that reporting against the principles
and recommendations of the AIC Code, which has been
endorsed by the Financial Reporting Council, provides
more relevant information to shareholders than if it had
adopted the UK Code.
The AIC Code can be obtained from the AIC’s website at
www.theaic.co.uk. It includes an explanation of how the
AIC Code adapts the principles and provisions set out in
the UK Code to make them relevant for investment com-
panies.
C
OMPLIANCE
The Company has complied throughout the year, and con-
tinues to comply, with all of the recommendations of the
AIC Code and the relevant provisions of the UK Code.
D
IRECTORS
All of the Directors are considered to be independent in
character and judgement and, in the opinion of the Board,
there are no relationships or conflicts of interest which are
likely to affect the judgement of any Director. Gordon
Neilly has served for more than nine years. However, the
Board subscribes to the view expressed within the AIC
Code that long-serving Directors should not be prevented
from forming part of an independent majority, and does
not consider that a Director’s length of tenure reduces her
or his ability to act independently.
Directors’ fees are determined within the limits set out in
the Company’s Articles of Association. The approval of
shareholders in a General Meeting is required to change
this limit.
Due date for
Date of Re-election/
Director Appointment election
Iain Ferguson
(Chairman) 1 December 2017 AGM 2022
Mandy Clements 18 September 2020 AGM 2022
Gordon Neilly 30 April 1997 AGM 2022
Paul Read 1 December 2017 AGM 2022
Robbie Robertson 18 September 2020 AGM 2022
Jean Sharp 21 July 2016 AGM 2022
Any new Directors appointed during the year must stand
for election at the first Annual General Meeting following
their appointment. All Directors retire annually and, where
appropriate, stand for re-election. There is no notice pe-
riod and no provision for compensation on early termina-
tion of appointment.
Individual Directors may, after having obtained the consent
of any other Director, seek independent professional advice
at the Company’s expense on any matter that concerns the
furtherance of their duties. Details of the Directors author-
ity in relation to the issue and buying back by the Company
of its shares can be found in the Directors Report. Similarly,
details of those persons with significant holdings in the
Company are set out in the Directors Report.
C
ONFLICTS OF INTEREST
The Companies Act 2006 requires that a Director of the
Company must avoid a situation in which he or she has, or
might have, an interest that conflicts, or may conflict, with
the interests of the Company. Each Director submits a list
of potential conflicts prior to each meeting. The other Di-
rectors consider these and recommend whether or not each
potential conflict should be authorised. No situation arose
during the year whereby an interest of a Director conflicted
with the interests of the Company.
CORPORATE GOVERNANCE
Page 35
ADDITIONAL REPORTS
MEETINGS
During the year there were five formal Board meetings,
each of which was attended by all of the Directors. There
were three Audit Committee meetings, two Remuneration
Committee meetings and a Nomination Committee meet-
ing held during the year. All of these meetings were at-
tended by all of the respective committee members.
Under the terms of the contracts with the AIFM and the
Investment Manager, the following matters have been ex-
pressly reserved to the Board: (a) the introduction of gear-
ing and gearing levels thereafter; (b) matters relating to share
issues and buybacks; (c) matters relating to shareholder
communication; (d) matters relating to the property at
28 Walker Street, Edinburgh; (e) investments in any new
asset classes not already represented in the portfolio; and (f)
such other matters as the Board may reasonably intimate
from time to time. However, the Board is required to engage
in active dialogue with the Investment Manager in relation
to the matters referred to at item (c) above.
The Board holds three of its meetings in Edinburgh and two
in London each year.
CORPORATE GOVERNANCE (CONTINUED)
VOTING POLICY
As an essential part of its approach to active ownership,
the Investment Manager exercises all votes in relation to
the Company’s investments, updating the Board regularly
on how votes have been cast. Following careful analysis of
each AGM item, the Investment Manager submits votes in
the direction which it believes best reflects the interests of
shareholders. The Investment Manager invests only in a se-
lect universe of stocks and, as such, is able to take a con-
sidered decision on all items for voting at investee
company AGMs.
C
OMMUNICATION WITH SHAREHOLDERS
The Board welcomes the views of shareholders and places
considerable importance on communications with them.
The Investment Manager reports back to the Board on
meetings with shareholders and the Chairman and other
Directors are available to meet shareholders if required.
The Annual General Meeting of the Company and pre-
sentations held in London provide a forum, both formal
and informal, for shareholders to meet and discuss issues
with the Board.
N
OMINATION COMMITTEE
The Nomination Committee, chaired by Iain Ferguson
and comprising Mr Ferguson, Mandy Clements, Paul
Read, Robbie Roberston and Jean Sharp, considers the ap-
pointment of new Directors. Although the Company does
not have a formal policy on diversity, consideration of
Board diversity forms part of the responsibilities of the
Nomination Committee. The Board believes in the benefits
of having a diverse range of skills and backgrounds, in-
cluding gender and length of service, on its board of Di-
rectors. All appointments will continue to be based on
merit. The Company is mindful of the diversity targets set
by the Parker Review and the recent amendments to the
Listing Rules in this regard. The current composition of
the Board meets the targets for gender diversity set by the
Hampton-Alexander Review. The Nomination Commit-
tee meets at least annually.
New Directors appointed to the Board are given an in-
duction meeting with the Company Secretary and are pro-
vided with all relevant information regarding the Company
and their duties as a Director. Thereafter, regular briefings
are provided on changes in regulatory requirements that
could affect the Company and the Directors. Professional
advisers report from time to time and Directors will, if nec-
essary, attend seminars covering relevant issues and devel-
opments.
P
ERFORMANCE REVIEW OF THE BOARD AND ITS COMMITTEES
In line with the recommendations of the AIC Code, during
the year the Board appointed Board Level Partners
(“BLP”) to carry out a comprehensive review of the Board
and Audit, Remuneration and Nomination Committees.
