FIDELITY
ASIAN VALUES
PLC
Annual Report for the year ended 31 July 2022
Fidelity Asian Values PLC
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Annual Report 2022
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The Company’s objective is to achieve capital growth principally from the
stockmarkets of the Asian Region excluding Japan.
Asia is the world’s fastest-growing economic
region, offering investors a potentially
unparalleled long-term opportunity. Fidelity
Asian Values PLC provides shareholders with a
differentiated equity exposure to Asian markets.
The Portfolio Manager, Nitin Bajaj, achieves this
differentiation by favouring undervalued small
and medium-sized companies as this allows him
to find quality businesses that are mispriced,
the “winners of tomorrow”, before they
become well known. He utilises Fidelity’s Asia-
based analyst team and believes the current
market environment offers an unprecedented
opportunity to invest in high quality Asian
smaller companies at attractive valuations.
Kate Bolsover, Chairman,
Fidelity Asian Values PLC
Investment Objective and Overview
Fidelity Asian Values PLC
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Annual Report 2022
At a Glance
Standardised Performance Total Return (%)
5 years ended 31 July 20223 years ended 31 July 20221 year ended 31 July 2022
+20.7
+33.5
+30.1
+3.9
-3.4
-5.6
+30.2
+7.1
+30.3
NAV per Ordinary Share
Ordinary Share Price
Comparative Index*
Sources: Fidelity and Datastream.
Past performance is not a guide to future returns.
* MSCI All Countries Asia ex Japan Small Cap Index (net) total return (in Sterling terms).
Net Asset Value
(“NAV”) per
Ordinary Share
total return
1,2
+3.9%
2021: +39.5%
Ordinary Share Price
total return
1,2
-3.4%
2021: +47.6%
Dividend
per Ordinary Share
14.00p
2021: 8.80p
Comparative
Index
1,3
-5.6%
2021: 39.2%
1 Includes reinvested income.
2 Alternative Performance Measures. See pages 76 and 77.
3 MSCI All Countries Asia ex Japan Small Cap Index (net) total return (in Sterling terms).
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Summary of the key aspects of the Investment Policy
The Portfolio Manager invests in securities of companies which he considers have fundamental value that has not been recognised
by the market.
The Company is not restricted in terms of size or industry of companies included in the portfolio and may invest in unlisted
securities.
The Company may also invest into other transferable securities, collective investment schemes, money market instruments, cash and
deposits and is also able to use derivatives for efficient portfolio management and investment purposes.
The Company operates a variable management fee arrangement which is calculated by reference to its Benchmark Index.
2022 2021
Assets as at 31 July
Gross Asset Exposure
1
£383.7m £375.2m
Total Shareholders’ Funds £367.6m £364.1m
NAV per Ordinary Share
2
507.78p 497.50p
Gross Gearing
2,3
4.4% 3.0%
Share Price and Discount data at 31 July
Ordinary Share Price at year end 458.00p 483.00p
Year high 505.00p 506.00p
Year low 407.00p 333.00p
(Discount) to NAV per Ordinary Share at year end
2
(9.8%) (2.9%)
(Discount) year low/Premium year high (0.2%) 2.6%
(Discount) year high (14.5%) (11.9%)
Results for the year ended 31 July
Revenue Return per Ordinary Share
2
14.21p 9.20p
Capital Return per Ordinary Share
2
4.31p 132.09p
Total Return per Ordinary Share
2
18.52p 141.29p
Ongoing Charges for the year to 31 July
2,5
0.95% 0.93%
Variable Element of Management Fee
4
-0.20% -0.20%
Ongoing Charges including Variable Element of Management Fee for the year to
31July
2
0.75% 0.73%
1 The value of the portfolio exposed to market price movements.
2 Alternative Performance Measures. See pages 76 and 77.
3 Gross Asset Exposure less Total Shareholders’ Funds expressed as a percentage of Total Shareholders’ Funds.
4 The variable element of the management fee is calculated over a rolling three year period with reference to the Benchmark Index (see Glossary of Terms on page 88 for
details of the Benchmark Index).
5 Ongoing Charges (excluding finance costs and taxation) as a percentage of average net asset values for the year (prepared in accordance with guidance issued by the
Association of Investment Companies).
Summary of Results
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01
Annual Report 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Contents
Strategy
Chairman’s Statement 02
Portfolio Managers Review 05
ESG Investing – The Asian Small Cap Paradox 10
ESG in the Investment Process 12
Spotlight on the Top 10 Holdings 15
Forty Largest Holdings 17
Distribution of the Portfolio 20
Ten Year Record 23
Strategic Report 24
Governance
Board of Directors 32
Directors’ Report 33
Corporate Governance Statement 35
Directors’ Remuneration Report 39
Statement of Directors’ Responsibilities 42
Report of the Audit Committee 43
Financial
Independent Auditor’s Report 45
Income Statement 51
Statement of Changes in Equity 52
Balance Sheet 53
Notes to the Financial Statements 54
Alternative Performance Measures 76
Financial Calendar 78
Information for Shareholders
Annual General Meeting 79
Notice of Meeting 81
Shareholder Information 85
Data Protection 87
Glossary of Terms 88
Alternative Investment Fund Manager’s Disclosure 91
Chairman’s Statement
Read more on pages 02 to 04
Portfolio Manager’s Review
Read more on pages 05 to 09
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02
Fidelity Asian Values PLC
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Annual Report 2022
Chairman’s Statement
Investment and Market Review
The year under review has been a turbulent period for Asian
and global equity markets. Concerns around the Russia-Ukraine
conflict and the resultant surge in commodity and energy
prices have dominated investor sentiment. Economies globally
have continued to struggle with low growth as well as higher
inflationary pressures amid supply-chain constraints. In such an
environment, Asian and emerging market equities, which are
perceived to be riskier, have been out of vogue.
Given this challenging backdrop, it is especially pleasing
to report that the Company’s NAV strongly outperformed
its Comparative Index. In the year to 31 July 2022, the NAV
increased by 3.9%, compared to the MSCI All Countries Asia
ex Japan Small Cap Index (net) total return (in Sterling terms)
which returned -5.6% over the same period. Nitin and his team
should be commended for their diligence and persistence in
sticking to their style in what has been an especially challenging
time for value investors and we, as a Board, are delighted that
their approach is beginning to pay off. However, it has been
disappointing that this strong relative performance has not been
reflected in a narrowing of the discount, with the share price
still lagging; it returned -3.4% over the period. While it is hard to
comment on share price performance as it is largely a function
of market sentiment, what can be said is that investors have
generally become more risk averse with their capital.
Market Outlook
The long-term outlook for Asia Pacific ex Japan equities remains
positive and the region’s relatively higher growth prospects should
continue to attract investors. Also, at a time when the world
is becoming increasingly protectionist, Asia’s robust domestic
demand from an expanding middle class supports the outlook for
the region. Nonetheless, the region remains vulnerable to a global
slowdown and tightening of global financial conditions.
China’s near-term growth outlook remains skewed to the
downside due to sporadic COVID-related lockdowns across the
country. Government stimulus has so far prevented a contraction
in annual growth, but a weakening external backdrop is weighing
on exports, previously a key driver of activity. Elsewhere, most
Asian countries have actively eased international border
controls, and a significant improvement in vaccination rates has
helped to bring local restrictions to a close. As a result, pent-up
consumption demand is making its way into their economies.
Persistently high and broadening inflation remains one of the
stiffest economic headwinds confronting the US, Europe and
several other major economies. But so far, for most of Asia, the
picture has been rather different. China is, in fact, in a monetary
easing cycle while rates in developed markets are likely to
continue rising. Other Asian economies are also close to the end
of their tightening cycles and they should have room to cut rates
when inflationary pressures ease.
We therefore continue to maintain our positive view on the region.
Overall, Asian equities continue to trade at attractive valuations
compared to long-term historical averages and developed
markets. The Company will continue to focus on finding attractive
long-term investment opportunities across the region based on
strong fundamental research.
Kate Bolsover – I am pleased to
present the Annual Report of Fidelity
Asian Values PLC (the “Company)
for the year ended 31July 2022.
£367.6m
(As at 31 July 2022)
Total Shareholders’ Funds
+3.9%
(Year ended 31 July 2022)
Net Asset Value per Ordinary Share
(total return)
-3.4%
(Year ended 31 July 2022)
Ordinary Share Price (total return)
-5.6%
(Year ended 31 July 2022)
Comparative Index (total return)
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Annual Report 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
The depth and quality of research provided by Fidelity
International is amongst the best in Asia and is currently
undertaken by 56 analysts and 39 portfolio managers. Nitin
draws extensively on this pool of talent in making his investment
decisions. In this, Nitin has been well supported by Ajinkya
Dhavale, who has over 14 years of investment experience. He
originally joined Fidelity as an analyst in 2013, covering the
Auto, Cement, Telecommunications and Property sectors. He
became Assistant Portfolio Manager of Fidelity Asian Values PLC
on 1 June 2020 and currently specialises in small and mid cap
stocks in Korea, Taiwan and Frontier Asia.
Due Diligence 2022
Prior to the pandemic, the Board had visited Asia every other
year to observe the Manager and his team in action and to meet
the Fidelity analysts, and also to meet some of the companies in
which we are invested. This year, we were unable to do that but
instead had a virtual visit of three days in March. We used video
conferencing facilities to meet members of the Fidelity team,
market commentators and some investee companies. In addition,
Nitin was able to travel from Singapore and we were pleased to
be able to spend some time with him in person.
Among the companies we met was China Overseas Grand
Oceans Group Limited (COGO), a subsidiary company of
Chinese Overseas Land and Investment. Discussions were
focused on the challenges for developers in China’s downward
property market and the likelihood of consolidation in the
industry. We also heard from the management team of Interojo,
a Korean contact lens maker, with a wide variety of good quality
products at affordable prices.
The Board was, once again, impressed by the breadth and depth
of Fidelity’s team. In addition to the investment team (Nitin and
Ajinkya and the analysts), we spent time with the Global Head
of Stewardship and Sustainable Investing, the Global Head of
Investment Research, the Head of Sales and members of the
Environmental, Social and Governance (”ESG) team.
We can confirm to shareholders that their money is being well
cared for by a good and well-resourced team.
Gearing
Nitin and Ajinkya have increased the level of gross gearing from
3.0% reported last year to 4.4% as at 31 July 2022. They continue
to believe that the main driver of the Company’s performance
will be stock picking. Therefore, the level of gearing is entirely
determined by the investment opportunities they see. Put simply,
when they have more ideas than money, then the Company will
be geared. When they have more money than ideas, then the
Company will have a larger cash position.
Discount Management and Share Repurchases
The Board has undertaken active discount management,
the primary purpose of which was, and remains, to reduce
discount volatility.
Repurchases of ordinary shares are made at the discretion of
the Board, within guidelines set by it and in light of prevailing
market conditions. Shares will only be repurchased when it results
in an enhancement to the NAV of the ordinary shares. In order
to assist in managing the discount, the Board has shareholder
approval to hold in Treasury any ordinary shares repurchased
by the Company, rather than cancelling them. Any shares held in
Treasury would only be re-issued at NAV per ordinary share or at
a premium to NAV per ordinary share.
There continued to be turmoil in the world’s financial markets
in the reporting year and at times the Company’s discount
was volatile in reaction to such market conditions. The Board,
therefore, approved the repurchase of 780,543 ordinary shares
for holding in Treasury during the year ended 31 July 2022. Since
then and up to the date of this report, markets have continued to
be volatile, and the Company’s discount has, at times, widened
into double digits. As a result, the Board has continued to
operate its discount management policy to narrow the discount
and authorised the purchase of 352,816 ordinary shares into
Treasury, since the year end.
Dividend
Subject to shareholders’ approval at the Annual General Meeting
(AGM”) on 23 November 2022, the Directors recommend a
dividend of 14.00 pence per ordinary share which represents
an increase of 59.1% over the 8.80 pence paid in 2021. This
dividend will be payable on 7 December 2022 to shareholders
on the register at close of business on 28 October 2022 (ex-
dividend date 27 October 2022). Shareholders will know that the
Company’s objective is long-term capital growth. In light of the
higher income received and the current economic environment,
the Board has elected to recommend almost all of the income
earned to be paid as a dividend. Shareholders should not
assume that such dividends will continue in the future.
Board of Directors and Board Succession
By 2023, I will have served four years as a Director and a further
nine years as Chairman and will step down from the Board at
the AGM in 2023. We had previously advised you that Clare
Brady would succeed Grahame Stott as Chairman of the Audit
Committee at the conclusion of this year’s AGM. The Board has
now agreed that Clare should succeed me as Chairman next
year and we are actively searching for a new Chair of the Audit
Committee. We hope to be able to announce this new Board
member in time for this year’s AGM.
As reported in last year’s Annual Report, Timothy Scholefield
stepped down from the Board after the AGM on 3 December
2021. In anticipation of Timothy and Grahame’s retirements, Sally
Macdonald and Matthew Sutherland were appointed to the
Board on 1 January 2022. Both Sally and Matthew will be subject
to election by shareholders at the AGM on 23 November 2022.
Michael Warren will have reached his nine-year tenure by the
AGM in 2023. However, given the recent and ongoing changes
to the Board, we are proposing to shareholders that he should
remain on the Board for one additional year to ensure that
institutional and historical knowledge of the Company is not lost.
Accordingly, subject to shareholder approval, he will retire from
the Board at the AGM in 2024.
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04
Fidelity Asian Values PLC
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Annual Report 2022
Chairman’s Statement continued
Grahame Stott completed his nine-year tenure in September 2022
and will step down from the Board at the conclusion of the AGM
on 23 November 2022. I would like to thank him on behalf of the
Board and all of the Company’s stakeholders for his invaluable
contribution to the Company, especially his meticulous attention to
detail. He takes with him our very best wishes for the future.
All Directors, with the exception of Grahame, are subject to
election or re-election at the forthcoming AGM. The Directors’
biographies are on page 32, and between them, they have a
wide range of appropriate skills and experience which form a
balanced Board for the Company.
Annual General Meeting – Wednesday, 23 November 2022
at 11.00 am
The AGM of the Company will be held at 11.00 am on
Wednesday, 23 November 2022 at 4 Cannon Street, London
EC4M 5AB (nearest tube stations are St Paul’s or Mansion House)
and virtually via the online Lumi AGM meeting platform. Full
details of the meeting are given in the Notice of Meeting on
pages 81 to 84.
Appropriate social distancing and hygiene measures will be in
place for those shareholders attending the AGM in person. For
those shareholders who would prefer not to attend in person or
for whom travel is not convenient, we will live-stream the formal
business and presentations of the meeting online.
Nitin Bajaj, the Portfolio Manager, will be making a presentation
to shareholders highlighting the achievements and challenges
of the year past and the prospects for the year to come. He
and the Board will be very happy to answer any questions
that shareholders may have. Copies of his presentation can be
requested by email at investmenttrusts@fil.com or in writing
to the Secretary at FIL Investments International, Beech Gate,
Millfield Lane, Lower Kingswood, Tadworth, Surrey KT20 6RP.
Properly registered shareholders joining the AGM virtually will be
able to vote on the proposed resolutions. Please see Note 8 to
the Notes to the Notice of Meeting on page 83 for details on how
to vote virtually. Investors viewing the AGM online will be able
to submit live written questions to the Board and the Portfolio
Manager and we will answer as many of these as possible at an
appropriate juncture during the meeting.
Further information and links to the Lumi platform may be found
on the Company’s website www.fidelity.co.uk/asianvalues.
On the day of the AGM, in order to join electronically and
ask questions via the Lumi platform, shareholders will need to
connect to the website https://web.lumiagm.com.
Please note that investors on platforms such as Fidelity Personal
Investing, Hargreaves Lansdown, Interactive Investor or AJ
Bell Youinvest will need to request attendance at the AGM in
accordance with the policies of your chosen platform. They
may request that you submit electronic votes in advance of
the meeting. If you are unable to obtain a unique IVC and
PIN from your nominee or platform, we will also welcome
online participation as a guest. Once you have accessed
https://web.lumiagm.com from your web browser on a tablet
or computer, you will need to enter the Lumi Meeting ID which
is 118-640-628. You should then select the ‘Guest Access’ option
before entering your name and who you are representing, if
applicable. This will allow you to view the meeting and ask
questions but you will not be able to vote.
Kate Bolsover
Chairman
11 October 2022
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Annual Report 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Portfolio Manager’s Review
Nitin Bajaj was appointed as the
Portfolio Manager of Fidelity Asian
Values PLC on 1 April 2015. He is
based in Singapore and has over
20 years’ investment experience. He
is also the Portfolio Manager for the
Fidelity Asian Smaller Companies
Fund as well as the Fidelity China
Focus Fund. He first joined Fidelity
in 2003 as an Investment Analyst
and then took over the Fidelity
India Special Situations Fund and
subsequently started the Fidelity India
Value Fund. He managed these funds
until November 2012, when Fidelity
decided to sell its India business.
Ajinkya Dhavale has over 14 years of
investment experience. He originally
joined Fidelity as an analyst in
2013, covering the Auto, Cement,
Telecommunications and Property
sectors. He was promoted to
Assistant Portfolio Manager of Fidelity
Asian Values PLC on 1 June 2020
and currently specialises in small and
mid cap stocks in Korea, Taiwan and
Frontier Asia.