The following diagram highlights various matters considered by the Board during the past year:
May June Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr
Annual
General
Meeting
Semi-Annual
Investment
R
eport
Semi-Annual
I
nvestment
Report
Internal
C
ontrols
Review
Review
of Directors
Fees
Review
Appointment
of Investment
Manager
Annual Review
of Risk
Registers
Consider
4th Interim
Dividend
Consider
3rd Interim
D
ividend
Approval
of the Interim
Report
Strategy
Session
Board and
Committee
Evaluation
Corporate
Governance
Review
Consider
2nd Interim
D
ividend
Approval
of the
Annual Report
Consider
1st Interim
D
ividend
Edinburgh Edinburgh
L
ondon
E
dinburgh
L
ondon
Page 36
CORPORATE GOVERNANCE (CONTINUED)
BLP is an independent external evaluator, with no other
connections with the Company or individual Directors.
The process included confidential unattributable one-to-
one interviews between the external evaluator and each Di-
rector, as well as representatives of Troy and Juniper
Partners. The findings of the external evaluation were dis-
cussed with the Chairman and were then delivered in a de-
tailed report to the Board. BLP representatives discussed
their findings with the Board at the May 2022 Board meet-
ing. In addition, BLP conducted reviews of each individual
board director, presenting these reports to the Chairman.
The appraisal of the Chairman was covered as part of this
process; BLP presented its report on the Chairman to Paul
Read as Senior Independent Director.
The detailed review of the Board and its Committees did
not highlight any material weaknesses or concerns, but it
did identify some areas for focus in 2022-2023 and beyond.
These include rebuilding board relationships after the
lengthy period of remote working, Board succession and
composition, the ongoing development of shareholder
communications, and monitoring the Company’s relation-
ships with its key service providers, Troy and Juniper Part-
ners.
The appraisal concluded that the Board and its Commit-
tees oversee the management of the Company effectively
and have the skills and expertise to safeguard shareholders’
interests. All Directors and Committee Members continue
to demonstrate commitment to their roles, and, drawing
on diverse but complementary skills and experience, pro-
vide constructive challenge to the Investment Manager. All
Directors and Committee Members provide valuable con-
tributions to the deliberations of the Board and its Com-
mittees, commensurate with their experience and
responsibilities, so contributing to the Company’s long-
term success.
A
DDITIONAL INFORMATION
The Company’s Articles of Association may be amended
only by a special resolution passed at a General Meeting of
shareholders.
By Order of the Board
Juniper Partners Limited
Company Secretary
28 Walker Street
Edinburgh EH3 7HR
8 June 2022
Page 37
ADDITIONAL REPORTS
REPORT OF THE AUDIT COMMITTEE
AUDIT COMMITTEE
The Audit Committee, chaired by Jean Sharp and com-
prising Ms Sharp, Mandy Clements, Paul Read and Rob-
bie Roberston, meets at least twice yearly to coincide with
the annual and interim reporting cycle. The principal rôle
of the Audit Committee is to review the annual and interim
financial statements, the Accounting Policies applied
therein and to ensure compliance with financial and regu-
latory reporting requirements. The Audit Committee dis-
cusses and agrees the scope of the audit plan for the year
ahead and the Auditors’ Report on their findings at the
conclusion of the audit. The terms of reference of the Audit
Committee clearly define the Committee’s responsibilities.
These terms are reviewed annually and are available for in-
spection on the Company’s website.
The Audit Committee also reviews the system of internal
controls, the terms of appointment of the Auditors (in-
cluding their remuneration), the objectivity of the Audi-
tors and the terms under which they are appointed to
perform non-audit services. The Audit Committee also re-
ceived a report from the Auditors identifying to its satis-
faction how their independence and objectivity is
maintained when providing these non-audit services. There
were no such fees or services for the year ended 30 April
2022 (2021: £nil). The Board considers that the provision
of such services at this level is cost effective and does not
impair the independence of PricewaterhouseCoopers
LLP (“PwC”).
The Audit Committee assessed the effectiveness of the
audit, the quality of the team and advice received from
them through reviewing interaction with the Auditors, re-
ports received from them and discussion with manage-
ment. The Audit Committee is satisfied with the
effectiveness of the work provided by PwC and that PwC
remain objective and independent.
At the request of the Board, the Audit Committee consid-
ered whether the 2022 Annual Report was fair, balanced
and understandable and whether it provided the necessary
information for shareholders to assess the Company’s per-
formance, business model and strategy. The Audit Com-
mittee is satisfied that the Annual Report is fair, balanced
and understandable. The Audit Committee reached this
conclusion based on a detailed review of the financial state-
ments and subsequent discussion on whether these are fair,
balanced and understandable by all members of the
Committee.
A
UDIT
The Company confirms that it complied with the provi-
sions of The Statutory Audit Services for Large Compa-
nies Market Investigation (Mandatory Use of Competitive
Tender Processes and Audit Committee Responsibilities)
Order 2014 during the financial year ended 30 April 2022.
Following a formal tender process, the Company’s external
Auditors, PwC, were appointed on 19 July 2018. The Audit
Engagement Partner rotates every five years in accordance
with ethical guidelines and 2022 is the fourth year for the
current partner.
I
NTERNAL CONTROLS
The Board is responsible for the Company’s system of in-
ternal controls and for reviewing its effectiveness. The
Board has therefore established an ongoing process de-
signed to meet the particular needs of the Company in
managing the risks to which it is exposed, consistent with
the internal control guidance issued by the Financial Re-
porting Council. The process relies principally on a risk-
based system of internal control whereby a test matrix is
created that identifies the key functions carried out by the
Company and other service providers, the individual ac-
tivities undertaken within those functions, the risks asso-
ciated with each activity and the controls employed to
minimise those risks.
A formal annual review of the Company’s risk-based sys-
tem of internal controls is carried out by the Board and in-
cludes consideration of internal control reports issued by
the Investment Manager and other service providers.
Such review procedures have been in place throughout the
financial year and up to the date of approval of the Annual
Report, and the Board is satisfied with their effectiveness.
These procedures are designed to manage, rather than
eliminate, risk and, by their nature, can provide only rea-
sonable, not absolute, assurance against material misstate-
ment or loss. At each Board Meeting the Board reviews
the Company’s activities since the previous Board Meet-
ing to ensure that the Investment Manager adheres to the
agreed investment policy and approved investment guide-
lines and, if necessary, the Board approves changes to the
guidelines.
Juniper Partners acts as the Company’s AIFM for the pur-
poses of the AIFM Directive and provides secretarial and
administrative services to the Company.
The Company does not have an internal audit function as
the Audit Committee believes that the Company’s straight-
forward structure does not warrant such a function. This
is reviewed by the Committee annually.
S
IGNIFICANT ACCOUNTING MATTERS
The significant issue considered by the Audit Committee
during the year in relation to the financial statements of
the Company was the existence and valuation of invest-
ments. The AIFM regularly reconciles the portfolio hold-
ings to confirmations from the Company’s Custodian and
carries out testing of the prices obtained from the inde-
pendent pricing source. Based on confirmation from the
AIFM that these procedures have operated correctly at
30 April 2022 and based on conversations with and written
reporting from the Depositary, the Committee is satisfied
that there is no material misstatement in the context of the
Annual Report.
Page 38
REPORT OF THE AUDIT COMMITTEE (CONTINUED)
COMMITTEE PERFORMANCE REVIEW
The activities of the Audit Committee were considered as
part of the externally facilitated board appraisal process
completed in accordance with standard governance
arrangements as summarised on pages 35 and 36. A full
evaluation was undertaken on the effectiveness, roles and
responsibilities of the Committee in accordance with the
Financial Reporting Council’s current guidance. The eval-
uation found that the Committee functioned well, with the
right balance of membership, skills and experience.
Jean Sharp
Director
8 June 2022
Page 39
ADDITIONAL REPORTS
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC
Report on the audit of the financial statements
Opinion
In our opinion, Personal Assets Trust plc’s financial statements:
give a true and fair view of the state of the Company’s affairs as at 30 April 2022 and of its return and cash flows for
the year then ended;
have been properly prepared in accordance with UK-adopted international accounting standards; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report, which comprise: the Statement of Financial
Position as at 30 April 2022; the Income Statement, the Statement of Changes in Equity and the Cash Flow Statement for the
year then ended; and the notes to the financial statements, which include a description of the significant accounting policies.
Our opinion is consistent with our reporting to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We remained independent of the Company in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and
we have fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were
not provided.
We have provided no non-audit services to the Company in the period under audit.
Our audit approach
Overview
Audit scope
Overall Materiality: £18.1m, based on 1% of Net Assets.
The Company is a standalone Investment Trust Company and engages Troy Asset Management Limited (the
“Manager”) to manage its assets.
We conducted our audit of the financial statements using information from Juniper Partners Limited (the
Administrator”) and J.P. Morgan Chase Bank N.A. (the “Custodian”) to whom the Manager has, with the consent
of the Directors, delegated the provision of certain administrative functions.
We tailored the scope of our audit taking into account the types of investments within the Company, the involvement of
the third parties referred to above, the accounting processes and controls, and the industry in which the Company operates.
We obtained an understanding of the control environment in place at Juniper Partners Limited, and adopted a fully
substantive testing approach using reports obtained from the Administrator.
In planning our audit, we made enquiries of the Directors to understand the extent of the potential impact of climate
change on the Company’s financial statements.
The Directors and Investment Manager concluded that the impact on the measurement and disclosures within the
financial statements is not material because the Company's investment portfolio is largely made up of level 1 quoted
securities which are valued at fair value based on market prices. We found this to be consistent with our understanding
of the Company's investment activities.
We also considered the consistency of the climate change disclosures included in the Strategic Report with the financial
statements and our knowledge from our audit.
Key audit matters
Valuation and existence of investments
Income from investments
Materiality
Overall materiality: £18.1m (2021: £15.0m) based on 1% of Net Assets.
Performance materiality: £13.6m (2021: £11.3m).
Page 40
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the 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) identified by the auditors, including those which had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any
comments we make on the results of our procedures thereon, 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.
This is not a complete list of all risks identified by our audit.
Consideration of the impacts of COVID-19, which was a key audit matter last year, is no longer included because of
reduced uncertainty of the impact of COVID-19 in the current year as markets and economies continue to recover.
Otherwise, the key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Valuation and existence of investments
We tested the valuation of the equity investments,
fixed interest investments and gold bullion by
agreeing the prices used in the valuation to
independent third-party sources.
No material misstatements were identified from this
testing.
We tested the existence of the investment portfolio by
agreeing investment holdings to an independent
custodian confirmation. Additionally, we performed
a physical verification of the Gold Bullion holding
during the period.
No material misstatements were identified from this
testing.
Income from investments
We assessed the accounting policy for income
recognition for compliance with accounting
standards and the AIC SORP and performed testing
to check that income had been accounted for in
accordance with this stated accounting policy.
We found that the accounting policies implemented
were in accordance with accounting standards and
the AIC SORP, and that income from investments
has been accounted for in accordance with the stated
accounting policy.
We understood and assessed the design and
implementation of key controls surrounding income
recognition.
The gains and losses on investments held at fair value
comprise realised and unrealised gains and losses. For
unrealised gains and losses, we tested the valuation
of the portfolio at the year-end (see Valuation and
existence Key Audit Matter), together with testing the
reconciliation of opening and closing investments and
agreeing the year end holdings to independent
confirmation. For realised gains and losses, we tested
a sample of disposal proceeds by agreeing the
proceeds to bank statements and we re-performed the
calculation of a sample of realised gains and losses.