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Fidelity Asian Values PLC
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Annual Report 2022
Portfolio Manager’s Review continued
Question
How has the Company performed in the
year under review?
Answer
In the year to 31 July 2022, the NAV of the company increased
by 3.9%. The MSCI All Countries Asia ex Japan Small Cap Index
(net) total return (in Sterling terms) returned -5.6% over the same
period. The share price total return was -3.4%.
The Company generated positive absolute returns in a falling
market primarily because we avoided speculative investments,
expensive stocks, and blue-sky business models. Investing in
companies on very rich valuations had been the market norm
during the pandemic so a pull-back was somewhat expected.
This approach reflects our investment philosophy of investing in
good quality businesses which are run by competent and honest
management, and only buying them when valuations provide a
good margin of safety.
Question
Asian stocks have lost value over the
period under review. Has the sell-off
been consistent across the market cap
spectrum? What have been the drivers
for your outperformance?
Answer
The sell-off in Asian equities this year has certainly not been even.
Losses have been lower in small cap stocks than their large cap
counterparts primarily due to the reversal of the crowded ‘large
cap growth’ trading bias that occurred in 2019 and 2020. In
addition, small and large cap indices are further skewed by their
geographic mix, with the large cap index having a significantly
higher weight in China.
Stylistically, Value stocks have done better than Growth stocks
during this period. In our opinion, we are in the early stages of
a long-term style rotation out of Growth equities as the valuation
gap between Growth and Value is still at a twenty-year extreme in
favour of Value stocks. Given our significant bias towards small cap
Value, we think a period of sustained outperformance is possible
over the coming years.
While this market environment provided a positive backdrop for
our style, our focus on bottom-up fundamental research meant that
stock selection has been the biggest contributor to the Company’s
relative performance. During the financial year, our stock selection
was particularly positive in China, India, Korea, Australia and
Indonesia. From a sector perspective, positive returns were posted
in industrials, health care, financials and materials.
In terms of small/mid cap names, Indonesia’s largest yet lowest
cost producer of ceramic tiles Arwana Citramulia benefited from
a favourable demand-supply environment, while India’s fourth
largest cables and wires maker KEI Industries was aided by a
recovery in capital expenditure and its increased focus on higher
margin retail and exports segments. In China, the Company’s
exposure to a large cap state-owned property developer China
Overseas Land & Investment added to performance after the
company, which is operating in a consolidated industry, gained
market share, driven by the flight to quality amongst developers.
Companies which can demonstrate more disciplined operations
and have both good balance sheets and access to land sales are
better able to successfully complete construction projects.
Question
With slightly over 35% of your investments
in either China or Hong Kong, are you
worried about single country exposure?
What do you consider to be the main
risks of investing in China?
Answer
From a risk management perspective, while country positions
are an outcome of underlying stock selection, we restrict our
exposure to any particular country to within Board set guidelines.
Of course, the Board can change such limits, should it so decide,
to suit market dynamics as well as the opportunity set. Given the
macro-economic concerns around China, it comes as no surprise
that Chinese stocks have been sold off; but in our view, there are
many interesting companies that are now trading significantly
below intrinsic value and are being overlooked by the broader
investment community. You could almost compare the current
Chinese multiples and sentiment to what happened in the Indian
market crash in 2012/13 or in the sub-prime credit crisis in the US
in 2008/09.
We look at the situation differently. While we are very conscious of
the macro risks of investing in China due to geopolitical tensions,
regulatory interventions and economic cycles, based on our
analysis, the prices of the businesses we own reflect these risks.
Furthermore, we believe that these companies are providing
products or services that are beneficial to society - either through
improving household products or providing essential infrastructure
services - both of which are critical to the smooth functioning of the
economy.
However, we would like to share some high-level thoughts
regarding the two biggest risks that are being flagged when
it comes to China – the demise of the property sector and the
impact of the country’s zero-COVID policy.
The various lockdowns have taken a heavy toll on industrial
activities and consumption given the lack of movement of citizens.
Yes, we have seen some tweaks to policy requirements (such as
allowing the ongoing operation of manufacturing activities during
a city lockdown), but the government still measures its success
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
in overcoming the pandemic as the number of lives saved and
keeping fatalities low. We are monitoring any policy changes, or
indeed fiscal or monetary support aimed at improving sentiment
and underpinning growth. It is critical to note that the country’s
zero-COVID policy can impact corporate earnings so it’s something
that we consider when assessing a company’s earnings visibility.
The other risk associated with China is the health of the
property sector. For years, China had seen a surge in property
development, with many developers benefiting from growing
demand. However, like any prolonged investment cycle, the
property market in China has seen severe misallocation of capital
and excessive risk taking by many private sector developers. In
our opinion, quite a few of these “aggressive” developers will
not survive the downturn. This will have a knock-on impact on the
overall economy; but it will also create significant opportunities for
well-managed companies to increase market share. We believe
that the businesses we own fall in the category of market share
gainers in a number of different sectors in China. Given the current
macro backdrop and pessimism, we believe these businesses are
quite significantly mispriced compared to their long-term potential.
Given this positive risk/return outlook, and importantly, the
underlying stock opportunities, our combined exposure to China
and Hong Kong is around 35% as at the end of July (charts above)
– this is close to the highest it’s been during my tenure.
Question
Large cap stocks make up nearly 20% of
your portfolio. How do you choose these
stocks and why do you hold them?
Answer
Although the Company has a small cap bias, the investment
policy is unrestricted, and we are therefore able to consider large
companies for the portfolio where we believe they demonstrate the
value characteristics that we seek for shareholders’ portfolios.
In order to be considered as investments, these large companies
should demonstrate the same returns profile that we expect from
any small cap holding in the portfolio. We like to think of them as
adding some diversification benefits from the small cap companies
in the portfolio and from the Company’s peer group.
6.5
7.5
8.5
9.5
10.5
11.5
12.5
10
15
20
25
30
35
40
Jul-15
Jan-16
Jul-16
Jan-17
Jul-17
Jan-18
Jul-18
Jan-19
Jul-19
Jan-20
Jul-20
Jan-21
Jul-21
Jan-22
Jul-22
Exposure in % of Total Net Assets
Forward Price to Earnings
China+HK Exposure
0.4
0.5
0.6
0.7
0.8
0.9
1.0
1.1
1.2
1.3
1.4
10
15
20
25
30
35
40
Jul-15
Jan-16
Jul-16
Jan-17
Jul-17
Jan-18
Jul-18
Jan-19
Jul-19
Jan-20
Jul-20
Jan-21
Jul-21
Jan-22
Jul-22
Exposure in % of Total Net Assets
Price to Book
China+HK Exposure Price to Book - China
China Price to Book
China Forward Price to Earnings
Forward Price to Earnings - China
China's valuation and the portfolio’s exposure to China + Hong Kong over tenure
Source: Fidelity International, FactSet, 31 July 2022. Index: MSCI China Index. Price to Earnings (“P/E”) Ratio is a measure for valuing a company’s share price versus
its earnings. Price to Book (“P/B“) Ratio is a measure for valuing a company’s share price versus its book value. Low P/E and P/B Ratios can indicate that a company
may currently be undervalued.
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Annual Report 2022
Portfolio Manager’s Review continued
Question
How do you approach shorting
companies? Where do you see
opportunities in this space?
Answer
The approach to shorting companies is the exact opposite of what
we do when creating our long positions. Here we are looking for
fragile business models, excessive leverage, management with
poor reputations and/or stretched valuations.
That said, shorting is a specialised skill where risk/reward metrics
can turn against you because your short position increases if the
price increases. Theoretically, a stock’s price can increase to an
infinite amount, but its lowest value can only ever be zero. We keep
the short book well diversified and take smaller sized positions.
Question
Last year you invested in a pre-IPO
holding – Tuhu Car. Can you provide an
update on this company and will we see
more investments like this in the future?
Answer
We continue to hold a position in Tuhu Car that we established
in June 2021. It remains an attractive business due to its market
dominance in the unique online-to-offline auto parts retailing
space. In essence, succeeding in making customers shift online to
buy spare parts and then collect them from physical stores. The
long-term structural growth opportunity is very attractive, and we
have seen similar companies in the US and Australia do very well
in this space over a long period of time. China is still at an early
stage in its development of auto parts retailing and Tuhu Car is the
clear market leader.
Unlisted investments are different from our traditional value
investments as these companies are in an early stage in their
development. We are very careful about such investments, and
I do not foresee the Company increasing unlisted holdings in a
significant way.
Question
Can you explain to us how you integrate
ESG considerations into your portfolio?
Answer
The Company’s primary objective for shareholders is to achieve
capital growth. In order to achieve the best possible returns, we
have always sought to invest in businesses which respect laws,
their employees, customers, the environment and shareholders as
well as managing their businesses properly. ESG considerations
have therefore always been at the heart of our investment thinking.
Investing in smaller companies in Asia using the strength of
Fidelity’s research team here has always offered us the opportunity
to identify companies ahead of other investors. Regulations are
constantly evolving and ESG is no exception to this. We believe
this presents us with opportunities. The development of ESG ratings
covered by the rating agencies (MSCI/Sustainalytics) has not yet
evolved to cover many of the smaller companies which we invest
in. This provides an exciting opportunity as the ESG credentials of
many of the smaller companies (as you will see in the examples
overleaf) are best in class. They are in fact ‘double gems’:
companies with good prospects, strong management and well-
priced alongside their strong ESG credentials.
We have also included a summary of Fidelity’s house approach
to ESG on pages 12 to 14. This is important as Fidelity covers 85%
of the portfolio and is therefore able to give us evidence that my
approach is working.
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Annual Report 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Question
What do you view as the biggest risks
and opportunities for the next twelve
months?
Answer
We believe that the biggest risks are always things we do not
know yet or “unknown unknowns”.
Of the things that are known, in our opinion, the biggest risk
continues to be the medium-term impact of experimental monetary
policy of the last decade. The world has never had free money the
way it did in the last ten years and neither has the world lived with
this quantum of debt before. Consequently, it is very hard to have
a playbook to figure out how things will pan out. This is something
that we keep a close eye on and continue to learn about.
Having said that, we believe our strength is stock picking rather
than macro analysis. Peter Lynch, the renowned and highly
successful US portfolio manager, used to say, “if you spent thirteen
minutes a year on economic (macro) analysis, you wasted ten”.
We are of the same school of thought.
We are very happy with the current shape of the portfolio
comprising businesses that are dominant in their industries, earn
good returns on capital and are available at attractive valuations.
The current vital statistics of the Company’s portfolio of investee
companies are as follows:
Return on Equity at 15.4% versus 11.2% for the Comparative
Index;
A stronger Balance Sheet than the Comparative Index;
Price to earnings: 8.5x versus 11.2x for the Comparative Index;
and
Dividend yield at 4.6% versus 2.9% for the Comparative Index.
Our skills lie in business analysis, finding best in class management
teams and mispriced stocks. We are known to repeat the phrase
below often and it’s fair to say that it has become known as
something of a mantra for the Company:
Find good businesses run by good management and buy them
at prices with a good margin of safety.
We continue to focus on this.
Nitin Bajaj Ajinkya Dhavale
Portfolio Manager Assistant Portfolio Manager
11 October 2022
Chart 1: China's valuation and the portfolio’s exposure to China + Hong Kong over tenure
Higher quality businesses at a lower price
Lower Price to Earnings Ratio vs. Small Cap Index
Higher Return on Equity vs. Small Cap Index
6.0
7.0
8.0
9.0
10.0
11.0
12.0
13.0
14.0
15.0
16.0
17.0
Jul-15
Jan-16
Jul-16
Jan-17
Jul-17
Jan-18
Jul-18
Jan-19
Jul-19
Jan-20
Jul-20
Jan-21
Jul-21
Jan-22
Jul-22
Small Cap Index
5.0
7.0
9.0
11.0
13.0
15.0
17.0
Jul-15
Jan-16
Jul-16
Jan-17
Jul-17
Jan-18
Jul-18
Jan-19
Jul-19
Jan-20
Jul-20
Jan-21
Jul-21
Jan-22
Jul-22
Small Cap Index
Fidelity Asian Values PLC
Fidelity Asian Values PLC
Source: Fidelity International, FactSet, 31 July 2022. Index: MSCI All Countries Asia ex Japan Small Cap Index.
Return on Equity (“ROI”) is a measure of the return on a company’s stock. The higher the percentage, the more income the company is generating and adding to
shareholder value.
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Fidelity Asian Values PLC
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Annual Report 2022
Fidelity Asian Values PLC sets out to provide shareholders with
a differentiated exposure to Asian markets. Asia is the fastest-
growing economic region and the Company looks to capitalise
on this by finding “good businesses, run by good people and
buying them at a good price”.
The Company favours smaller companies as this gives it the
opportunity to find mispriced businesses, the “winners of
tomorrow, before they become well known.
With more than 20,000 listed companies in Asia (excluding
Japan) – which accounts for more than one third of listed
companies worldwide – there is a huge opportunity for a
fundamental research driven stock picker who can fully utilise
Fidelity International’s (“Fidelity) extensive locally-based analyst
team.
However, the sheer number of companies, and the less-developed
disclosure requirements for smaller businesses in the region
creates challenges for many observers to properly understand the
ESG impacts and implications of investing in them.
There is no ESG “gold standard” for Rating Agencies
Rating agencies use both qualitative and quantitative data to
inform their ratings, for instance, a company’s carbon emissions,
cyber-security readiness and instances of questionable social
conduct all factor into their overall score. MSCI, Institutional
Shareholder Services (ISS), Sustainalytics and S&P are among
the most prominent third-party ESG rating agencies. It should
be noted that these third-party rating agencies use different
methodologies to come up with their ratings and therefore a
company’s rating can vary between rating agencies. What’s even
more challenging, is that these ratings are also not aligned with
the disclosure frameworks supported by institutional investors
(i.e. the Sustainable Accounting Standards Board (SASB) and the
Taskforce on Climate Related Financial Disclosures (TCFD)).
A Large Universe of Under-Researched Companies
With roughly 1,600 companies in the MSCI All Countries Asia ex
Japan Small Cap Index alone, there is an abundance of potential
investment opportunities. But the size of the investment universe
also presents a challenge in terms of coverage by mainstream
commercial agencies. Indeed, there tend to be far fewer sell-side
analysts covering each stock, and the information and earnings
forecasts that are published often focus solely on the shorter-term.
While this lack of coverage speaks to the challenge of investing
in smaller companies more broadly, it also translates into less
comprehensive coverage of ESG factors.
Compounding this, ESG data from third-party providers can
vary widely. While there is a greater amount of information on
governance and environmental factors, data on social issues,
while improving, remains relatively scarce. Even so, because
ESG is not a straightforward topic, a one-size-fits-all approach
rarely works and third party data, even when it does exist, is
often more helpful as an input for consideration rather than as a
comprehensive measure of a company’s ESG profile. Fidelity has
developed its own proprietary ratings system in response to this
and details are set out on page 14.
Fewer Resources Dedicated to ESG
Many smaller companies also face challenges when
communicating and addressing ESG issues as they tend to have
more limited resources available to assess, disclose and report
on ESG and sustainability issues, compared to their large cap
counterparts. While the required disclosures and ESG regulations
are rapidly developing and being enhanced for all companies,
irrespective of size, smaller companies may face disproportionate
burdens. As a consequence, smaller companies, particularly those
without a large or dedicated team covering sustainability issues,
may struggle to produce supplemental or more in-depth ESG data,
and may report fewer disclosures. Much of Fidelity Asian Values
PLC’s portfolio still has limited mainstream ESG coverage.
The Opportunity
Asian smaller companies often operate in niche/specialist areas
that are too small to attract significant interest from larger more
diversified competitors. These exciting niches are precisely
what make the asset class so compelling, particularly when
considering the strides many companies are making when it
comes to ESG.
Given the potential obstacles that Asian smaller companies face
when it comes to dedicating significant resources to sustainability
efforts, there is a perception that they have been slower to
adopt ESG relative to their larger counterparts. But in reality,
many smaller companies are doing much more when it comes
to sustainability and ESG than meets the eye. And again, we
believe these unrecognised or overlooked efforts often create
strong investment opportunities. Fidelity, as an active manager,
with significant breadth and resources, and its own proprietary
ESG rating system, is particularly well positioned to uncover
overlooked opportunities and help companies progress on their
ESG journeys.
ESG in the portfolio – the role of the Board
The Board recognises the importance of ESG factors to many
investors. The Board firmly believes that it is in shareholders’ best
interests that the Company does not invest in companies which
wilfully disregard their impact on the environment or the social
consequences of their activities.
In this light, the Board endorses the capabilities and approach
of Fidelity to ESG in portfolios and its own investment operations
and finds itself closely aligned to them. The Board regularly
reviews how Fidelity applies ESG factors in the investment
process, as set out on pages 12 to 14. The Fidelity group of
companies also sets out its commitment to responsible investing
and provides a copy of its detailed “Responsible Investing”
report at www.fidelity.co.uk/responsible-investing
ESG Investing – The Asian Small Cap Paradox
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Case Studies – recent examples of the Portfolio Manager’s
engagement on ESG issues
In February 2022, the Portfolio Manager had an exclusive ESG
focused engagement with Arwana Citramulia, the largest
ceramic tiles maker in Indonesia and second largest holding
in the portfolio. The focus of the meeting was particularly on
climate change and the company’s greenhouse gas (“GHG”)
emission strategy and goals as well as its sustainability reporting.
Fidelity was concerned that the company did not have adequate
disclosures on climate, particularly GHG emissions data and
targets. During the meeting it was quickly discerned that the issue
was purely a disconnect around what needed to be disclosed,
rather than lack of awareness or effort. In fact, its management
team was way ahead of the curve. The environmental impact is
front of mind for the business, not least because it is intrinsically
linked with margins and profitability as efficiency and gas usage
reduction has been a huge driver of margin improvement. Hence,
Arwana is an industry leader in ESG with one of the lowest
emissions per square meter of ceramic produced. The company
has already started to install solar systems for one of its plants
that will reduce about a quarter of its carbon emissions. It also
has plans to use solar power at all of its facilities as well as
reduce electricity usage with the installation of skylights in its
factories. The company also plans to reuse all wastewater in
production, recycle waste products for building materials and use
recycled materials for packaging. However, the company had
not disclosed its GHG reduction targets. During the meeting, the
company shared its GHG reduction goal in the form of carbon
intensity and that it had plans to consistently achieve a lower
carbon intensity as compared to the best standard in the local
industry. While there were efforts to address climate change,
we noted that there was a lot of room for better reporting of the
work they were already undertaking.
Similarly, the Portfolio Manager met with Japfa in March 2022.
It is the second largest poultry feed business in Indonesia and
one of the leading raw milk businesses in China. In March 2022,
the company placed the first US$-denominated sustainability-
linked bond from Southeast Asia. The issue was also a first for
the agri-food industry worldwide and was more than 3 times
oversubscribed. The company is also a leader in its industry
on sustainable practices. It has a strong focus on Sustainable
Development Goal 2, which is to achieve zero hunger by
providing affordable protein foods and making these more
accessible in emerging Asian countries. The purpose of the call
was to discuss disclosures on climate change. The company
acknowledged the constraints of pushing sustainability while
operating in emerging economies. It also acknowledged the
need to disclose more information on its sustainable practices.
Following engagement, it has established a Sustainability
Committee which includes its CEO and CFO. The company
committed that a comprehensive life-cycle assessment will be
extended to cover all business segments including aquaculture,
pork and dairy production. Japfa has also recently disclosed
its Scope 1 and Scope 2 emissions data and has made a firm
commitment that Scope 3 level data will be available later this
year. The company also intends to establish GHG reduction
targets by 2023.
Elsewhere, the Portfolio Manager engaged with Australian-listed
oil and gas producer Santos in April 2022. The company has a
solid mix of short, medium, and long-term climate targets and a
credible strategy to decarbonise the business over time through
carbon capture and storage in the short-term and eventually
green hydrogen export in the long-term. During the meeting,
Santos mentioned it has a target of reducing emissions by over
5% across operations in the Cooper Basin and Queensland by
2025. Pleasingly, the company is already on track to meet this
target in 2022. Santos is committed to meeting the criteria of
Scope 3 emissions reporting. It has committed to only sell to
customers from countries that have a net zero commitment or
are signatories to the Paris Agreement. Santos aims to cut Scope
1 and 2 emissions by 30% by 2030 and to achieve net zero on
Scope 1 and 2 emissions by 2040. Following engagement, the
company has committed to improve its reporting disclosure as
well as review its methodologies in respect to executive pay.
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Fidelity Asian Values PLC
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Annual Report 2022
Fidelity International (“Fidelity”) has embedded Environmental,
Social and Governance (“ESG) factors in its investment
decision-making for a number of years. Fidelity has been a
signatory to the United Nations Principles for Responsible
Investment (UNPRI) since 2012 and submits an annual report
detailing how it incorporates ESG into its investment analysis. As a
founding signatory to the Net Zero Asset Managers Initiative, Fidelity
has committed to halving the carbon footprint of its investment
portfolios by 2030, from a 2020 baseline, starting with equity and
corporate bond holdings; and to reach net zero for holdings by
2050.
ESG integration at Fidelity is carried out at the fundamental
research analyst level within its investment teams, primarily through
the implementation of the Fidelity Proprietary Sustainability Rating.
This rating was established in 2019 and is designed to generate
a forward-looking and holistic assessment of a company’s ESG
risks and opportunities, based on sector specific key performance
indicators across 127 individual and unique sub-sectors. A
breakdown of the ratings of the companies in the portfolio using
MSCI and Fidelity’s own proprietary ratings is on the next page. In
addition, Fidelity’s portfolio managers are also active in analysing
the effects of ESG factors when making investment decisions. ESG
analysis complements financial analysis to provide a complete view
of every company that is researched and monitored.
Fidelity’s approach to integrating ESG factors into its investment
analysis includes the following activities:
In-depth research
Company engagement
Active ownership
Collaboration within the investment industry
In addition to Fidelity’s Sustainability Ratings, Fidelity has developed
a proprietary Climate Rating, which is an important part of its
plans to reach net zero emissions across its portfolios. It utilises
its fundamental research capabilities to identify climate-related
risks, net zero investments and targets for transition engagement
within the Fidelity investment universe. It assesses which
companies are in the best position to transition to net zero, or
have a positive trajectory towards transition. The Climate Rating is
designed to complement the broader Sustainability Ratings, which
score companies across a range of environmental, social and
governance criteria.
Although Fidelity’s analysts have overall responsibility for analysing
the environmental, social and governance performance of the
companies in which it invests, it has a dedicated Sustainable
Investing Team working closely with the investment teams and is
responsible for consolidating Fidelity’s approach to stewardship,
engagement, including thematic engagement, ESG integration and
the exercise of its votes at general meetings.
The Sustainable Investing Team has a key role in assisting the
investment teams with ESG integration which includes:
Implementing Fidelity’s proxy voting guidelines.
Engagement with investee companies on ESG issues,
utilising Fidelity’s corporate access research capabilities and
investment scale to improve corporate behaviour, including at
company meetings.
Working closely with the investment team globally across all
asset classes in integrating ESG into analysis and decision-
making.
Providing internal ESG reporting including analyst reports,
portfolio manager reviews and industry analysis.
Co-ordinating and responding to specific client queries on ESG
topics.
Publishing client reporting on ESG integration and proxy voting.
Maintaining a thorough understanding of current ESG themes
and trends around the world.
Attending external seminars and conferences focusing on
trending ESG issues and ESG integration.
Providing ESG training to the investment team and across the
business.
During 2021, Fidelity introduced its sustainable investing voting
principles and guidelines. These seek to provide a clear overview of
Fidelity’s voting approach, promote improved corporate behaviours
and reduce risk, include environmental and social factors, increase
clarity of votes to issuers and clients and meet current market best
practices and stewardship expectations. Examples of the policy
include voting against companies not meeting key criteria on
climate change and against management in developed markets
with less than 30% female representation at board level.
Fidelity’s investment approach involves bottom-up research. As well
as studying financial results, the portfolio managers and analysts
carry out additional qualitative analysis of potential investments.
They examine the business, customers and suppliers and often
visit the companies in person to develop a view of every company
in which Fidelity invests and ESG factors are embedded in this
research process.
Examples of ESG factors that Fidelity’s investment teams may
consider as part of its company and industry analysis include:
Corporate governance (e.g. Board structure, executive
remuneration)
Shareholder rights (e.g. election of directors, capital
amendments)
Changes to regulation (e.g. greenhouse gas emissions
restrictions, governance codes)
Physical threats (e.g. extreme weather, climate change, water
shortages)
Brand and reputational issues (e.g. poor health and safety
record, cyber security breaches)
Supply chain management (e.g. increase in fatalities, lost time
injury rates, labour relations)
ESG in the Investment Process
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Work practices (e.g. observation of health, safety and human
rights provisions and compliance with the provisions of the
Modern Slavery Act).
Fidelity operates analyst training and development programmes
which include modules on ESG themes, topics and strategies and
attendance at external seminars on the trending ESG issues in the
market globally as well as conferences to explore new ways of
integrating ESG into the investment process across all asset classes.
Fidelity uses a number of external research sources around the
world that provide ESG-themed reports and it subscribes to an
external ESG research provider and rating agency to supplement
its organic analysis. Fidelity receives reports that include company
specific and industry specific research as well as ad hoc thematic
research looking at particular topics. The ESG ratings are industry
specific and are calculated relative to industry peers and Fidelity
uses these ratings in conjunction with its wider analysis. Fidelity’s
sources of ESG research are reviewed on a regular basis.
The ESG ratings and associated company reports are included
on Fidelity’s centralised research management system. This is an
integrated desktop database, so that each analyst has a first-hand
view of how each company under their coverage is rated according
to ESG factors. In addition, ESG ratings are included in the analyst
research notes which are published internally and form part of the
investment decision. The external research vendor also provides
controversy alerts which include information on companies within
its coverage which have been identified to have been involved
in a high-risk controversy that may have a material impact on the
company’s business or its reputation.
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Fidelity Asian Values PLC
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Annual Report 2022
ESG ASSESSMENT
The first two charts below show a breakdown of the underlying stocks in the Company’s portfolio using MCSI and Fidelity’s own ESG
ratings. It is encouraging that Fidelity’s ratings, which are more forward-looking in nature, show a greater proportion of the portfolio
in higher rated stocks than those rated by MSCI, which is more backward-looking and disclosure driven. Additionally, more than 85%
of the portfolio (as shown in the second chart) is covered by Fidelity compared with 53% covered by MSCI (as shown in the first chart)
with the Company’s small and mid cap exposures being given formal ESG coverage by Fidelity sooner than by MSCI.
ESG in the Investment Process continued
0
10
20
30
40
50
60
70
80
Portfolio
Comparative Index
Improving
Stable
Deterorating
Not
rated
Fidelity ESG Ratings direction (%)
0
10
20
30
40
50
60
70
80
Portfolio
Comparative Index
A B
C
D
E
Not
rated
Fidelity Proprietary ESG Ratings (%)
0
10
20
30
40
50
Portfolio
Comparative Index
AAA AA
A
BBB
BB B CCC
Not
rated
MSCI ESG Ratings breakdown (%)
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Annual Report 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Spotlight on the Top 10 Holdings
as at 31 July 2022
(Based on Asset Exposure expressed as a percentage of Net Assets. Asset Exposure comprises
the value of direct equity investments plus market exposure to derivative instruments.)
HDFC Bank
Position size
HDFC Bank is India’s leading private bank and continues to gain market share from less efficient
government owned banks. The retail-focused bank offers a diverse range of financial products and banking
services to customers. It also offers a wide range of commercial and transactional banking services to
businesses and organisations of all sizes. Its strong management and conservative underwriting culture
ensure that its asset quality is the best in the industry. It has seen consistent quality of growth in its liability
and asset books across cycles with low cost of funds resulting in returns of equity consistently in the mid-
teens range. In the near-term, faster credit growth and rate hikes are also expected to improve net interest
margins.
Sector Financials
2.7%
Arwana Citramulia
Position size
Arwana Citramulia is the lowest cost and most profitable tile maker in Indonesia with roughly 20% market
share. The company has consistently earned a return on invested capital in excess of 20%; it has paid
75% of its profits in dividends and grown sales volumes at high single digit percentage. Its excess returns
are derived from its low cost positioning and exceptional management quality. Given demographics in
Indonesia, tile businesses should continue to grow for many years to come and within that it should be able
to take further market share going forward. The business is trading in the stock market at 14x earnings.
Arwana is an industry leader in ESG with one of the lowest emissions per square meter of ceramic
produced (see case study on page 11).
2.6%
Sector Industrials
Axis Bank
Position size
Axis Bank is the third largest private sector bank in India and benefits from structural growth banking
penetration across the entire spectrum of financial services to customer segments covering large and mid-
corporates, micro, small and mid-sized enterprises (MSMEs), agriculture and retail businesses This enables
it to gain market share from less efficient government-owned banks. The newly installed management team
has been able to consistently improve asset quality and enhance its underwriting culture. This has led to a
marked improvement on its return on equity (currently in the mid-teens). The improvement in quality of its
loan book is expected to continue.
Sector Financials
2.6%
Bank Mandiri (Persero)
Position size
Bank Mandiri is Indonesia’s second largest financial institution by assets. It has a strong balance sheet
relative to its peers and its conservative approach and risk management efforts instil confidence that the
impact in the current cycle should be well handled by the company. Renewed management focus and
business process enhancements should also help accelerate fee income growth. The rising interest rate
environment is also a positive backdrop for net interest margins and the company’s digital prowess remains
under-appreciated by the market.
Sector Financials
2.3%
Focus Media Information Technology
Position size
Focus Media Information Technology is an out-of-home advertising company in China with around 80%
market share. Out-of-home advertising is simply advertising that consumers are exposed to outside of their
homes. This means any marketing material or advertisement is seen by consumers when they are in transit
from one place to another or spending time doing an activity outdoors. Advertising is expected to grow
faster than GDP and out-of-home advertising faster than overall advertising. The customers fund advertising
in advance giving the business a strong cash profile. Its dominant market share provides scale as well as
good rates, ensuring the company enjoys lower costs than its competitors.
Sector Information Technology
2.2%
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Annual Report 2022
Shriram Transport Finance
Position size
Shriram Transport Finance is a company in India that provides financing options for second-hand trucks to
individuals who typically have limited or poor traditional credit records. The company enjoys 80% market
share largely because the assessment of the credit risk is incredibly expert, while the asset valuing process
is very specific to the types of vehicles that are leased. Furthermore, cash collection methods are another
critical component of the success of the business. The company is also highly beneficial to society, allowing
significant growth in entrepreneurship in impoverished groups, and has been built by a management team
over several decades.
Sector Financials
1.9%
Texwinca Holdings
Position size
Texwinca Holdings is a Hong Kong-based apparel company supplying to major brands such as H&M,
Uniqlo and Nike. The recent and sporadic lockdowns in China have led to a drop in demand and, as a
result, the stock is very attractively valued. Its balance sheet is strong and its long-term growth prospects
are also encouraging.
Sector Information Technology
1.9%
Gold Road Resources
Position size
Gold Road Resources is a mid-tier Australian gold producer with good scale, long mine life and low
production costs. The company’s production has increased as a result of the successful ramp up in capacity
at its Gruyere operations, near Perth, as well as the acquisition of DGO Gold. The company also sees
exploration upside potential and generates strong free cash flows.
Sector Industrials
1.9%
Granules India
Position size
Granules India is a leading global manufacturer of several off-patent drugs, including Paracetamol,
Ibuprofen, Metformin and Guaifenesin. Its key strength is that it has a limited number of products,
manufactured on a large scale, leading to a low cost of production and in minimal good manufacturing
processes (GMP) issues. After completion of its capital expenditures, its balance sheet is expected to de-
lever providing higher returns.
Sector Industrials
1.9%
Sinotrans
Position size
Sinotrans is the largest logistics company in China focused on freight forwarding, warehousing and land
logistics. It also runs a joint venture with DHL for parcel delivery. Even though it is a government-owned
company, it has a consistent track record of growth and cash generation. The business is trading on 5x
earnings.
Sector Industrials
1.9%
Spotlight on the Top 10 Holdings continued
as at 31 July 2022
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Forty Largest Holdings
as at 31 July 2022
The Asset Exposures shown below measure exposure to market price movements as a result of owning shares, equity linked notes
and derivative instruments. The Fair Value is the actual value of the portfolio as reported on the Balance Sheet. Where a contract for
difference (“CFD”) is held, the Fair Value reflects the profit or loss on the contract since it was opened and is based on how much the
price of the underlying share has moved.