In addition, we tested dividend receipts by agreeing
the dividend rates from all investments to
independent third-party sources.
Refer to the Audit Committee Report, the Accounting Policies and
Notes to the Accounts.
ISAs (UK) presume there is a risk of fraud in income recognition. We
considered this risk to specifically relate to the risk of overstating
investment gains and the misclassification of dividend income as
capital rather than revenue due to the pressure management may feel
to achieve capital growth in line with the objective of the Company.
We focused on the valuation of investments with respect to gains on
investments and the accuracy and occurrence of dividend income
recognition and its presentation in the Income Statement as set out
in the requirements of The Association of Investment Companies’
Statement of Recommended Practice (the AIC SORP”)
Refer to the Audit Committee Report, the Accounting Policies and
Notes to the Accounts.
The investment portfolio at the year end principally comprised equity
investments, fixed interest investments and gold bullion valued at
£1,791 million.
We focused on the valuation and existence of investments because
investments represent the principal element of the net asset value as
disclosed on the Balance Sheet in the financial statements.
Page 41
ADDITIONAL REPORTS
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
Key audit matter How our audit addressed the key audit matter
Income from investments (continued) We tested the allocation and presentation of dividend
income, including special dividends, between
income and capital by agreeing treatments to third-
party sources.
To test for completeness of dividend income, we
tested that the appropriate dividends had been
received in the year by reference to independent
data of dividends declared for all dividends during
the year.
To test the accuracy of the indexation recognised
during the period, we obtained a detailed
transactional breakdown and recalculated the
indexation adjustment with reference to relevant
index data obtained independently.
The amortisation recognised was tested by validating
data inputs and recalculating the expected
adjustment for a sample of holdings.
We also tested fixed interest income by recalculating
the coupon interest and amortisation, using the
opening and closing portfolios and coupon rates
and maturity dates. We also agreed a sample of
coupon rates and maturity dates to independent
third-party sources.
To test for completeness of fixed interest income, for
a sample of investment holdings in the portfolio, we
tested that all fixed interest income earned by
investment holdings had been recorded.
We tested occurrence of fixed interest income by
testing that all fixed interest income recorded in the
year had been earned and by racing a sample of fixed
interest income received to bank statements.
No material misstatements were identified from
this testing.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the Company, the accounting processes and controls, and the
industry in which it operates.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature,
timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating
the effect of misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Overall Company materiality £18.1m (2021: £15.0m).
How we determined it 1% of Net Assets
Rationale for benchmark applied We have applied this benchmark, which is a generally accepted auditing practice
for investment trust audits.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected
and undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the
scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures,
for example in determining sample sizes. Our performance materiality was 75% (2021: 75%) of overall materiality,
amounting to £13.6m (2021: £11.3m) for the Company financial statements.
Page 42
Materiality (continued)
In determining the performance materiality, we considered a number of factors the history of misstatements, risk
assessment and aggregation risk and the effectiveness of controls and concluded that an amount at the upper end of our
normal range was appropriate.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above
£907,000 (2021: £752,000) as well as misstatements below that amount that, in our view, warranted reporting for qualitative
reasons.
Conclusions relating to going concern
Our evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the going concern basis of
accounting included:
evaluating the Directors’ updated risk assessment and considering whether it addressed relevant threats, including
those presented by COVID-19 and heightened geopolitical tensions;
evaluating the Directors assessment of potential operational impacts, considering their consistency with other available
information and our understanding of the business and assessed the potential impact on the financial statements;
reviewing the Directors’ assessment of the Company’s financial position in the context of its ability to meet future
expected operating expenses, their assessment of liquidity as well as their review of the operational resilience of the
Company and oversight of key third-party service providers; and
assessing the implication of significant reductions in NAV as a result of market performance on the ongoing ability
of the Company to operate.
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 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.
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the
Company’s ability to continue as a going concern.
In relation to the Directors’ reporting on how they have 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.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our
auditors report thereon. The Directors are responsible for the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent
otherwise explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency
or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of
the financial statements or a material misstatement of the other information. 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 based on these responsibilities.
With respect to the Strategic report and the Director’s Report, we also considered whether the disclosures required by the
UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain
opinions and matters as described below.
Strategic report and the Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and
the Director’s Report for the year ended 30 April 2022 is consistent with the financial statements and has been prepared
in accordance with applicable legal requirements.
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we
did not identify any material misstatements in the Strategic report and the Director’s Report.
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
Page 43
ADDITIONAL REPORTS
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
Directors’ Remuneration
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance
with the Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the Directors’ statements 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. Our additional responsibilities with respect to the corporate
governance statement as other information are described in the Reporting on other information section of this report.
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,
and we have nothing material to add or draw attention to in relation to:
The Directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;
The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify
emerging risks and an explanation of how these are being managed or mitigated;
The Directors’ statement in the financial statements about whether they considered it appropriate to adopt the going
concern basis of accounting in preparing them, and their identification of any material uncertainties to the Company’s
ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements;
The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers and
why the period is appropriate; and
The Directors’ statement as to whether they have a reasonable expectation that the Company will be able to continue
in operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures
drawing attention to any necessary qualifications or assumptions.
Our review of the Directors’ statement regarding the longer-term viability of the group was substantially less in scope
than an audit and only consisted of making inquiries and considering the Directors’ process supporting their statement;
checking that the statement is in alignment with the relevant provisions of the UK Corporate Governance Code; and
considering whether the statement is consistent with the financial statements and our knowledge and understanding of
the Company and its environment obtained in the course of the audit.
In addition, 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 that they consider the Annual Report, taken as a whole, is fair, balanced and understandable,
and provides the information necessary for the members to assess the Company’s position, performance, business
model and strategy;
The section of the Annual Report that describes the review of effectiveness of risk management and internal control
systems; and
The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the Directors’ statement relating to the
Company’s compliance with the Code does not properly disclose a departure from a relevant provision of the Code
specified under the Listing Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the Directors for the financial statements
As explained more fully in the Responsibility Statement, the Directors are responsible for the preparation of the financial
statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The
Directors are also responsible for such internal control as they 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.