Asset Exposure
Fair
Value
£’000 %
1
£’000
Long Exposures – shares unless otherwise stated
HDFC Bank
Private sector bank 9,881 2.7 9,881
Arwana Citramulia
Ceramics manufacturer 9,627 2.6 9,627
Axis Bank
Private sector bank 9,448 2.6 9,448
Bank Mandiri (Persero)
Banking institution 8,498 2.3 8,498
Focus Media Information Technology (shares, long CFD and equity linked notes)
Advertising solution provider 8,125 2.2 7,808
Sinotrans (shares and long CFD)
Logistics, storage and terminal services provider 7,125 1.9 5,723
Shriram Transport Finance
Provider of hire purchase and lease finance for medium and heavy commercial vehicles 7,002 1.9 7,002
Texwinca Holdings
Production and sales of dyed yarns and knitted fabrics 6,941 1.9 6,941
Gold Road Resources
Gold production and exploration company 6,883 1.9 6,883
Granules India
Pharmaceutical manufacturing company 6,876 1.9 6,876
Federal Bank
Private sector bank 6,734 1.8 6,734
BOC Aviation (long CFD)
Global aircraft operating leasing company 6,656 1.8 (95)
China Overseas Grand Oceans Group (shares and long CFD)
Real estate business 6,636 1.8 2,719
China Yongda Automobiles Services Holdings (shares and long CFD)
Investment holding company engaged in the sale of passenger vehicles and provision
of related services 6,631 1.8 4,980
Indofood CBP Sukses Makmur
Producer of packaged food products 6,590 1.8 6,590
Chow Sang Sang Holdings International (shares and long CFD)
Jewellery retailer 6,166 1.7 5,751
Qingdao Port International (shares and long CFD)
Provider of port services 5,522 1.5 5,352
WH Group (shares and long CFD)
Meat and food processing company 5,413 1.5 4,180
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Asset Exposure
Fair
Value
£’000 %
1
£’000
KEI Industries
Manufacturer and supplier of cables and wires 5,166 1.4 5,166
Japfa
Industrial agri-food company 4,917 1.3 4,917
PTC India
Provider of power trading solutions in India 4,912 1.3 4,912
Ascendas India Trust (shares and long CFD)
Property trust 4,850 1.3 4,146
Taiwan Semiconductor Manufacturing Company (long CFD)
Developer, manufacturer and distributor of semiconductor related products 4,657 1.3 370
Alibaba Group Holding (shares and long CFD)
e-commerce group 4,627 1.3 2,464
Shriram City Union Finance
Financial service provider specialising in retail finance 4,547 1.2 4,547
China Foods
Food processing and trading company 4,383 1.2 4,383
Crystal International Group (shares and long CFD)
Manufacturer of clothing 4,356 1.2 4,140
Taiwan Union Technology (shares and long CFD)
Provider of professional support, value-added materials and advanced mass lamination
service to the global electronics industry 4,348 1.2 4,235
NHPC
Hydropower developer 4,303 1.2 4,303
Great Eastern Shipping
Private sector shipping company 4,269 1.2 4,269
Galaxy Entertainment Group (shares and long shares)
Developer and operator of integrated entertainment and resort facilities 4,254 1.1 3,611
Pacific Textile Holdings (shares and long CFD)
Manufacturer of customised knitted fabric 4,175 1.1 2,949
Cikarang Listrindo
Electric power distribution company 4,106 1.1 4,106
Interojo
Manufacturer and seller of contact lenses 4,015 1.1 4,015
Yixintang Pharmaceutical Group (shares and long CFD)
Pharmaceutical retailer 3,940 1.1 3,788
Xingda International Holdings
Manufacturer and producer of radical tire cords, bead wires and other wires 3,874 1.0 3,874
Powertech Technology
Provider of turnkey services for chip probing, packaging and testing 3,624 1.0 3,624
i-SENS
Developer, producer and distributor of diabetes medical devices 3,617 1.0 3,617
Housing Development Finance Corporation
Housing finance provider 3,444 0.9 3,444
Forty Largest Holdings continued
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Asset Exposure
Fair
Value
£’000 %
1
£’000
SK Hynix (shares and long CFD)
Memory semiconductor supplier of dynamic random-access memory chips and flash
memory chips 3,273 0.9 3,123
Top forty long exposures 224,411 61.0 198,901
Other long exposures 147,329 40.1 140,043
Total long exposures before futures (137 holdings) 371,740 101.1 338,944
Add: long futures
MSCI All Countries Asia ex Japan Index Future 16/09/2022 3,997 1.1 (88)
Total long exposures 375,737 102.2 338,856
Short exposures
Short CFDs (7 holdings) 7,277 2.0 (275)
Short future (1 holding) 682 0.2 (20)
Total short exposures 7,959 2.2 (295)
Gross Asset Exposure
2
383,696 104.4
Forward currency contracts (46)
Portfolio Fair Value
3
338,515
Net current assets (excluding derivative assets and liabilities) 29,108
Total Shareholders’ Funds/Net Assets 367,623
1 Asset Exposure (as defined in the Glossary of Terms on page 88) is expressed as a percentage of Total Shareholders’ Funds.
2 Gross Asset Exposure comprises market exposure to investments of £338,845,000 (per Note 10: Investments on page 62) plus market exposure to derivative instruments of
£44,851,000 (per Note 11: Derivative Instruments on page 63).
3 Portfolio Fair Value comprises investments of £338,845,000 plus derivative assets of £972,000 less derivative liabilities of £1,302,000 (per the Balance Sheet on page 53)
A full list of the Company’s holdings as at 31 July 2022 will be available on the Company’s pages of the Manager’s website at
www.fidelity.co.uk/asianvalues from the day of the AGM.
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Distribution of the Portfolio
as at 31 July 2022
(Asset Exposure expressed as a percentage of Total Shareholders’ Funds)
Portfolio China India Indonesia Hong Kong
South
Korea Other
2022
Total
2022
Index
1
2021
Total
Financials
Banks 7.1 2.3 0.8 10.2 3.0 4.6
Real Estate Management &
Development 3.0 0.4 1.3 4.7 4.7 2.2
Consumer Finance 4.0 0.3 4.3 1.3 3.9
Thrifts & Mortgage Finance 0.9 0.9 0.6 0.3
Insurance 0.8 0.8 1.1 1.2
Capital Markets 0.2 0.4 0.6 2.3 0.3
Real Estate Investment Trusts
(REITs) 4.9 1.6
Diversified Financial Services 0.6 0.4
3.0 12.6 2.6 2.0 1.3 21.5 18.5 14.5
Consumer Discretionary
Textiles, Apparel & Luxury Goods 6.5 0.8 7.3 2.5 6.8
Specialty Retail 2.0 0.4 2.4 0.9 3.0
Auto Components 1.7 0.6 2.3 2.6 4.4
Diversified Consumer Services 0.5 1.7 2.2 0.7 1.5
Hotels, Restaurants & Leisure 0.8 1.2 2.0 2.3 1.1
Internet & Catalogue Retail 1.3 1.3 0.3 1.3
Leisure Products 0.9 0.2 1.1 0.4 2.6
Automobiles 0.3 0.3 0.5 0.6
Household Durables 1.5 0.7
Distributors 0.1
Multiline Retail 0.5
5.5 1.4 8.6 3.4 18.9 12.3 22.0
Continued on the next page.
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Portfolio China India Indonesia Hong Kong
South
Korea Other
2022
Total
2022
Index
1
2021
Total
Industrials
Building Products 0.5 2.6 3.1 0.8 2.1
Trading Companies &
Distributors 1.8 0.3 2.1 0.6 1.0
Air Freight & Logistics 2.0 2.0 0.5 1.5
Electrical Equipment 1.7 1.7 2.7 1.9
Transportation Infrastructure 1.5 1.5 1.1 1.6
Professional Services 1.5 1.5 0.3 1.0
Machinery 0.7 0.4 1.1 4.0 1.7
Construction & Engineering 0.5 0.5 2.4 4.3
Commercial Services & Supplies 0.4 0.4 0.7 0.4
Marine 0.3 0.3 0.7 0.3
Airlines 0.2 0.2 0.2 0.8
Industrial Conglomerates 0.9 0.2
Aerospace & Defense 0.5
Road & Rail 0.3
6.5 2.1 2.9 0.4 0.8 1.7 14.4 15.7 16.8
Information Technology
Semiconductors &
Semiconductor Equipment 1.4 3.8 5.2 8.3 6.2
Electronic Equipment Instruments
& Components 0.9 0.3 2.1 3.3 5.5 7.0
Technology Hardware Storage &
Peripherals 1.3 1.3 1.9 0.5
Information Technology Services 0.5 0.6 1.1 1.8 2.3
Communications Equipment 0.8 0.2
Software 1.3
1.4 0.3 1.4 7.8 10.9 19.6 16.2
Consumer Staples
Food Products 1.8 1.4 2.5 5.7 2.8 5.6
Food & Staples Retailing 1.9 0.2 0.1 2.2 0.6 0.7
Beverages 1.2 0.1 1.3 0.5 1.1
Household Products 0.5 0.5 1.0 0.1 0.3
Tobacco 0.1
Personal Products 0.7
3.6 2.3 1.6 2.7 10.2 4.8 7.7
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Portfolio China India Indonesia Hong Kong
South
Korea Other
2022
Total
2022
Index
1
2021
Total
Materials
Metals & Mining 0.4 3.9 4.3 2.0 5.2
Chemicals 0.6 0.9 1.1 2.6 7.3 1.9
Construction Materials 0.7 0.7 1.3 0.9
Containers & Packaging 0.3 0.3
Paper & Forest Products 0.6
1.3 0.9 1.5 3.9 7.6 11.5 8.3
Health Care
Health Care Equipment &
Supplies 0.9 3.4 4.3 0.9 2.0
Pharmaceuticals 1.9 0.5 2.4 3.8 2.9
Health Care Providers & Services 0.2 0.3 0.3 0.8 1.8 2.2
Life Sciences Tools & Services 0.1 0.1 0.4 0.1
Biotechnology 2.1
1.1 1.9 0.8 3.4 0.4 7.6 9.0 7.2
Utilities
Independent Power &
Renewable Electricity Producers 2.5 1.1 1.1 4.7 0.9 2.9
Electric Utilities 1.1 0.3 1.4 0.2 2.7
Multi Utilities 0.3
Water Utilities 0.2
Gas Utilities 0.7
3.6 1.1 0.3 1.1 6.1 2.3 5.6
Energy
Oil, Gas & Consumable Fuels 1.3 1.2 0.7 3.2 1.7 2.0
Energy Equipment & Services 0.2 0.2 0.1
1.3 1.2 0.9 3.4 1.8 2.0
Communications Services
Media 2.3 2.3 0.9 0.9
Wireless Telecommunication
Services 0.2 0.2 0.4 0.5
Entertainment 1.6 0.1
Diversified Telecommunication
Services 1.3
Interactive Media & Services 0.2 0.2 0.3
2.5 0.2 2.7 4.5 1.5
Exposure before long futures 24.8 23.7 11.4 10.9 9.1 23.4 103.3
Add: long futures 1.1 1.1 1.2
Total Asset Exposure
– 2022 24.8 23.7 11.4 10.9 9.1 24.5 104.4
Index – 2022 10.5 25.6 3.0 6.0 16.6 38.3 100.0
Total Asset Exposure
– 2021 23.8 22.5 6.9 9.7 9.6 30.5 103.0
1
MSCI All Countries Asia ex Japan Small Cap Index (net) total return in Sterling terms, the Company’s Comparative Index.
Distribution of the Portfolio continued
as at 31 July 2022
(Asset Exposure expressed as a percentage of Total Shareholders’ Funds)
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Ten Year Record
For the year ended
31 July 2022 2021 2020 2019 2018 2017 2016 2015 2014 2013
Gross Asset Exposure (£m)
1
383.7 375.2 276.6 347.4 285.2 273.7 232.0 162.9 192.3 167.4
Shareholders’ Funds (£m) 367.6 364.1 269.4 323.0 288.0 280.2 237.5 178.9 172.8 155.8
NAV per Ordinary Share – undiluted (p)
2
507.78 497.50 364.39 447.16 419.36 415.17 351.98 265.14 255.99 230.24
NAV per Ordinary Share – diluted (p)
2
n/a n/a n/a 439.91
3
413.64
3
407.77
3
n/a n/a n/a n/a
Ordinary Share Price (p) 458.00 483.00 335.00 455.50 412.00 386.00 313.00 236.88 224.00 204.50
Subscription Share Price (p) n/a n/a n/a 53.00 23.50 29.50 n/a n/a n/a n/a
(Discount)/Premium – undiluted (%)
2
(9.8) (2.9) (8.1) 1.9 (1.8) (7.0) (11.1) (10.7) (12.5) (11.2)
Premium/(Discount) – diluted (%)
2
n/a n/a n/a 3.5
3
(0.4)
3
(5.3)
3
n/a n/a n/a n/a
Revenue return per Ordinary Share (p)
2
14.21 9.20 8.64 10.70 5.70 6.08 5.36 2.26 1.14 1.05
Dividend per Ordinary Share (p) 14.00 8.80 8.50 8.80 5.50 5.00 4.50 2.00 1.10 1.10
Ongoing Charges (cost of running the
Company) (%)
2
0.95 0.93 0.98 0.98 1.17 1.22 1.33 1.42 1.50 1.55
Gross Gearing (%)
2,5
4.4 3.0 2.7 7.5 (1.0) (2.3) (2.3) (9.0) 11.3 7.4
NAV total return – undiluted (%)
2
+3.9 +39.5 -16.7 +8.2 +2.2 +19.3 +33.8 +4.0 +11.7 +18.4
NAV total return – diluted (%)
2
n/a n/a n/a +7.9
3
+2.7
3
+17.2
3
n/a n/a n/a n/a
Ordinary Share Price total return (%)
2
-3.4 +47.6 -24.8 +12.3 +8.2 +24.9 +33.3 +6.2 +10.1 +16.8
Comparative Index total return (%)
6
-5.6 +39.2 -0.8 -4.6 +4.7 +15.6 +13.1 n/a n/a n/a
Benchmark Index total return (%)
7
-5.6 +39.2 +2.7 +3.9 +5.7 +28.2 +15.8 +0.3 +5.4 +12.0
1 The value of the portfolio exposed to market price movements.
2 Alternative Performance Measures.
3 The dilution relates to the subscription shares offer that closed in December 2019.
4 The dilution relates to the subscription share offer that closed in June 2013.
5 Gross Asset Exposure in excess of/(less than) Total Shareholders’ Funds expressed as a percentage of Total Shareholders’ Funds (see Note 18 on page 74).
6 MSCI All Countries Asia ex Japan Small Cap Index (net) total return (in Sterling terms).
7 MSCI All Countries Asia ex Japan Small Cap Index (net) total return (in Sterling terms) since 1 February 2020. Prior to that and since 1 August 2015, it was the MSCI All
Countries Asia ex Japan Index (net) total return (in Sterling terms). The variable management fee element of the management fee is measured against the Benchmark
Index.
Sources: Fidelity and Datastream.
Past performance is not a guide to future returns.
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Strategic Report
Business and Status
The Company carries on business as an investment trust. Its
shares are listed and admitted to trading on the premium
segment of the main market of the London Stock Exchange. It has
been approved as an investment trust by HM Revenue & Customs
under Sections 1158 and 1159 of the Corporation Tax Act 2010
and it is intended that the Company will continue to conduct its
affairs in a manner that will enable it to retain this status.
The Company is domiciled in the UK and is an investment
company within the meaning of section 833 of the Companies
Act 2006. The Company is not a “close” company for taxation
purposes and has no employees, premises, assets or operations.
Investment Objective and Policy
The Company’s objective is to achieve capital growth principally
from the stockmarkets of the Asian Region* excluding Japan. The
Company’s performance is measured against the return of its
Comparative Index, the MSCI All Countries Asia ex Japan Small
Cap Index (net) total return (in Sterling terms).
The Company seeks to meet its investment objective through
investment in a diversified portfolio of securities and instruments
issued by or related to companies listed on the stockmarkets
in the Asian Region* excluding Japan but investments may be
made in companies listed elsewhere which, in the opinion of the
Portfolio Manager, have significant interests in the Asian Region*
excluding Japan.
In order to diversify the Company’s portfolio, the Board has set
broad guidelines for the Manager, which the Board reserves the
right to amend as it sees fit, in respect of the country weightings
of the portfolio. The Company may invest directly in the shares
of companies or indirectly through equity related instruments
(such as derivative contracts, warrants or convertible bonds) and
in debt instruments. The Company may also invest in unquoted
securities and in other investment funds, subject to the investment
restrictions set out below.
No material change will be made to the investment objective
and policy without shareholder approval.
Investment Strategy
In order to achieve this objective, the Company operates as an
investment company and has an actively managed portfolio of
investments. As an investment company, it is able to gear the
portfolio and the Board takes the view that long-term returns
for shareholders can be enhanced by the use of gearing in a
carefully considered and monitored way.
As part of the strategy, the Board has delegated the management
of the portfolio and certain other services to the Manager. The
Portfolio Manager, Nitin Bajaj, aims to achieve a total return on
the Company’s net assets over the longer-term in excess of the
equivalent return on the Company’s Comparative Index. The
stock selection approach adopted by the Portfolio Manager is
considered to be well-suited to achieving this objective.
Investment Management Philosophy, Style and Process
The portfolio is built on a stock by stock basis following the
Portfolio Manager’s assessment of the fundamental value
available in individual securities. Geographical weightings
are the result of this stock selection process rather than
macroeconomic considerations. The portfolio’s geographical
weightings may, therefore, vary significantly from the weightings
in its Comparative Index. Further, the Portfolio Manager’s
concentration on the identification of fundamental value in
individual stocks within the Asian Region may result in investments
that are contrary to prevalent trends and local conventions.
Investment Retrictions
The Company will invest and manage its assets with an objective
of spreading risk with the following investment restrictions:
No single or aggregate investment in any one company or
other investment entity shall represent more than 10% of its
Gross Assets, measured at the time of any investment.
Up to 5% of its Gross Assets, at the time of investment,
in securities which are not listed on any stock exchange.
However the Portfolio Manager will only make any such
investment, where it is expected that the securities will
become listed on a stock exchange in the foreseeable future.
Up to 15% of its Gross Assets, at the time of investment, in
other investment funds (whether listed or unlisted) where
such funds offer the only practicable means of gaining
exposure to a particular market in the Asian Region*
excluding Japan. Within this limit, no more than 10% of Gross
Assets, at the time of investment, may be invested in funds
that do not have stated policies to invest more than 15% of
their Gross Assets in other listed closed-ended funds.
Up to 5% of its Gross Assets, at the time of investment, in
securities which are not listed or domiciled in the Asian
Region*, provided the investments have a strong Asian
Region* rationale.
The Company is permitted to invest in Non-Voting Depositary
Receipts, American Depositary Receipts, Global Depositary
Receipts and Equity Linked Notes. Any such investment will be
included in the relevant aggregate country weightings.
* Asian Region means the continent of Asia (including Hong Kong, South Korea,
Thailand, Singapore, Malaysia, Taiwan, Indonesia, Philippines, China, India,
Pakistan and Sri Lanka, but excluding Japan, the countries comprising the former
U.S.S.R. and the Middle East), together with Australasia.
Use of Derivative Instruments
In order to meet its investment objective, the Company may
utilise derivative instruments, including index-linked notes, futures,
contracts for differences (“CFDs”), call options (including covered
calls), put options and other equity related derivative instruments.
Derivatives usage will focus on, but will not be limited to the
following investment strategies:
As an alternative form of gearing to bank loans, the
Company can enter into long CFDs which would achieve
an equivalent effect to buying an asset financed by bank
borrowing but often at lower financing costs. The Company
does not currently use bank borrowings for gearing purposes.
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Fidelity Asian Values PLC
STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
To hedge equity market risks where suitable protection can
be purchased to limit the downside of a falling market at
reasonable costs.
To enhance the investment returns by taking short exposures
on stocks that the Portfolio Manager considers to be over-
valued.
The Board has created strict policies and exposure limits and
sub-limits to manage derivatives.
Derivative use is limited in terms of the value of the total portfolio
to which the Company is exposed, whether through direct or
indirect investment. The Board adopts the policy that:
Net Market Exposure will not exceed the NAV of the
Company by more than 30%; and
Gross Asset Exposure will not exceed the NAV of the
Company by more than 40%.
Notwithstanding the Board’s intention in the medium to long-term
to maintain a Net Market Exposure within a range of between
90% -115%, in the short-term the Net Market Exposure may fall
outside of this range from time to time, having regard to the
Portfolio Manager’s investment style and philosophy as well as
the markets he operates in. The sum of all short exposures of the
Company from derivatives, excluding hedges, will not exceed 10%
of total net assets.
The majority of the Company’s exposure to equities will be
through direct investment and not through derivatives. In addition,
the limits on exposure to individual companies and groups
are calculated after translating all derivative exposures into
economically equivalent amounts of the underlying assets.
Key Performance Indicators
The key performance indicators (“KPIs”) used to describe the
performance of the Company and which are comparable to those
reported by the other investment companies are set out below.
Year ended
31 July
2022
%
Year ended
31 July
2021
%
NAV per Ordinary Share total
1
+3.9 +39.5
Ordinary Share Price total return
1
-3.4 +47.6
Comparative Index total return
2
-5.6 +39.2
Discount to NAV
1
9.8 2.9
Ongoing Charges
1, 3
0.95 0.93
1 Alternative Performance Measures.
2 MSCI All Countries Asia ex Japan Small Cap Index (net) total return (in Sterling
terms).
3 The Board has a policy of ensuring that the costs of running the Company are
reasonable and competitive.
Sources: Fidelity and Datastream.
In addition to the KPIs above, the Board also monitors the
Company’s performance against its peer group of investment
companies. Commentary on performance for the year ended
31July 2022 can be found in the Chairman’s Statement
and Portfolio Manager’s Review on pages 2 to 9. Long-term
performance is also monitored and is set out in the Ten Year
Record on page 23.
Principal Risks and Uncertainties and Risk Management
As required by provisions 28 and 29 of the 2018 UK Corporate
Governance Code, the Board has a robust ongoing process
for identifying, evaluating and managing the principal risks
and uncertainties faced by the Company, including those that
could threaten its business model, future performance, solvency
and liquidity. The Board, with the assistance of the Alternative
Investment Fund Manager (FIL Investment Services (UK) Limited/
the “Manager”), has developed a risk matrix which, as part of
the risk management and internal controls process, identifies
the key existing and emerging risks and uncertainties that the
Company faces and assigns a rating to each risk. The risk matrix
is reviewed by the Audit Committee at least once annually. The
Board has also established associated policies and processes
designed to manage, and where possible, mitigate identified
risks which are then monitored in the form of comprehensive
reports considered by the Audit Committee. The Board
determines the nature and extent of any risks it is willing to take
in order to achieve its strategic objectives and works with the
Manager, who also has responsibility for risk management for
the Company, to continue to meet its UK corporate governance
obligations.
Climate change is one of the most critical emerging issues
confronting asset managers and their investors. The Board notes
that the Manager has integrated ESG considerations, including
climate change, into the Company’s investment process. Further
details are on pages 12 to 14. The Board will continue to monitor
how this may impact the Company as a risk, the main risk being
the impact on investment valuations.
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Principal Risks Description and Risk Mitigation
Economic, Political and
Market Risks
The principal market related risks are market downturns, interest rate movements,
deflation/inflation, exchange rate movements and market shocks, such as the ongoing
pandemic and military conflict. Inflation continues to trend higher across most economies,
driven by a combination of increased demand, as the pandemic restrictions are lifted, global
labour shortages in some sectors and supply chain shortages. The Company is exposed to
geopolitical risks on a number of fronts. In December 2021, the US issued a further Executive
Order prohibiting transactions by US persons in publicly traded securities of certain Chinese
companies. Any further restrictions on listings of Chinese companies in the US could negatively
impact the demand for such stocks, and consequently, their share price. Although this is not
directly relevant to the Company, it may have an indirect impact on the demand for equities
in the portfolio. Additionally, the Company may be exposed to the economic impact from the
war in Ukraine. Russia and Ukraine are both significant net exporters of oil, natural gas and a
variety of soft commodities and supply limitations are fuelling global inflation and economic
instability, specifically within western nations. Whilst the direct impact of the war to APAC
markets has been less severe than European counterparts, a prolonged cost-of-living crisis risks
impacting western shareholder funds and appetite. The fragile relations between US and China
risk further deterioration, should China offer any meaningful support to Russia or if tensions
escalate in the Taiwan Straits. The first is likely to result in sanctions or a trade war, and the
latter, in military conflict.
The Company’s portfolio is made up mainly of listed securities. The Portfolio Manager’s success
or failure to protect and increase the Company’s value against the above background is core
to the Company’s continued success. His investment philosophy of stock-picking and investing in
attractively valued companies aims to outperform the Comparative Index over time.
COVID continues to be a global pandemic with the potential for severe market and economic
impacts. The risk of the likely effects of the ongoing pandemic on the markets is somewhat
mitigated by the Company’s investment trust structure which means no forced sales need to
take place to deal with any redemptions. Therefore, investments can be held over a longer
time horizon.
The Board reviews economic, political and market risks and legislative changes at each Board
meeting.
Most of the Company’s assets and income are denominated in currencies other than Sterling
which is the Company’s functional and presentation currency. As a result, movements in
exchange rates may affect the Sterling value of these items.
Risks to which the Company is exposed to in the market and currency risk category are
included in Note 17 to the Financial Statements on pages 66 to 74 together with summaries of
the policies for managing these risks.
Discount Management
Risk
Due to the nature of investment companies, the price of the Company’s shares and its discount
to NAV are factors which are not totally within the Company’s control. The Board has a
discount management policy in place and some short-term influence over the discount may
be exercised by the use of share repurchases at acceptable prices and within the parameters
set by the Board. The Company’s share price, NAV and discount volatility are monitored daily
by the Manager and the Company’s Broker and considered by the Board on a regular basis.
The demand for shares can be influenced through good performance and an active investor
relations programme.
The Board considers the risks listed below and on the next two pages to be the principal risks and uncertainties faced by the Company.
Strategic Report continued
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STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Principal Risks Description and Risk Mitigation
Cybercrime and
Information Security Risks
The operational risk from cybercrime is significant. Cybercrime threats evolve rapidly and
consequently the risk is regularly re-assessed and the Board receives regular updates from the
Manager in respect of the type and possible scale of cyberattacks. The Manager’s technology
team has developed a number of initiatives and controls in order to provide enhanced
mitigating protection to this ever-increasing threat. The risk is frequently re-assessed by Fidelity
International’s (“Fidelity”) information security teams and has resulted in the implementation
of new tools and processes, including improvements to existing ones. Fidelity has established
a dedicated cybersecurity team which provides regular awareness updates and best practice
guidance.
Risks are increased due to the pandemic and from the Russia/Ukraine conflict. These primarily
relate to phishing, remote access threats, extortion and denial of services attacks. The
Manager has dedicated detect and respond resources specifically to monitor the cyber threats
associated with COVID and cyber activity following the Russian invasion of Ukraine. There are
a number of mitigating actions in place including, control strengthening, geo-blocking, phishing
mitigants combined with enhanced resilience and recovery options.
Investment Performance
Risk (including the use of
Derivatives and Gearing)
The achievement of the Company’s investment performance objective relative to the market
requires the taking of risk, such as investment strategy, asset allocation and stock selection, and
may lead to NAV and share price underperformance compared to the Comparative Index and/
or peer group companies. Continued underperformance could lead to the Company and its
objectives becoming unattractive to investors. The Investment Manager is responsible for actively
monitoring the portfolio selected in accordance with the asset allocation parameters and seeks
to ensure that individual stocks meet an acceptable risk/reward profile.
In order to manage this risk, the Board reviews Fidelity’s compliance with agreed investment
restrictions; investment performance and risk; relative performance; the portfolio’s risk profile;
and whether appropriate strategies are employed to mitigate any negative impact of substantial
changes in the markets. The Board also regularly canvasses major shareholders for their views
with respect to company matters.
Derivative instruments are used to enable both the protection and enhancement of investment
returns. There is a risk that the use of derivatives may lead to higher volatility in the NAV and the
share price than might otherwise be the case. The Board has put in place policies and limits to
control the Company’s use of derivatives and exposures. Further details on derivative instruments
risk is included in Note 17 to the Financial Statements on pages 66 to 74.
The Company gears through the use of long CFDs which provide greater flexibility and are
currently cheaper than bank loans. The principal risk is that the Portfolio Manager fails to use
gearing effectively, resulting in a failure to outperform in a rising market or underperform in a
falling market. The Board regularly considers the level of gearing and gearing risk and sets limits
within which the Manager must operate.
Shareholder
Relationship Risk
There is a risk that the Board has insufficient access to shareholders or that the Portfolio
Manager’s investment style is not appealing for investors. A further risk is that weak investment
performance may potentially make the Company less attractive to retail investors and wealth
managers.
The shareholder register and shareholder activity are reviewed at each Board meeting
and regular shareholder meetings are organised by the Broker with the Board and Fidelity,
including the Portfolio Manager. Fidelity has an investment trusts website which has dedicated
pages for the Company and regular updates are provided for investors.
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Principal Risks Description and Risk Mitigation
Key Person Risk
The Portfolio Manager, Nitin Bajaj, has a differentiated style in relation to his peers. This style
is intrinsically linked with the Company’s investment philosophy and strategy and, therefore,
the Company has a key person dependency on him. The Company has an Assistant Portfolio
Manager, Ajinka Dhavale, who supports the Portfolio Manager, and has extensive experience
in the Asian markets and companies and shares a common investment approach and
complementary investment experience with the Portfolio Manager. Fidelity has succession plans
in place for its portfolio managers which have been discussed with the Board and provide
some assurance in this regard.
Environmental, Social
and Governance (“ESG”)
Risk
There is a risk that the value of the assets of the Company are negatively impacted by ESG
related risks, including climate change risk. Fidelity has embedded ESG factors in its investment
decision-making process. ESG integration is carried out at the fundamental research analyst
level within its investment teams, primarily through Fidelity’s Proprietary Sustainability Rating
which is designed to generate a forward-looking and holistic assessment of a company’s
ESG risks and opportunities based on sector-specific key performance indicators across 127
individual and unique sub-sectors. The Portfolio Manager is also active in analysing the effects
of ESG when making investment decisions. The Board continues to monitor developments in this
area and reviews the positioning of the portfolio considering ESG factors.
Further detail on ESG considerations in the investment process is on pages 12 to 14.
Business Continuity and
Operational Risks
Investment team key activities, including portfolio managers, analysts and trading/support
functions, are performing well despite the operational challenges posed when working from
home during the pandemic, and more recently, from the rail strikes.
With variants of COVID continuing to evolve, it is evident that although the pandemic is being
tackled by vaccines, risks remain. There continues to be increased focus from financial services
regulators around the world on the contingency plans of regulated financial firms. The risks
following Russia’s invasion into Ukraine, specifically regarding the potential loss of power
and/or broadband services, are increasingly stable as work transfer recovery options are
established for business-critical activities.
The Manager carries on reviewing its business continuity plans and operational resilience
strategies on an ongoing basis. The Manager continues to take all reasonable steps in
meeting its regulatory obligations and to assess operational risks, the ability to continue
operating and the steps it needs to take to serve and support its clients, including the Board.
There has not been any significant changes to Fidelity’s control environment as a result of
the pandemic and the Manager has provided the Board with assurance that the Company
has appropriate business continuity plans and the provision of services has continued to be
supplied without interruption during the pandemic.
Specific risks posed by the pandemic continue to ease with increasing levels of staff returning
to routine office-based working, albeit under hybrid working arrangements which allows greater
flexibility on remote working as part of the new operating model.
The Company’s other third party service providers, principally the Registrar, Custodian and
Depositary, have also confirmed the implementation of similar measures to ensure no business
disruption and that they continue to manage their operational risk and have appropriate
business continuity plans in place. The Registrar, Custodian and Depositary are all subject to
a risk-based program of internal audits by the Manager. In addition, service providers’ own
internal control reports are received by the Board on an annual basis and any concerns raised
are investigated. Risks associated with these services are generally rated as low, although the
financial consequences could be serious, including reputational damage to the Company.
Strategic Report continued
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STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Other risks facing the Company include:
Tax and Regulatory Risks
A breach of Section 1158 of the Corporation Tax Act 2010 could
lead to a loss of investment trust status resulting in the Company
being subject to tax on capital gains. The Board monitors tax and
regulatory changes at each Board meeting and through active
engagement with regulators and trade bodies by the Manager.
Going Concern Statement
The Financial Statements of the Company have been prepared
on a going concern basis.
The Directors have considered the Company’s investment
objective, risk management policies, liquidity risk, credit risk,
capital management policies and procedures, the nature of
its portfolio and its expenditure and cash flow projections. The
Directors, having considered the liquidity of the Company’s
portfolio of investments (being mainly securities which are readily
realisable) and the projected income and expenditure, are
satisfied that the Company is financially sound and has adequate
resources to meet all of its liabilities and ongoing expenses and
continue in operational existence for the foreseeable future. The
Board has therefore concluded that the Company has adequate
resources to continue to adopt the going concern basis for the
period to 31 October 2023 which is at least twelve months from
the date of approval of the Financial Statements. This conclusion
also takes into account the Board’s assessment of the ongoing
risks from evolving variants of COVID, the war in Ukraine and
significant market events as set out in the Business Continuity and
Operational Risks on the previous page. The prospects of the
Company over a period longer than twelve months can be found
in the Viability Statement below.
Viability Statement
In accordance with provision 31 of the 2018 UK Corporate
Governance Code, the Directors have assessed the prospects of
the Company over a longer period than the twelve month period
required by the “Going Concern” basis above. The Company
is an investment trust with the objective of achieving long-term
capital growth. The Board considers long-term to be at least five
years, and accordingly, the Directors believe that five years is
an appropriate investment horizon to assess the viability of the
Company, although the life of the Company is not intended to be
limited to this or any other period.
In making an assessment on the viability of the Company, the
Board has considered the following:
The ongoing relevance of the investment objective in
prevailing market conditions;
The Company’s level of gearing;
The Company’s NAV and share price performance;
The principal and emerging risks and uncertainties facing
the Company and their potential impact as set out on
pages25 to 28 and above;
The future demand for the Company’s shares;
The Company’s share price discount to the NAV;
The liquidity of the Company’s portfolio;
The level of income generated by the Company; and
Future income and expenditure forecasts.
For the five year reporting period to 31 July 2022, the Company’s
NAV total return performance of +33.5% was ahead of the +30.2%
total return of the Comparative Index. In comparison, the share
price total return was +30.1%. The Board regularly reviews the
investment policy and considers it remains appropriate. The
Board has concluded that there is a reasonable expectation that
the Company will be able to continue in operation and meet its
liabilities as they fall due over the next five years based on the
following considerations:
The Investment Manager’s compliance with the Company’s
investment objective and policy, its investment strategy and
asset allocation;
The Company’s portfolio mainly comprises readily realisable
securities which can be sold to meet funding requirements if
necessary;
The Board’s discount management policy; and
The ongoing processes for monitoring operating costs
and income which are considered to be reasonable in
comparison to the Company’s total assets.
In preparing the Financial Statements, the Directors have
considered the impact of climate change, particularly in the
context of the climate change risk identified within the ESG
Risk on page 28. The Board has also considered the impact of
regulatory changes and how this may affect the Company.
A continuation vote takes place every five years. There is a risk
that shareholders do not vote in favour of the continuation of the
Company during periods when performance of the Company’s
NAV and share price is poor. The last continuation vote was
at the Company’s AGM held on 3 December 2021. The next
continuation vote will take place at the AGM in 2026.