Page 44
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
Auditors’ 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 auditors’ 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.
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.
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with
laws and regulations related to breaches of section 1158 of the Corporation Tax Act 2010, and we considered the extent
to which non-compliance might have a material effect on the financial statements. We also considered those laws and
regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated
management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of
override of controls), and determined that the principal risks were related to posting inappropriate journal entries to
increase the Company’s net asset value position. Audit procedures performed by the engagement team included:
Discussions with the Directors, the investment manager and the administrator including consideration of known or
suspected instances of non-compliance with laws and regulations and fraud;
understanding the controls implemented by Troy Asset Management Limited (the “Manager”), J.P. Morgan Chase
Bank N.A. (the “Custodian”), and J.P. Morgan Europe Limited (the “Depositary”) designed to prevent and detect
irregularities;
assessment of the Company’s compliance with the requirements of section 1158 of the Corporation Tax Act 2010,
including recalculation of numerical aspects of the eligibility conditions;
identifying and testing journal entries, in particular year end journal entries posted by the administrator during the
preparation of the financial statements;
reviewing relevant meeting minutes, including those of the Audit Committee; and
designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of
non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial
statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional
misrepresentations, or through collusion.
Our audit testing might include testing complete populations of certain transactions and balances, possibly using data
auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing
complete populations. We will often seek to target particular items for testing based on their size or risk characteristics.
In other cases, we will use audit sampling to enable us to draw a conclusion about the population from which the sample
is selected.
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 auditors’ report. In our engagement letter, we
also agreed to describe our audit approach, including communicating key audit matters.
Use of this report
This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance
with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions,
accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose
hands it may come save where expressly agreed by our prior consent in writing.
Page 45
ADDITIONAL REPORTS
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
PERSONAL ASSETS TRUST PLC (CONTINUED)
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
we have not obtained all the information and explanations we require for our audit; or
adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been
received from branches not visited by us; or
certain disclosures of Directors’ remuneration specified by law are not made; or
the financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with
the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Audit Committee, we were appointed by the members on 19 July 2018 to audit the
financial statements for the year ended 30 April 2019 and subsequent financial periods. The period of total uninterrupted
engagement is 4 years, covering the years ended 30 April 2019 to 30 April 2022.
Allan McGrath (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Edinburgh
8 June 2022
Page 46
Notice is hereby given that the forty-first Annual
General Meeting (‘AGM’) of Personal Assets Trust
Public Limited Company will be held at The Kimpton
Charlotte Square Hotel, Edinburgh EH2 4HQ on
Thursday, 14 July 2022 at 12 noon.
Shareholders will be asked to consider, and, if thought
fit, pass resolutions 1 to 13 which will be proposed at
ordinary resolutions, and resolutions 14 to 16 which
will be proposed as special resolutions.
Ordinary Business:
1. That the Report and Accounts for the year to
30 April 2022 be received.
2. That the Directors’ Remuneration Report for the
year to 30 April 2022 be approved.
3. That the Dividend Policy of the Company as set
out in the Annual Report be approved.
4. That Iain Ferguson, who retires from office
annually, be re-elected as a Director.
5. That Gordon Neilly, who retires from office
annually, be re-elected as a Director.
6. That Paul Read, who retires from office annually,
be re-elected as a Director.
7. That Jean Sharp, who retires from office annually,
be re-elected as a Director.
8. That Mandy Clements, who retires from office
annually, be re-elected as a Director.
9. That Robbie Robertson, who retires from office
annually, be re-elected as a Director.
10. That PricewaterhouseCoopers LLP be
reappointed as Auditors and that the Directors be
authorised to determine their remuneration.
11. That the maximum aggregate sum available for
Directors’ fees for their services in accordance with
the Articles of Association shall be £275,000 per
annum.
Special Business:
12. Sub-division of Ordinary shares
That each of the issued ordinary shares of £12.50
pence each in the capital of the Company be and
is hereby sub-divided into one hundred ordinary
shares of 12.50 pence each (the ‘New Ordinary
Shares’) having the rights and being subject to the
restrictions and obligations set out in the articles of
association of the Company, provided that such
sub-division shall be conditional on, and shall take
effect on, the New Ordinary Shares being admitted
to the Official List of the Financial Conduct
Authority and to trading on the main market of
the London Stock Exchange, which is expected to
be occur at 8.00 a.m. on 1 August 2022 (or such
other time and/or date as the Directors may in
their absolute discretion determine).
13. Authority to allot Ordinary shares
That, in substitution for any existing authority, but
without prejudice to the exercise of any such
authority prior to the date hereof, the Directors of
the Company be and they are hereby generally and
unconditionally authorised in accordance with
Section 551 of the Companies Act 2006 (the Act’)
to exercise all the powers of the Company to allot
shares in the Company and to grant rights to
subscribe for or to convert any security into shares
in the Company (‘Securities’) provided that such
authority shall be limited to the allotment of
shares and the grant of rights in respect of shares
with an aggregate nominal value of up to
£9,379,197.50 (being approximately 20 per cent. of
the nominal value of the issued share capital of the
Company as at 7 June 2022), such authority to
expire at the conclusion of the next Annual
General Meeting of the Company after the passing
of this resolution or on the expiry of 15 months
from the passing of this resolution, whichever is
the earlier, unless previously revoked, varied or
extended by the Company in a general meeting,
save that the Company may at any time prior to
the expiry of this authority make an offer or enter
into an agreement which would or might require
Securities to be allotted or granted after the expiry
of such authority and the Directors shall be
entitled to allot or grant Securities in pursuance of
such an offer or agreement as if such authority had
not expired.