PROMOTING THE SUCCESS OF THE COMPANY
Under Section 172(1) of the Companies Act 2006, the Directors
of a company must act in a way they consider, in good faith,
would be most likely to promote the success of the Company
for the benefit of its members as a whole, and in doing so have
regard (amongst other matters) to the likely consequences of any
decision in the long-term; the need to foster relationships with the
Company’s suppliers, customers and others; the impact of the
Company’s operations on the community and the environment;
the desirability of the Company maintaining a reputation for high
standards of business conduct; and the need to act fairly as
between members of the company.
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As an externally managed Investment Trust, the Company has no
employees or physical assets, and a number of the Company’s
functions are outsourced to third parties. The key outsourced
function is the provision of investment management services by
the Manager, but other professional service providers support
the Company by providing administration, custodial, banking
and audit services. The Board considers the Company’s key
stakeholders to be the existing and potential shareholders,
the external appointed Manager (FIL Investment Services (UK)
Limited) and other third-party professional service providers. The
Board considers that the interest of these stakeholders is aligned
with the Company’s objective of delivering long-term capital
growth to investors, in line with the Company’s stated investment
objective and strategy, while providing the highest standards of
legal, regulatory and commercial conduct.
The Board, with the Portfolio Manager, sets the overall investment
strategy and reviews this at an annual strategy day which is
separate from the regular cycle of board meetings. In order to
ensure good governance of the Company, the Board has set various
limits on the investments in the portfolio, whether in the maximum
size of individual holdings, the use of derivatives, the level of gearing
and others. These limits and guidelines are regularly monitored
and reviewed and are set out on pages 24 and 25.
The Board places great importance on communication with
shareholders. The Annual General Meeting ("AGM") provides
the key forum for the Board and the Portfolio Manager to
present to the shareholders on the Company’s performance
and future plans and the Board encourages all shareholders to
attend either in person or virtually and raise any questions or
concerns. The Chairman and other Board members are available
to meet shareholders as appropriate. Shareholders may also
communicate with Board members at any time by writing to
them at the Company’s registered office at FIL Investments
International, Beech Gate, Millfield Lane, Tadworth, Surrey KT20
6RP or via the Company Secretary in writing at the same address
or by email at investmenttrusts@fil.com. The Portfolio Manager
meets with major shareholders, potential investors, stock market
analysts, journalists and other commentators during the year.
These communication opportunities help inform the Board in
considering how best to promote the success of the company
over the long-term.
The Board seeks to engage with the Manager and other service
providers and advisers in a constructive and collaborative way,
promoting a culture of strong governance, while encouraging
open and constructive debate, in order to ensure appropriate
and regular challenge and evaluation. This aims to enhance
service levels and strengthen relationships with service providers,
with a view to ensuring shareholders’ interests are best served,
by maintaining the highest standards of commercial conduct
while keeping cost levels competitive.
Whilst the Company’s direct operations are limited, the Board
recognises the importance of considering the impact of the
Company’s investment strategy on the wider community and
environment. The Board believes that a proper consideration of
Environmental, Social and Governance (“ESG) issues aligns with
the investment objective to deliver long-term capital growth, and
the Board’s review of the Manager includes an assessment of
their ESG approach, which is set out in detail on pages 10 to 14.
In addition to ensuring that the Company’s investment objective
was being pursued, key decisions and actions taken by the
Directors during the reporting year, and up to the date of this
report, have included:
Seeking shareholder approval at the AGM on 3 December
2021 for the continuation of the Company (continuation votes
are held every five years);
Authorising the repurchase of 352,816 ordinary shares up to
the date of this Annual Report when the Company’s discount
widened, in line with the Board’s discount management
policy;
The decision to recommend a final dividend of 14.00 pence
per ordinary share, the highest rate paid since the Company
was launched;
The decision to hold a hybrid AGM in 2022 in order to make
it more accessible to those investors who prefer not to attend
in person; and
As part of the Board’s succession plans, the appointments of
Sally Macdonald and Matthew Sutherland to the Board with
effect from 1 January 2022.
Board Diversity
As at the date of this Annual Report, there were three male
Directors and three female Directors on the Board. The Board
carries out any candidate search against a set of objective
criteria and on the basis of merit, with due regard for the
benefits of diversity on the Board, including gender. Although the
Company is not a FTSE 350 company, the Board’s composition
exceeds the target of 33% of women on FTSE 350 company
boards set by the Hampton-Alexander Review.
CORPORATE AND SOCIAL RESPONSIBILITY
Environmental, Social, and Governance in the Investment
Process
The Board has contracted with the Manager to provide the
Company with investment management and administrative
services. The Board believes that ESG considerations are an
increasingly important input into the assessment of the value of
its investments. The investment universe is undergoing significant
structural change and is likely to be impacted by increasing
regulation as a result of climate change and other social and
governance factors. The Board is committed to reviewing how
the Manager applies ESG factors in the investment process.
The Fidelity group of companies (including the Manager and
Investment Manager) sets out its commitment to responsible
investing, and provides a copy of its detailed Responsible
Investing at www.fidelity.co.uk/responsible-investing. Further
information on Fidelity International’s approach to ESG in the
investment process and sustainable investing can be found on
pages 12 to 14 and are part of this Strategic Report.
Strategic Report continued
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STRATEGYFINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS
Streamlined Energy and Carbon Reporting (SECR)
As an investment company with all its activities outsourced to
third parties, the Company’s own direct environmental impact is
minimal. The Company has no premises, consumes no electricity,
gas or diesel fuel and consequently does not have a measurable
carbon footprint. The Company is categorised as a low energy
user (less than 40MWH) under the Streamlined Energy & Carbon
Reporting regulations and therefore is not required to disclose
any energy and carbon information in this Annual Report.
Bribery Act 2010 and Criminal Finances Act 2017
The Company is committed to carrying out business fairly,
honestly and openly. The Board recognises the benefits this has
to reputation and business confidence. The Board, the Manager,
the Manager’s employees and others acting on the Company’s
behalf, are expected to demonstrate high standards of behaviour
when conducting business. The Board has adopted a zero
tolerance policy in respect to bribery and tax evasion and its
facilitation.
The Board acknowledges its responsibility for the implementation
and oversight of the Company’s procedures for preventing
bribery, and the governance framework for training,
communication, monitoring, reporting and escalation of
compliance together with enforcing action as appropriate. The
Directors are fully committed to complying with all legislation
and appropriate guidelines designed to prevent tax evasion
and the facilitation of tax evasion in the jurisdictions in which
the Company, its service providers, counterparties and business
partners operate.
By Order of the Board
FIL Investments International
Secretary
11 October 2022
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Board of Directors
Kate Bolsover
1
Chairman (since 9 December 2014)
Appointed 1 January 2010
M
N
Kate Bolsover is a non-executive Director of Baillie Gifford & Co. Ltd and
Bellevue Healthcare Trust plc. She is a Senior Independent Director of
Invesco Bond Income Plus Limited and TR Property Investment Trust PLC.
Between 1995 and 2005, she worked for Cazenove Group plc and J.P.
Morgan Cazenove as Managing Director of the mutual fund business
and latterly Director of Corporate Communications. Prior to this, she
worked in business development and mutual funds covering countries in
the Far East.
Clare Brady
Senior Independent Director
(since 22 April 2021)
Appointed 1 August 2019
A
M
N
Clare Brady is a chartered governance professional with 35 years’
experience in banking and financial services. She is currently a non-
executive director of Credit Suisse Group AG and chairs their Conduct
and Financial Crime Compliance Committee. She is a member of
the Audit and Risk Commission of the International Federation of Red
Cross and Red Crescent Societies and a Trustee of The Golden Charter
Trust. In her executive career, she was most recently a Director of the
International Monetary Fund (IMF) and prior to that, the Auditor General
at the World Bank, based in Washington D.C. Previously, Clare headed
audit and compliance functions at the Bank of England, Barclays Capital,
HSBC and Deutsche Bank.
Sally Macdonald
Director
Appointed 1 January 2022
A
M
N
Sally Macdonald is a non-executive Director of JP Morgan Japanese
Investment Trust plc and Evelyn Partners Fund Solutions (formerly Smith
& Williamson Fund Administration Limited). She was, until recently, the
Head of Asian Equities at Marlborough Fund Managers. She has more
than thirty-five years’ experience of financial markets, which includes
almost thirty years as an Asian fund manager. She has previously
run the Asian desks for Sanwa, Lazard Brothers Asset Management,
Canada Life, Morley (Aviva), Dalton Strategic Partnership and City of
London Investment Group.
Grahame Stott
Director
Appointed 24 September 2013
Retiring 23 November 2022
A
M
N
Grahame Stott is Chairman of the Management Board of the Institute
and Faculty of Actuaries. He is also a non-executive Director and
Chairman of the Audit Committee and the Remuneration Committee of
China Motor Bus Company Limited. He is a Fellow of the Institute and
Faculty of Actuaries and an Affiliate of the ACCA. He has extensive
consultancy experience and insight into the intermediary market.
He spent 20 years at Watson Wyatt in Hong Kong, and became the
regional Director for 12 countries across Asia Pacific. He also served
as the Head of Watson Wyatt’s Global Investment Consulting Business.
His background is in working with fast growing listed companies.
Matthew Sutherland
Director
Appointed 1 January 2022
A
M
N
Matthew Sutherland has 32 years’ experience of working in financial
markets, primarily as an equity analyst and head of research, of which
the last twenty-four were spent living in Asia covering Asian markets.
Until 2016, he worked for Fidelity International, running its highly
regarded Asian equity research team of over 70 analysts from its Hong
Kong and Tokyo offices. He was also responsible for hiring and training
analysts in India, China, Korea, Hong Kong, Singapore, Japan and
Australia which included coverage of all the Asian stock markets. Prior to
joining Fidelity, he was Country Head for HSBC Securities in Taiwan and
worked for BNP Paribas in Manila.
Michael Warren
Director
Appointed 29 September 2014
A
M
N
Michael Warren is a non-executive Director of Henderson Smaller
Companies Investment Trust plc, Carrington Investments and Rathbones
Unit Trust Management Ltd. He is also an advisor to Gresham House
Asset Management Ltd (formerly known as Livingbridge LLP). He is a
past non-executive Director of Liontrust Panthera, Alquity Investment
Management Ltd and Vindependents. He worked for Thames River
Capital from 2007 until 2012 as Investment Director. Prior to that he
worked at HSBC Investments, where he was responsible for Institutional
and Retail distribution, and before that at Deutsche Asset Management,
where he was a main board member. Latterly, he served as Managing
Director of the UK mutual fund business, DWS.
Committee membership key
A
Audit
M
Management Engagement
N
Nomination
Committee Chair
All Directors are non-executive Directors and all are considered to be independent.
1 In accordance with the AIC Code, the Board considers Mrs Bolsover to remain independent notwithstanding the fact that her total tenure on the Board exceeds
nine years as a non-executive Director.
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INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
Directors’ Report
The Directors have pleasure in presenting their report and the
audited Financial Statements of the Company for the year ended
31 July 2022.
Results and Dividends
The Company’s results for the year ended 31 July 2022 are set
out in the Income Statement on page 51. The revenue return was
14.21 pence and the capital return was 4.31 pence, giving a total
return of 18.52 pence per ordinary share.
The Directors recommend that a final dividend of 14.00 pence
(2021: 8.80 pence) per ordinary share be paid on 7 December
2022 to shareholders who appear on the share register as at
the close of business on 28 October 2022 (ex-dividend date
27 October 2022).
The Board
All Directors served on the Board throughout the year ended
31July 2022 and up to the date of this report, with the exception
of Sally Macdonald and Matthew Sutherland who were both
appointed on 1 January 2022. A brief description of all serving
Directors as at the date of this report is shown on page 32 and
indicates their qualifications for Board membership.
In line with the Board's succession plan, Grahame Stott will not
be seeking re-election at the AGM on 23 November 2023.
Management Company
FIL Investment Services (UK) Limited (“FISL) is the Company’s
appointed Alternative Investment Fund Manager (the
AIFM”/”Manager”). FISL, as the Manager, has delegated the
portfolio management of assets and the role of the company
secretary to FIL Investments International.
The Alternative Investment Fund Management and Secretarial
Services Agreement (the “Management Agreement”) will
continue unless and until terminated by either party giving to
the other not less than six months’ notice in writing. However,
it may be terminated without compensation if the Company is
liquidated, pursuant to the procedures laid down in the Articles of
Association of the Company. It may also be terminated forthwith
as a result of a material breach of the Management Agreement
or on the insolvency of the Manager or the Company. In addition,
the Company may terminate the Management Agreement by
sixty days’ notice if the Manager ceases to be a subsidiary of FIL
Limited.
The Board reviews the Management Agreement at least annually
and details are included in the Corporate Governance Statement
on page 36.
Management Fee
Since 1 August 2018, the Company has had a variable
management fee arrangement which comprises a base
management fee of 0.70% of net assets per annum and a
+/- 0.20% variable fee based on performance of the NAV
per share relative to the Company’s Benchmark Index. The
variable management fee is calculated daily by referencing the
performance of the Company’s NAV to the Benchmark Index
on a three year rolling basis. It increases or decreases 0.033%
for each percentage point of the three year NAV per share
outperformance or underperformance over the Benchmark
Index up to a maximum of +0.20% or a minimum of -0.20%.
Therefore, the maximum fee that the Company will pay is 0.90%
of net assets, but if the Company underperforms against the
Benchmark Index, then the overall fee could fall as low as 0.50%
of net assets. Any increase to the NAV from the repurchase or
issue of shares is removed from the fee calculation, so that the
Manager cannot benefit from performance outside of portfolio
management activities.
In addition, the Company pays the Manager a secretarial and
administration fee of £75,000 per annum.
The total management fee for the year ended 31 July 2022
is detailed in Note 4 on page 58 and the secretarial and
administration fee is detailed in Note 5 on page 59.
Auditor’s Appointment
A resolution to reappoint Ernst & Young LLP as Auditor to the
Company will be proposed at the AGM on 23 November 2022.
Disclosure of Information to the Company’s Auditor
As required by Section 418 of the Companies Act 2006, each
Director in office as at the date of this report confirms that:
(a) so far as each Director is aware, there is no relevant audit
information of which the Company’s Auditor is unaware; and
(b) each Director has taken all the steps that ought to have
been taken as a Director to make himself/herself aware of
any audit information, and to establish that the Company’s
Auditor is aware of that information.
Corporate Governance
The Corporate Governance Statement forms part of this report
and can be found on pages 35 to 38.
Registrar, Custodian and Depositary Arrangements
The Company has appointed Link Group as its Registrar to
manage the Company’s share register, JPMorgan Chase Bank
as its Custodian, which is primarily responsible for safeguarding
the Company’s assets, and J.P. Morgan Europe Limited, under
a tri-partite agreement, as its Depositary, which is primarily
responsible for the oversight of the custody of investment funds
and the protection of investors’ interests. Fees paid to these
service providers are disclosed in Note 5 on page 59.
Share Capital
The Company’s share capital comprises ordinary shares of 25
pence each which are fully listed on the London Stock Exchange.
As at 31 July 2022, the issued share capital of the Company was
75,580,889 ordinary shares (2021: 75,580,889) of which 3,182,553
shares are held in Treasury (2021: 2,402,010). Therefore, the
number of shares with voting rights was 72,398,336 (2021:
73,178,879).
Premium/Discount Management: Enhancing Shareholder
Value
The Board recognises the importance of the relationship between
the Company’s share price and the NAV per share and monitors
this closely. It seeks authority from shareholders each year to
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Annual Report 2022
issue shares at a premium or to repurchase shares at a discount
to the NAV, either for cancellation or for holding in Treasury. The
Board will only exercise these authorities if deemed to be in the
best interests of shareholders at the time.
Ordinary Share Issues
No ordinary shares were issued during the year ended 31 July
2022 (2021: nil) and none have been issued since then and as at
the date of this report.
The authorities to issue ordinary shares and to disapply pre-
emption rights expire at the AGM on 23 November 2022 and
resolutions to renew these authorities will be put to shareholders
at this AGM.
Ordinary Share Repurchases
During the year ended 31 July 2022, 780,543 ordinary shares
were repurchased for holding in Treasury (2021: 753,228). Since
then and as at the date of this report a further 352,816 ordinary
shares have been repurchased into Treasury.
The authority to repurchase ordinary shares expires at the AGM
on 23 November 2022 and a resolution to renew the authority
to repurchase shares, either for cancellation or to hold them in
Treasury, will be put to shareholders at this AGM.
Substantial Share Interests
As at 31 July 2022 and 31 August 2022, the shareholders listed
in the table below held more than 3% of the issued ordinary
share capital of the Company.
Shareholders
31 July
2022
%
31 August
2022
%
Fidelity Platform Investors 14.32 14.31
Charles Stanley 7.21 7.30
Interactive Investor 7.05 7.10
Hargreaves Lansdown 7.03 7.04
Evelyn Partners 6.32 6.38
Brewin Dolphin 4.51 4.52
Rathbones 3.88 3.72
Additional Information Required in the Directors’ Report
Information on proposed dividends, financial instruments and
disclosure on Streamlined Energy and Carbon Reporting is set
out in the Strategic Report on pages 24 to 31.
By Order of the Board
FIL Investments International
Secretary
11 October 2022
Directors’ Report continued
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Annual Report 2022
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Fidelity Asian Values PLC
INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
Corporate Governance Statement
This Corporate Governance Statement forms part of the Directors’
Report. The Company is committed to maintaining high standards
of corporate governance. Accordingly, the Board has put in
place a framework for corporate governance which it believes is
appropriate for an investment company.
Corporate Governance Codes
The Board follows the principles and provisions of the UK
Corporate Governance Code (the “UK Code”) issued by the
Financial Reporting Council (the “FRC”) in July 2018. The Board
also follows the AIC Code of Corporate Governance (the “AIC
Code”) issued by the Association of Investment Companies
(AIC”) in February 2019. The AIC Code addresses the principles
and provisions of the UK Code. The FRC has confirmed that
investment companies which report against the AIC Code will
meet their obligations under the UK Code and paragraph 9.8.6
of the Listing Rules. This Statement, together with the Statement of
Directors’ Responsibilities on page 42, set out how the principles
have been applied.
The AIC Code can be found on the AIC’s website at
www.theaic.co.uk and the UK Code can be found on the
FRC’s website at www.frc.org.uk.
Statement of Compliance
The Company has complied with the recommendations of the
AIC Code and the relevant provisions of the UK Code for the
year under review and up to the date of this report, except in
relation to the UK Code provisions relating to the role of the chief
executive; executive directors’ remuneration; and the need for an
internal audit function. The Board considers that these provisions
are not relevant to the position of the Company as it is an
externally managed investment company and has no executive
directors, employees or internal operations. All of its day to day
management and administrative functions are delegated to the
Manager.
THE BOARD
Board Composition
The Board, chaired by Kate Bolsover, consists of six non-executive
Directors as at the date of this Annual Report. The Directors
believe that, between them, they have good knowledge
and wide experience of business in Asia and of investment
companies and that the Board has an appropriate balance of
skills, experience, independence and knowledge of the Company
and length of service to discharge its duties and provide effective
strategic leadership and proper governance of the Company.
The Board’s succession plan is in the Chairman’s Statement on
pages3 and 4.
Clare Brady is the Senior Independent Director and fulfils the role
as a sounding board for the Chairman, intermediary for the other
Directors as necessary and acts as a channel of communication
for shareholders in the event that contact through the Chairman is
inappropriate.
Biographical details of all the Directors are on page 32.
Training, Development and Board Evaluation
On appointment, Directors receive a full, formal and tailored
induction. Directors are also regularly provided with key
information on the Company’s policies, regulatory and statutory
requirements and internal controls. Changes affecting Directors’
responsibilities are advised to the Board as they arise. Directors
also regularly participate in relevant training and industry
seminars. Training and development needs are considered
as part of the evaluation process and are agreed with the
Chairman.
An external evaluation of the Board, its Committees and the
Manager was carried out through Lintstock Ltd., which has no
connection with the Company or the Manager. It was concluded
that the Chairman, each Director and the Manager had been
effective and continues to demonstrate commitment to their roles.
Directors’ and Officers’ Liability Insurance
In addition to the benefits under the Manager’s global Directors’
and Officers’ liability insurance arrangements, the Company
maintains additional insurance cover for its Directors under its
own policy as permitted by the Companies Act 2006.
Board Responsibilities and Board Meetings
The Board has overall responsibility for the Company’s affairs
and for promoting the long-term success of the Company. All
matters which are not delegated to the Company’s Manager
under the Management Agreement are reserved for the Board’s
decision. The Board also considers shareholder issues including
communication and investor relations.
The Board has approved a policy on Directors’ conflicts of
interest. Under this policy, Directors are required to disclose
all actual and potential conflicts of interest as they arise for
consideration and approval. The Board may impose restrictions
or refuse to authorise such conflicts if deemed appropriate.
All Directors are able to allocate sufficient time to the Company
to discharge their responsibilities fully and effectively. Each
Director is entitled to take independent professional advice, at
the Company’s expense, in the furtherance of their duties.
The Board considers that it meets sufficiently regularly to
discharge its duties effectively and the table on the next page
gives the attendance record for the meetings held during the
reporting year. In addition to the formal Board and Committee
meetings, the Board also holds a separate annual Strategy
meeting. Under normal circumstances, it also undertakes a
due diligence trip to Asia every other year and meets with the
management of existing and potential investee companies,
alongside the Portfolio Manager, including Fidelity International’s
research and analyst teams. However, due to the ongoing
pandemic and travel restrictions in some countries, the trip that
was rescheduled from March 2020 to March 2022, has been
further postponed to March 2023. In its place, the Board carried
out a series of due diligence sessions virtually in March 2022.
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Board’s Attendance Record for the Reporting Year
Regular
Board
Meetings
Audit
Committee
Meetings
Management
Engagement
Committee
Meetings
Nomination
Committee
Meetings
Kate Bolsover 5/5 n/a 1/1 1/1
Clare Brady 5/5 3/3 1/1 1/1
Sally Macdonald
1
3/3 2/2 n/a 1/1
Timothy Scholefield
2
2/2 1/1 1/1 n/a
Grahame Stott 5/5 3/3 1/1 1/1
Matthew Sutherland
1
3/3 2/2 n/a 1/1
Michael Warren 5/5 3/3 1/1 1/1
1 Appointed on 1 January 2022.
2 Retired on 3 December 2021.
Figures indicate those meetings for which each Director was eligible to attend and attended in the year. Regular Board meetings
exclude ad hoc meetings for formal approvals.
Since the end of the reporting period, the Directors have also had a Management Engagement Committee meeting at which they
reviewed the performance of the Manager and the terms of the Company’s Management Agreement.
BOARD COMMITTEES
The Board has three Committees through which it discharges
certain of its corporate governance responsibilities. These are
the Audit Committee, the Management Engagement Committee
and the Nomination Committee. Terms of reference of each
Committee can be found on the Company’s pages of the
Manager’s website www.fidelity.co.uk/asianvalues.
Audit Committee
The Audit Committee is chaired by Grahame Stott and
consists of all of the Directors, except for Kate Bolsover which
is in line with the recommendation of the 2018 UK Corporate
Governance Code. Full details, including the Committee’s role
and responsibilities, are disclosed in the Report of the Audit
Committee on pages 43 and 44.
Management Engagement Committee
Composition
The Management Engagement Committee is chaired by Michael
Warren and consists of all of the Directors.
Role and Responsibilities
The Committee is charged with reviewing and monitoring the
performance of the Manager and ensuring that the terms of
the Company’s Management Agreement remain competitive
and reasonable for shareholders. It meets at least once a year
and reports to the Board, making recommendations where
appropriate.
Manager’s Reappointment
Ahead of the AGM, the Committee has reviewed the
performance of the Manager and the current fee structure and
also that of its peers and concluded that it is in the interests
of shareholders that the appointment of the Manager should
continue. In reaching this conclusion, the Committee took into
consideration the commitment, quality and continuity of the team
responsible for the Company. Details of the management fee
structure for the year ended 31 July 2022 are in the Directors’
Report on page 33.
Nomination Committee
Composition
The Nomination Committee is chaired by Kate Bolsover and
consists of all of the Directors. In accordance with the AIC
Code, the Board considers Mrs Bolsover to remain independent
notwithstanding the fact that her total tenure on the Board
exceeds nine years as a non-executive Director.
Role and Responsibilities
The Committee is charged with nominating new Directors
for consideration by the Board, and in turn for approval by
shareholders. The search for a candidate is carried out against
a set of objective criteria, with due regard for the benefits of
diversity on the Board, including gender. New Directors are
appointed on the basis of merit and this process has led to
a diverse Board membership. External consultants may be
used to identify potential candidates and to assist the Board in
recruiting a new independent non-executive director. This was
the case for the recruitment of Sally Macdonald and Matthew
Sutherland through the services of Odgers Berndston, who had
no connection with the Company. Both Mrs Macdonald and Mr
Sutherland’s appointments were effective from 1 January 2022.
The Committee meets at least once a year and reviews the
composition, size and structure of the Board and makes
recommendations to the Board as appropriate. It is also
responsible for succession planning and for Directors’
appointments.
Corporate Governance Statement continued
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Fidelity Asian Values PLC
INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
The Committee also considers the election and re-election of
Directors ahead of each AGM. For the forthcoming AGM on
23 November 2022, it has considered the performance and
contribution to the Company of each Director subject to election
and re-election and concluded that each Director has been
effective and continues to demonstrate commitment to their role.
Accordingly, the Committee has recommended their continued
service to the Board, with the exception of Grahame Stott who is
stepping down from the Board at the conclusion of the AGM.
ACCOUNTABILITY AND AUDIT
Financial Reporting
Set out on page 42 is a statement by the Directors of their
responsibilities in respect of the preparation of the Annual Report
and Financial Statements. The Auditor has set out its reporting
responsibilities within the Independent Auditor’s Report to the
Members on pages 45 to 50. The Board has a responsibility to
present fair, balanced and understandable annual and half-
yearly financial statements. All financial statements are reviewed
by the Audit Committee and approved by the Board prior to their
issue to ensure that this responsibility is fulfilled.
Risk Management and Internal Controls
The Board is responsible for the Company’s systems of risk
management and internal controls and for reviewing their
effectiveness. The review takes place at least once a year. Such
systems are designed to manage rather than eliminate risk
of failure to achieve business objectives and can only provide
reasonable, but not absolute, assurance against material
misstatement or loss.
The Board determines the nature and extent of any risks it is
willing to take in order to achieve its strategic objectives. It is
responsible for the design, implementation and maintenance
of controls and procedures to safeguard the assets of the
Company although these tasks have been delegated on a day-
to-day basis to the Manager. The system extends to operational
and compliance controls and risk management. Clear lines of
accountability have been established between the Board and
the Manager. The Manager provides regular reports on controls
and compliance issues to the Audit Committee and the Board.
In carrying out its review, the Audit Committee has regard to the
activities of the Manager, the Manager’s compliance and risk
functions and the work carried out by the Company’s Auditor and
also includes consideration of internal controls covered in similar
reports issued by the other service providers.
The Board, assisted by the Manager, has undertaken a rigorous
risk and controls assessment. The process also assists in
identifying any new emerging risks and the action necessary to
mitigate their potential impact. The Board confirms that there is
an effective ongoing process in place to identify, evaluate and
manage the Company’s principal business and operational
risks, and that it has been in place throughout the year ended
31 July 2022 and up to the date of this report. This process is in
accordance with the FRC’s “Risk Management, Internal Control
and Related Financial Business Reporting” guidance.
The Board has reviewed the need for an internal audit
function and has determined that the systems and procedures
employed by the Manager, which are subject to inspection by
the Manager’s internal and external audit processes, provide
sufficient assurance that a sound system of internal controls
is maintained to safeguard shareholders’ investments and
the Company’s assets. An internal audit function, specific to
the Company, is therefore considered unnecessary. The Audit
Committee meets the Manager’s internal audit representative
at least once a year. It receives a summary of the Manager’s
externally audited internal controls report on an annual basis.
Relations with Shareholders
Communication with shareholders is given a high priority by the
Board and it liaises with the Manager and the Company’s broker
who are in regular contact with the Company’s major institutional
investors to canvass shareholder opinion and to communicate
its views to shareholders. All Directors are made aware of
shareholders’ concerns and the Chairman, the Senior Independent
Director and, where appropriate, other Directors, are available to
meet with shareholders to discuss strategy and governance. The
Board regularly monitors the shareholder profile of the Company
and receives regular reports from the Manager on meetings
attended with shareholders and any concerns raised in such
meetings. The Board aims to provide the maximum opportunity
for dialogue between the Company and shareholders. If any
shareholder wishes to contact a member of the Board directly,
they should either email the Company Secretary at
investmenttrusts@fil.com or in writing at FIL Investments
International, Beech Gate, Millfield Lane, Lower Kingswood,
Tadworth, Surrey KT20 6RP. The Company Secretary will attend to
any enquiries promptly and ensure that they are directed to the
Chairman, Senior Independent Director or the Board as a whole,
as appropriate.
The Board encourages all shareholders to attend the Company’s
AGM on 23 November 2022 at which they will have the opportunity
to meet and address questions to the Chairman, other members
of the Board, the Portfolio Manager and representatives of the
Manager.
Nitin Bajaj, the Portfolio Manager, will be making a presentation to
shareholders highlighting the achievements and challenges of the
year past and the prospects for the year to come.
For those shareholders who would prefer not to attend in person,
we will live-stream the formal business and presentations of the
meeting online. Further details of how to join virtually are in Note 8
in the Notes to the Notice of Meeting on page 83.
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Annual General Meeting
The Notice of Meeting on pages 81 to 84 sets out the business of
the AGM and the special business resolutions are explained more
fully on pages 79 and 80. A separate resolution is proposed on
each substantially separate issue including the Annual Report and
Financial Statements. The Notice of Meeting and related papers
are sent to shareholders at least 20 working days before the AGM.
On behalf of the Board
Kate Bolsover
Chairman
11 October 2022
Corporate Governance Statement continued
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Annual Report 2022
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Fidelity Asian Values PLC
INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
Directors’ Remuneration Report
Directors’ Remuneration
The fee structure with effect from 1 August 2022 is as follows:
Chairman – £42,000 (2021: £37,000); Chairman of the Audit
Committee – £35,000 (2021: £31,000); and Directors – £29,000
(2021: £26,750). Levels of remuneration are reviewed to ensure
that they remain competitive and sufficient to attract and retain
the quality of Directors needed to manage the Company
successfully.
At last year’s AGM, the Company’s Articles of Association were
updated to amend the individual fee cap of £50,000 per annum
per Director to a new fee cap of £300,000 in aggregate per
annum. As a result, the Remuneration Policy below has been
updated to reflect this and an ordinary resolution will be put to
shareholders for approval of the revised Remuneration Policy
at the AGM on 23 November 2022. No other changes have
been made.
An ordinary resolution to approve the Directors’ Remuneration
Report will also be put to shareholders at the AGM on
23November 2022.
The Remuneration Policy
The Company’s Articles of Association limit the aggregate fees
payable to the Directors to £300,000 per annum. Subject to this
overall limit, it is the Board’s policy to determine the level of
Directors’ fees having regard to the time spent by them on the
Company’s affairs; the level of fees payable to non-executive
directors in the industry generally; the requirement to attract
and retain individuals with suitable knowledge and experience;
and the role that individual Directors fulfil. Other than fees and
reasonable out-of-pocket expenses incurred in attending to the
affairs of the Company, the Directors are not eligible for any
performance related pay or benefits, pension related benefits,
share options, long-term incentive schemes or other taxable
benefits. The Directors are not entitled to exit payments and are
not provided with any compensation for loss of office. Directors
fees are paid monthly in arrears. Directors would not serve a
notice period if their appointment were to be terminated.
The level of Directors’ fees is determined by the whole Board.
Directors do not vote on their own individual fees. The Board
reviews the Company’s Remuneration Policy and implementation
on an annual basis. Reviews are based on information provided
by the Company’s Manager and research from third parties and
it includes information on the fees of other similar investment
trusts.
No Director has a service contract with the Company. New
Directors are provided with a letter of appointment which,
amongst other things, provides that their appointment is subject
to the Companies Act 2006 and the Company’s Articles of
Association. Copies of the Directors’ letters of appointment are
available at each of the Company’s AGMs and can be obtained
from the Company’s registered office.
The Company’s Remuneration Policy will apply to new Board
members, who will be paid at the equivalent amount of fees as
current Board members.
Voting on the Remuneration Policy
The Remuneration Policy (the “Policy), as set out in last year’s
Annual Report, was approved at the AGM on 8 December
2020 with 99.07% of votes cast in favour, 0.66% of votes cast
against and 0.27% of votes withheld. The current Policy, as set
out above, has been followed throughout the year ended 31 July
2022 and up to the date of this report. The next vote will be
put to shareholders at the AGM on 23 November 2022, and
the votes cast will be disclosed on the Company’s website at:
www.fidelity.co.uk/asianvalues.
Voting on the Directors’ Remuneration Report
At the AGM held on 3 December 2021, 98.88% of votes were
cast in favour of the Directors’ Remuneration Report for the year
ended 31 July 2021, 0.85% of votes were cast against and 0.27%
votes were withheld.
The Directors’ Remuneration Report for the year ended 31 July
2022 will be put to shareholders at the AGM on 23 November
2022, and the votes cast will be disclosed on the Company’s
website at: www.fidelity.co.uk/asianvalues.
Single Total Figure of Remuneration
The single total aggregate Directors’ remuneration for the year
ended 31 July 2022 was £172,093 (2021: £144,000). This includes
expenses incurred by Directors in attending to the affairs of the
Company and which are considered by HMRC to be a taxable
expense. Information on individual Directors’ fees and taxable
Directors’ expenses are shown in the table on the next page.
The fees for 2022 and the forecasted fees for 2023 are higher
than 2021 due to the crossover between Directors’ retirements
and appointments. This is part of the Board’s succession
planning.
Expenditure on Remuneration and Distributions to
Shareholders
The table below shows the total amount paid out in Directors’
remuneration and distributions to shareholders. The projected
Directors’ remuneration for the year ending 31 July 2023 is
disclosed in the table on the next page.