14. Disapplication of pre-emption rights
That, subject to the passing of Resolution 13 above
and in substitution for any existing power but
without prejudice to the exercise of any such power
prior to the date hereof, the Directors of the
Company be and they are hereby generally
empowered, pursuant to Section 570 and/or
Section 573 of the Companies Act 2006 (the Act’),
to allot equity securities (within the meaning of
Section 560 of the Act), for cash pursuant to the
authority given by Resolution 13 above or by way
of a sale of treasury shares for cash as if Section
561(1) of the Act did not apply to any such
allotment of equity securities, provided that this
power:
(a) expires at the conclusion of the next Annual
General Meeting of the Company after the
passing of this resolution or on the expiry of
15 months from the passing of this resolution,
whichever is the earlier, save that the Company
may, before such expiry, make an offer or
NOTICE OF ANNUAL GENERAL MEETING
Page 47
AGM
NOTICE OF ANNUAL GENERAL MEETING (CONTINUED)
agreement which would or might require
equity securities to be allotted after such
expiry and the Directors may allot equity
securities or sell treasury shares in pursuance
of any such offer or agreement as if the power
conferred hereby had not expired; and
(b) shall be limited to the allotment of equity
securities up to an aggregate nominal value of
£9,379,197.50 (being approximately 20 per
cent. of the nominal value of the issued share
capital of the Company as at 7 June 2022).
15. Authority to repurchase Ordinary shares
That, in substitution for any existing authority but
without prejudice to the exercise of any such
authority prior to the date hereof, the Company
be and is hereby generally and unconditionally
authorised, pursuant to and in accordance with
Section 701 of the Companies Act 2006 (the Act’),
to make market purchases (within the meaning of
Section 693(4) of the Act) of fully paid Ordinary
shares in the capital of the Company (‘Ordinary
shares’) (either for retention as Treasury shares for
future re-issue, resale or transfer or for
cancellation), provided that:
(a) the maximum aggregate number of Ordinary
shares hereby authorised to be purchased is
56,237,668 if Resolution 12 is approved and
becomes effective, otherwise 562,376 or if less,
the number representing 14.99 per cent. of the
issued Ordinary share capital of the Company
at the date of the passing of this resolution;
(b) the minimum price (excluding expenses)
which may be paid for each Ordinary share
shall be the nominal value of that share;
(c) the maximum price (excluding expenses)
which may be paid for each Ordinary share
shall not be greater than the higher of:
(i) 105 per cent. above the average middle
market quotation on the London Stock
Exchange of an Ordinary share over the
five business days immediately preceding
the date of purchase; and
(ii) the higher of the last independent trade
and the highest current independent bid
on the London Stock Exchange; and
(d) unless previously varied, revoked or renewed
by the Company in a General Meeting, the
authority hereby conferred shall expire at the
conclusion of the Company’s next Annual
General Meeting or on the expiry of 15
months from the passing of this resolution,
whichever is the earlier, save that the Company
may, prior to such expiry, enter into a contract
to purchase Ordinary shares under such
authority which will or might be completed or
executed wholly or partly after the expiration
of such authority and may make a purchase
of Ordinary shares pursuant to any such
contract.
16. Notice of General Meetings
That a General Meeting of the Company other
than an Annual General Meeting may be called
on not less than 14 clear days’notice provided that
this authority shall expire at the conclusion of the
next Annual General Meeting of the Company.
By Order of the Board
Juniper Partners Limited
Company Secretary
28 Walker Street
Edinburgh EH3 7HR
8 June 2022
1. A shareholder who is entitled to attend, speak and vote at
the meeting is entitled to appoint one or more proxies to
attend, speak and vote on her or his behalf. Such proxy
need not also be a shareholder of the Company. If
appointing more than one proxy, each proxy must be
appointed to exercise rights attaching to different shares
held by the shareholder.
2. A proxy form for use by shareholders at the meeting is
enclosed with this document. Proxies must be lodged with
the Company’s registrar, Equiniti Limited, Aspect House,
Spencer Road, Lancing, West Sussex BN99 6DA, not less
than 48 hours (excluding non-working days) before the
time appointed for the meeting together with any power of
attorney or other authority (if any) under which it is signed.
Completion of the proxy form will not prevent a
shareholder from attending the meeting and voting in
person.
3. As an alternative to completing the hard copy proxy form
you can appoint a proxy electronically at
www.sharevote.co.uk. For an electronic proxy appointment
to be valid, your appointment must be received by the
Company’s registrar not less than 48 hours (excluding non-
working days) before the time of the meeting.
4. Only those shareholders having their names entered on the
Company’s share register not later than 6.30 pm on 12 July
2022 or, if the meeting is adjourned, 6.30 pm on the day
which is two days (excluding non-working days) prior to the
date of the adjourned meeting, shall be entitled to attend
and vote at the meeting in respect of the number of shares
registered in their name at that time. Changes to the entries
on the Company’s share register after that time shall be
disregarded in determining the rights of any shareholder to
attend, speak and vote at the meeting, notwithstanding any
provision in any enactment, the Articles of Association of
the Company or other instrument to the contrary.
Notes
Page 48
5. Any corporation which is a shareholder may appoint one
o
r more corporate representatives who may exercise on its
behalf all of its powers as a shareholder provided that such
corporate representatives do not do so in relation to the
same shares.
6. CREST members who wish to appoint a proxy or proxies
through the CREST electronic proxy appointment service
may do so for the meeting and any adjournment(s) thereof
by using the procedures described in the CREST Manual,
a
nd by logging on to the website www.euroclear.com.
CREST personal members or other CREST sponsored
members, and those CREST members who have appointed
a voting service provider(s), should refer to their CREST
s
ponsor or voting service provider(s), who will be able to
take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using
the CREST service to be valid, the appropriate CREST
m
essage (a ‘‘CREST Proxy Instruction’’) must be properly
authenticated in accordance with Euroclear UK & Ireland
Limiteds specifications, and must contain the information
required for such instruction, as described in the CREST
Manual. The message, regardless of whether it constitutes
the appointment of a proxy or is an amendment to the
instruction given to a previously appointed proxy, must, in
order to be valid, be transmitted so as to be received by the
Company’s Registrar, Equiniti Limited (ID RA19), by no
later than 12 noon on 12 July 2022. No such message
received through the CREST network after this time will be
accepted. For this purpose, the time of receipt will be taken
to be the time (as determined by the timestamp applied to
the message by the CREST application host) from which
the Company’s Registrar is able to retrieve the message by
inquiry to CREST in the manner prescribed by CREST.
After this time any change of instructions to proxies
appointed through CREST should be communicated to the
appointee through other means.
CREST members and, where applicable, their CREST
sponsors or voting service providers should note that
Euroclear UK & Ireland Limited does not make available
special procedures in CREST for any particular messages.
Normal system timings and limitations will therefore apply
in relation to the input of CREST Proxy Instructions. It is
the responsibility of the CREST member concerned to take
(or, if the CREST member is a CREST personal member,
or sponsored member, or has appointed a voting service
provider(s), to procure that her or his CREST sponsor or
voting service provider(s) take(s)) such action as shall be
necessary to ensure that a message is transmitted by means
of the CREST system by any particular time. In this
connection, CREST members and, where applicable, their
CREST sponsors or voting system providers are referred,
in particular, to those sections of the CREST Manual
concerning practical limitations of the CREST system and
timings.
The Company may treat as invalid a CREST Proxy
Instruction in the circumstances set out in Regulation
35(5)(a) of the Uncertificated Securities Regulations 2001.
7. The right to appoint a proxy does not apply to persons
whose shares are held on their behalf by another person
and who have been nominated to receive communications
from the Company in accordance with Section 146 of the
Companies Act 2006 (‘‘Nominated Persons’’). Nominated
Persons may have a right under an agreement with the
member who holds the shares on their behalf to be
appointed (or to have someone else appointed) as a proxy.
Alternatively, if Nominated Persons do not have such a
right, or do not wish to exercise it, they may have a right
under such an agreement to give instructions to the person
holding the shares as to the exercise of voting rights. The
statement of the rights of members in relation to the
appointment of proxies in notes 1 and 2 above does not
apply to Nominated Persons. The rights described in these
notes can be exercised only by members of the Company.
8. If you are an institutional investor you may be able to
appoint a proxy electronically via the Proxymity platform,
a process which has been agreed by the Company and
a
pproved by the Registrar. For further information
regarding Proxymity, please go to www.proxymity.io. Your
proxy must be lodged by 12.00 noon on 12 July 2022 in
order to be considered valid. Before you can appoint a
p
roxy via this process you will need to have agreed to
Proxymitys associated terms and conditions. It is
important that you read these carefully as you will be
bound by them and they will govern the electronic
a
ppointment of your proxy.
9. At 7 June 2022, the latest practicable date prior to
publication of this document, the Company’s issued share
capital comprised 3,751,679 Ordinary shares of £12.50 each
o
f which no Ordinary shares are held in Treasury.
Therefore, the total number of shares with voting rights in
the Company is 3,751,679.
10. Any person holding three per cent. of the total voting rights
i
n the Company who appoints a person other than the
Chairman as her or his proxy must ensure that both he or
she and such third party comply with their respective
disclosure obligations under the Disclosure Guidance and
Transparency Rules.
11. Information regarding the meeting, including information
required by Section 311A of the Companies Act 2006, is
available from the Company’s website, www.patplc.co.uk.
12. Under Section 319A of the Companies Act 2006, the
Company must answer any question relating to the
business being dealt with at the meeting put by a member
attending the meeting unless:
(a) answering the question would interfere unduly with
the preparation for the meeting or involve the
disclosure of confidential information;
(b) the answer has already been given on a website in
the form of an answer to a question; or
(c) it is undesirable in the interests of the Company or
the good order of the meeting that the question be
answered.
13. Shareholders are advised that, unless otherwise stated, any
telephone number, website or e-mail address which may be
set out in this notice of meeting or in any related documents
(including the proxy form) is not to be used for the
purposes of serving information or documents on, or
otherwise communicating with, the Company for any
purposes other than those expressly stated.
14. The members of the Company may require the Company
(without payment) to publish, on its website, a statement
(which is also to be passed to the Auditors) setting out any
matter relating to the audit of the Company’s accounts,
including the Auditors’ report and the conduct of the audit.
The Company will be required to do so once it has received
such requests from either members representing at least five
per cent. of the total voting rights of the Company or at
least 100 members who have a relevant right to vote and
hold shares in the Company on which there has been paid
up an average sum per member of at least £100. Such
requests must be made in writing and must state the
sender’s full name and address and be sent to the
Company’s registered address at 28 Walker Street,
Edinburgh EH3 7HR.
15. The letters of appointment of the Directors will be available
for inspection at the registered office of the Company
during normal business hours on any weekday (Saturdays,
Sundays and public holidays excepted) from the date of this
notice and at the location of the meeting for at least 15
minutes prior to the meeting and during the meeting.
16. Members meeting the threshold requirements set out in the
Companies Act 2006 have the right (a) to require the
Company to give notice of any resolution which can
properly be, and is to be, moved at the meeting pursuant
to section 338 of the Companies Act 2006; and/or (b) to
require the Company to include a matter in the business to
be dealt with at the meeting, pursuant to section 338A of
the Companies Act 2006.
NOTICE OF ANNUAL GENERAL MEETING (CONTINUED)
Page 49
GLOSSARY
GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES
The European Securities and Markets Authority (‘ESMA’) has published guidelines on Alternative Performance
Measures (‘APM’). APMs are defined as being a ‘financial measure of historical or future financial performance,
financial position, or cash flows, other than a financial measure defined or specified in the applicable accounting
framework.’
The APMs where detailed below are used by the Board to assess the Company’s performance against a range
of criteria and are viewed as particularly relevant for an investment trust.
Alternative Investment Fund
An Alternative Investment Fund (‘AIF’) is a collective investment undertaking, including investment
compartments thereof, which (a) raises capital from a number of investors, with a view to investing it in
accordance with a defined investment policy for the benefit of those investors; and (b) does not require
authorisation under the UCITS regime. The Company is an AIF.
Alternative Investment Fund Manager
An Alternative Investment Fund Manager (‘AIFM’) is an entity that provides certain investment services,
including portfolio and risk management services. The Company has appointed Juniper Partners Limited as its
AIFM.
Benchmark Index
A Benchmark Index is a standard against which the performance of a security, investment company, or
investment manager can be measured. The Company’s uses the FTSE All-Share Index as a comparator for the
purpose of monitoring performance and risk, the composition of the FTSE All-Share Index has no influence
on investment decisions or the construction of the portfolio.
Discount or Premium (APM)
The amount, expressed as a percentage, by which the Company’s share price is less than (discount) or greater
than (premium) the net asset value per share of the Company.
30 April 2022 30 April 2021
Closing NAV per share (a) £491.95 £465.19
Closing share price (b) £503.00 £471.00
Premium c = (b a) ÷ a (c) 2.2% 1.2%
Earnings per share
Earnings per share are calculated by dividing the net income return attributable to equity shareholders by the
weighted average number of shares in issue (excluding shares held in Treasury) during the year.
Middle Market Price
The middle market price is the mid-point between the buy and the sell prices of the Company’s shares.
Net Asset Value (‘NAV’) per share (APM)
The value of the Company’s net assets (total assets less total liabilities) divided by the number of shares in issue
(excluding shares held in Treasury).
Page 50
NAV/Share Price Total Return (APM)
NAV/Share price total return measures the increase/(decrease) in NAV per share/share price including any
dividends paid in the period, which are assumed to be reinvested at the time that the share price is quoted ex-
dividend.
2022 2021
Share Share
NAV price NAV price
Closing NAV per share/share price (a) £491.95 £503.00 £465.19 £471.00
Dividend adjustment factor
(b) 1.01274 1.01129 1.00910 1.01585
Adjusted closing NAV per share/share price (c=a x b) £498.22 £508.68 £469.42 £478.47
Opening NAV per share/share price (d) £465.19 £471.00 £426.36 £433.00
Total Return (c ÷ d) -1 7.1% 8.0% 10.1% 10.5%
Based on total dividends paid for the year ended 30 April 2022 of £5.60 per share (2021: £5.60).
Ongoing Charges Ratio (APM)
The sum of the management fee and all other administrative expenses expressed as a percentage of the average
daily net assets during the year.
30 April 2022 30 April 2021
£’000 £’000
Management fee 9,684 8,106
Other administrative expenses 1,627 1,586
Total (a) 11,311 9,692
Average daily net assets (b) 1,678,569 1,320,258
Ongoing charges c = (a ÷ b) x 100 (c) 0.67% 0.73%
Treasury shares
Ordinary shares of the Company that have been repurchased by the Company and not cancelled but held in
Treasury. These shares do not pay dividends, have no voting rights, and are excluded from the NAV per share
calculation.
GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES
(CONTINUED)
CORPORATE INFORMATION
BOARD OF DIRECTORS
Iain Ferguson CBE (Chairman)
Mandy Clements
Gordon Neilly
Paul Read
Robbie Robertson
Jean Sharp
REGISTERED OFFICE
28 Walker Street
Edinburgh EH3 7HR
Telephone: 0131 378 0500
COMPANY SECRETARY
Juniper Partners Limited
28 Walker Street
Edinburgh EH3 7HR
Telephone: 0131 378 0500
ALTERNATIVE INVESTMENT FUND MANAGER
Juniper Partners Limited
28 Walker Street
Edinburgh EH3 7HR
INVESTMENT MANAGER
Troy Asset Management Limited
33 Davies Street
London W1K 4BP
www.taml.co.uk
CUSTODIAN
J.P. Morgan Chase Bank N.A.
25 Bank Street
Canary Wharf
London E14 5JP
DEPOSITARY
J.P. Morgan Europe Limited
25 Bank Street
Canary Wharf
London E14 5JP
S
OLICITOR
Dickson Minto WS
16 Charlotte Square
Edinburgh EH2 4DF
DATA PROTECTION
The Company is committed to ensuring the
privacy of any personal data provided to it.
Further details of the Company’s privacy
policy can be found on the Company’s
website www.patplc.co.uk
SHAREHOLDER INFORMATION
Website: www.patplc.co.uk
Telephone: 0131 378 0500
REGISTRAR
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex BN99 6DA
Telephone: 0371 384 2459
*
STOCKBROKER
J.P. Morgan Cazenove
25 Bank Street
Canary Wharf
London E14 5JP
INDEPENDENT AUDITOR
PricewaterhouseCoopers LLP
Atria One
144 Morrison Street
Edinburgh EH3 8EX
IDENTIFICATION CODES
SEDOL: 0682754
ISIN: GB0006827546
Bloomberg: PNL LN
EPIC: PNL
GLOBAL INTERMEDIARY IDENTIFICATION
NUMBER (GIIN)
2W8KH5.99999.SL.826
L
EGAL ENTITY IDENTIFIER (LEI)
213800Z7ABM7RLQ41516
* Lines open 8:30am to 5:30pm, Monday to Friday. The overseas
helpline number is +44 (0)121 415 7047.
CORPORATE INFORMATION
Page 51
Personal Assets Trust plc, 28 Walker Street, Edinburgh EH3 7HR.
Shareholder Telephone: 0131 378 0500. Website: www.patplc.co.uk