31 July 2022
£
31 July 2021
£
Expenditure on Directors’
Remuneration:
Fees and taxable expenses 172,093 144,000
Distribution to Shareholders:
Dividend payments 6,440,000 6,241,000
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Remuneration of Directors
2023 2022 2022 2022 2021 2021 2021
Projected
Total
Fees
(Audited)
Taxable
Expenses
(Audited)
Total
(Audited)
Fees
(Audited)
Taxable
Expenses
(Audited)
Total
(Audited)
(£) (£) (£) (£) (£) (£) (£)
Kate Bolsover 42,000 37,000 2,443 39,443 36,000 36,000
Clare Brady 33,205 26,750 1,256 28,006 26,000 26,000
Sally Macdonald
1
29,000 15,604 1,265 16,869 n/a n/a n/a
Timothy Scholefield
2
n/a 9,225 9,225 26,000 26,000
Grahame Stott
3
11,027 31,000 1,699 32,699 30,000 30,000
Matthew Sutherland
1
29,000 15,604 1,367 16,971 n/a n/a n/a
Michael Warren 29,000 26,750 2,130 28,880 26,000 26,000
Total 173,232 161,933 10,160 172,093 144,000 144,000
1 Appointed on 1 January 2022.
2 Retired on 3 December 2021.
3 Retiring on 23 November 2022.
Five year change comparison in Directors’ Remuneration
The table below sets out the change in Directors’ fees over the last five years.
2022 2017 Change (%)
Chairman 37,000 30,000 +23.3%
Senior Independent Director 26,750 22,750 +17.6%
Audit Committee Chair 31,000 25,000 +24.0%
Director 26,750 22,750 +17.6%
Performance
The Company’s objective is to achieve capital growth principally from the stockmarkets of the Asian Region excluding Japan. The
graph below shows performance over ten years to 31 July 2022 against its Benchmark Index – which is used for the purposes of
calculating the Variable Management Fee.
Total return performance for ten years to 31 July 2022
+196.0%
+193.1%
+160.7%
Prices rebased to 100.
Sources: Fidelity and Datastream.
Ordinary Share Price
MSCI All Countries Far East ex Japan Index to 31/07/15, MSCI All Countries Asia ex Japan Index to 31/01/2020,
MSCI All Countries Asia ex Japan Small Cap Index thereafter.
NAV per Ordinary Share
50
75
100
125
150
175
200
225
250
275
300
325
350
July 12 July 13 July 14 July 15 July 16 July 17 July 18 July 19 July 21 July 22July 20
Directors’ Remuneration Report continued
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Annual Report 2022
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Fidelity Asian Values PLC
INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
Directors’ Interest in the Company’s Ordinary Shares
Although there is no requirement for the Directors to hold shares in the Company, shareholdings by Directors is encouraged.
The table below shows the interests of the Directors in the ordinary shares of the Company. All of the shareholdings are beneficial.
The Portfolio Manager also holds shares in the Company.
Directors’ Shareholdings (Audited)
31 July
2022
31 July
2021
Change
during year
Ordinary Shares
Kate Bolsover 15,452 15,452
Clare Brady 2,500 2,500
Sally Macdonald
1
2,111 n/a
Timothy Scholefield
2
n/a 12,000
Grahame Stott
3
30,000 25,000 5,000
Matthew Sutherland
4
27,859 n/a
Michael Warren 10,000 10,000
1 Appointed on 1 January 2022. 2,111 shares held at appointment date. A further 623 shares purchased post year end.
2 Retired on 3 December 2021.
3 Purchase of shares.
4 Appointed on 1 January 2022. Shares held at appointment date.
On Behalf of the Board
Kate Bolsover
Chairman
11 October 2022
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Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report
and Financial Statements in accordance with applicable law and
regulations.
Company law requires the Directors to prepare Financial
Statements for each financial period. Under that law they have
elected to prepare the Financial Statements in accordance with
UK Generally Accepted Accounting Practice (UK Accounting
Standards and applicable law), including Financial Reporting
Standard FRS 102: The Financial Reporting Standard applicable
in the UK and Republic of Ireland (“FRS 102”). Under company
law, the Directors must not approve the Financial Statements
unless they are satisfied that they give a true and fair view of the
state of affairs of the Company and of the profit or loss for the
reporting period.
In preparing these Financial Statements, the Directors are
required to:
Select suitable accounting policies in accordance with
Section 10 of FRS 102 and then apply them consistently;
Make judgements and accounting estimates that are
reasonable and prudent;
Present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
State whether applicable UK Accounting Standards, including
FRS 102, have been followed, subject to any material
departures disclosed and explained in the Financial
Statements; and
Prepare the Financial Statements on the going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company’s
transactions and disclose with reasonable accuracy at any time,
the financial position of the Company and to enable them to
ensure that the Company and the Financial Statements comply
with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence for taking
reasonable steps for the prevention and detection of fraud and
other irregularities.
Under applicable law and regulations the Directors are also
responsible for preparing a Strategic Report, a Directors’
Report, a Corporate Governance Statement and a Directors’
Remuneration Report that comply with that law and those
regulations.
The Directors have delegated to the Manager the responsibility
for the maintenance and integrity of the corporate and financial
information included on the Company’s pages of the Manager’s
website at www.fidelity.co.uk/asianvalues. Visitors to the
website need to be aware that legislation in the UK governing
the preparation and dissemination of the Financial Statements
may differ from legislation in their own jurisdictions.
The Directors confirm that to the best of their knowledge:
The Financial Statements, prepared in accordance with UK
Generally Accepted Accounting Practice, including FRS 102,
give a true and fair view of the assets, liabilities, financial
position and profit of the Company;
The Annual Report, including the Strategic Report, includes
a fair review of the development and performance of the
business and the position of the Company, together with a
description of the principal risks and uncertainties it faces;
and
The Annual Report and Financial Statements, taken as a
whole, are fair, balanced and understandable and provide
the information necessary for shareholders to assess the
Company’s performance, business model and strategy.
The Statement of Directors’ Responsibilities was approved by the
Board on 11 October 2022 and signed on its behalf by:
Kate Bolsover
Chairman
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Fidelity Asian Values PLC
INFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGYGOVERNANCE
Report of the Audit Committee
I am pleased to present the formal report of the Audit Committee
(the “Committee”) to shareholders.
The primary responsibilities of the Committee are to ensure the
integrity of the Company’s financial reporting, the appropriateness
of the risk management and internal controls processes and the
effectiveness of the external audit process and how this has been
assessed for the year ended 31 July 2022.
Composition
The members of the Committee are myself as Chairman, Clare
Brady, Sally Macdonald, Matthew Sutherland and Michael Warren.
The Committee considers that collectively its members have
sufficient recent and relevant financial experience to discharge
their responsibilities fully.
Role and Responsibilities
The Committee’s authority and duties are clearly defined in its
terms of reference which are available on the Company’s pages of
the Manager’s website at www.fidelity.co.uk/asianvalues.
These duties include:
Establishing with the Auditor the nature and scope of the
audit, reviewing the Auditor’s quality control procedures and
reporting, the effectiveness of the audit process and the
Auditor’s independence and objectivity with particular regard
to the provision of non-audit services;
Responsibility for making recommendations on the
appointment, reappointment and removal of the Auditor;
Reviewing the effectiveness of the Company’s risk
management and internal control systems (including financial,
operational and compliance controls), considering the
scope of work undertaken by the Manager’s internal audit
department* and reviewing the Company’s procedures for
detecting fraud;
Monitoring the integrity of the Company’s half-yearly and
annual Financial Statements to ensure they are fair, balanced
and understandable;
Reviewing the existence and performance of all controls
operating in the Company, including the review of internal
controls reporting of its service providers; and
Reviewing the relationship with and the performance of third-
party service providers (such as the Registrar, Custodian and
Depositary).
Independence and Effectiveness of the Audit Process
Ernst & Young LLP acted as the Company’s Auditor for the year
ended 31 July 2022.
With regard to the independence of the Auditor, the Committee
reviewed:
The Auditor’s arrangements for managing any conflicts of
interest;
The fact that no non-audit services were provided to the
Company during the reporting year and as at the date of this
report; and
The statement by the Auditor that it remains independent
within the meaning of the regulators and their professional
standards.
With regard to the effectiveness of the audit process, the
Committee reviewed:
The fulfilment by the Auditor of the agreed audit plan,
including the audit team and approach to significant risks;
The audit findings report issued by the Auditor on the audit
of the Annual Report and Financial Statements for the year
ended 31 July 2022; and
Feedback from the Manager on the audit of the Company.
The Committee concluded that the Auditor continues to remain
independent and the audit process remains effective.
Auditor’s Appointment and Audit Tenure
Ernst & Young LLP was appointed as the Company’s Auditor
on 30 November 2015 following a formal audit tender process.
The Committee has reviewed the Auditor’s independence and
the effectiveness of the audit process prior to recommending
its reappointment for a further year. The Auditor is required to
rotate audit partners every five years and this is the first year that
the current Audit Partner, Ashley Coups, has been in place. The
Committee will continue to review the Auditor’s appointment each
year to ensure that the Company continues to receive an optimal
level of service. There are no contractual obligations which restrict
the Company’s choice of auditor.
Fees paid to the Auditor for the audit of the Company’s Financial
Statements are disclosed in Note 5 on page 59. The audit fee for
the reporting year was £44,750 (2021: £28,000).
* The Committee, on behalf of the Board, has reviewed the work undertaken by the
Manager’s internal audit team and has sufficient reassurance that a sound system
of internal controls is maintained to safeguard shareholders’ investments and the
Company’s assets.
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Annual Report And Financial Statements
During its review of the Company’s Financial Statements for the year ended 31 July 2022, the Committee, deliberated and considered
the following significant issues, including consideration of principal and emerging risks and uncertainties and the ongoing impact
of the pandemic and the war in Ukraine, in light of the Company’s activities, and issues communicated by the Auditor during its
reporting.
Summarised below are the most significant issues considered by the Committee in respect of these Financial Statements and how
these were addressed.
Recognition of Investment
Income
Investment income is recognised in accordance with Accounting Policy Note 2 (e) on page 55.
The Manager provided detailed revenue forecasts which the Committee reviewed and sought
explanations for any significant variances to these forecasts. The Committee also considered the
allocation of special dividends between revenue and capital and the reasons for classification of
these special dividends. The Committee reviewed the internal audit and compliance monitoring
reports received from the Manager, including an additional internal controls report (AAF” report)
prepared by PricewaterhouseCoopers LLP (“PwC) on behalf of the Manager, to satisfy itself
that adequate systems were in place for properly recording the Company’s investment income.
The Committee also reviewed reports provided by the Auditor on its work on the recognition of
investment income.
Valuation, existence and
ownership of investments
(including derivatives
and unlisted investments)
The valuation of investments (including derivatives and unlisted investments) is in accordance
with Accounting Policy Notes 2 (k) and 2 (l) on pages 56 and 57. The Committee took comfort
from the Depositary’s regular oversight function that investment related activities are conducted
in accordance with the Company’s investment policy. The Committee received reports from
the Manager, the Depositary and an additional AAF report prepared by PwC on behalf of
the Manager which concluded that controls around the valuation, existence and ownership of
investments operate effectively. The valuation of the Company’s unlisted investments is proposed
by the Manager’s Fair Value Committee (“FVC”) and reviewed by the Audit Committee.
It receives reporting from the FVC and reviews and challenges the proposed valuation
methodologies for all unlisted investments. The FVC’s proposals include recommendations from
Kroll (formerly known as Duff & Phelps), an external company that provides global financial
information and services, and also detailed input from Fidelity analysts covering the unlisted
companies. In addition, the Auditor reviewed the valuations of the unlisted investments in the
Company’s portfolio and reported its findings at the October 2022 Audit Committee meeting.
Management fee
calculation
The Company has a variable management fee arrangement in place. At each Committee
meeting, the Manager reports on the accruals for the variable part of the fee that have been
included in the Company’s NAV and confirms that it has been calculated in accordance
with the Management Agreement. These variable management fee accruals are reviewed
by the Committee. It also receives reporting on the work carried out by the Auditor that the
Company’s variable management fee has been calculated in accordance with the terms of the
Management Agreement.
As a result of the work performed, the Committee has concluded that the Annual Report and Financial Statements for the
year ended 31 July 2022, taken as a whole, are fair, balanced and understandable and provide the information necessary
for shareholders to assess the Company’s performance, business model and strategy. The Committee has reported these
findings to the Board and recommended that they be approved. The Board’s conclusion in this respect is set out in the
Statement of Directors’ Responsibilities on page 42.
Grahame Stott
Chairman of the Audit Committee
11 October 2022
Report of the Audit Committee continued
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Fidelity Asian Values PLC
GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Independent Auditor’s Report to the Members
of Fidelity Asian Values PLC
Opinion
We have audited the Financial Statements of Fidelity Asian
Values PLC (the Company) for the year ended 31 July 2022 which
comprise the Income Statement, the Statement of Changes in
Equity, the Balance Sheet and the related Notes 1 to 19, including
a summary of significant accounting policies. The financial
reporting framework that has been applied in their preparation
is applicable law and United Kingdom Accounting Standards
including FRS 102 “The Financial Reporting Standard applicable
in the UK and Republic of Ireland” (United Kingdom Generally
Accepted Accounting Practice).
In our opinion, the Financial Statements:
give a true and fair view of the Company’s affairs as at 31
July 2022 and of its profit for the year then ended;
have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of
the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the Financial Statements
section of our report. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the Company in accordance with the
ethical requirements that are relevant to our audit of the Financial
Statements in the UK, including the FRC’s Ethical Standard as
applied to public interest entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard
were not provided to the Company and we remain independent
of the Company in conducting the audit.
Conclusions relating to going concern
In auditing the Financial Statements, we have concluded that
the Directors’ use of the going concern basis of accounting in
the preparation of the Financial Statements is appropriate. Our
evaluation of the Directors’ assessment of the Company’s ability
to continue to adopt the going concern basis of accounting
included:
Confirmation of our understanding of the Company’s going
concern assessment process and engagement with the
Directors and the Company Secretary to determine if all key
factors were considered in their assessment.
Inspection of the Directors’ assessment of the going concern,
including the revenue forecast, for the period to 31 October
2023 which is at least 12 months from the date the Financial
Statements were authorised for issue. In preparing the
revenue forecast, the Company has concluded that it is able
to continue to meet its ongoing costs as they fall due.
Reviewing the factors and assumptions, including the
impact of the COVID-19 pandemic and the Russia/Ukraine
conflict, as applied to the revenue forecast. Considering
the appropriateness of the methods used to calculate the
forecast and determine, through testing of the methodology
and calculations, that the methods utilised were appropriate
to be able to make an assessment for the Company.
Consideration of the mitigating factors included in the
revenue forecasts that are within the control of the Company,
including a review of the Company’s assessment of the
liquidity of investments held and evaluating the Company’s
ability to sell investments in order to cover the working
capital requirements should its revenue decline significantly.
Reviewing the Company’s going concern disclosures
included in the Annual report in order to assess that the
disclosures were appropriate and in conformity with the
reporting standards.
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 the period
to 31 October 2023 which is at least twelve months from the date
the Financial Statements were authorised for issue.
In relation to the Company’s 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. However, because not all future events or
conditions can be predicted, this statement is not a guarantee as
to the Company’s ability to continue as a going concern.
Overview of our audit approach
Key audit matters
Risk of incomplete or inaccurate revenue recognition, including the classification of special
dividends as revenue or capital in the Income Statement.
Risk of incorrect valuation or ownership of the investment portfolio.
Materiality
Overall materiality of £3.68m which represents 1% of the net asset value of the Company as at
31 July 2022.
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AN OVERVIEW OF THE SCOPE OF OUR AUDIT
Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for
the Company. This enables us to form an opinion on the Financial Statements. We take into account size, risk profile, the organisation
of the Company and effectiveness of controls, including controls and changes in the business environment when assessing the level of
work to be performed. All audit work was performed directly by the audit engagement team.
Climate change
There has been increasing interest from stakeholders as to how climate change will impact companies. The Company has determined
that the impact of climate change could affect the Company’s investments and their valuations and potentially shareholder returns.
This is explained on page 28 in the principal and emerging risks section, which forms part of the “Other information,” rather than
the audited Financial Statements. Our procedures on these disclosures therefore consisted solely of considering whether they are
materially inconsistent with the Financial Statements, or our knowledge obtained in the course of the audit or otherwise appear to be
materially misstated.
Our audit effort in considering climate change was focused on the adequacy of the Company’s disclosures in the Financial Statements
as set out in Note 2(a) and the conclusion that there was no further impact of climate change to be taken into account. In line with
FRS 102 investments are valued at fair value, which for the Company are quoted bid prices for investments in active markets at the
balance sheet date. Investments which are unlisted are priced using market-based valuation approaches. All investments therefore
reflect the market participants view of climate change risk on the investments held by the Company. We also challenged the Directors’
considerations of climate change in their assessment of viability and associated disclosures.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial
Statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud)
that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources
in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the
Financial Statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.
Risk Our response to the risk Key observations
communicated to the
Audit Committee
Risk of incomplete or inaccurate revenue
recognition, including the classification
of special dividends as revenue or
capital in the Income Statement
Refer to the Report of the Audit Committee
(page 44); Accounting Policies (page 55); and
Note 3 of the Financial Statements (page 58)
The Company has reported revenue of £15.26m
(2021: £10.84m).
During the year, the Company received special
dividends amounting to £0.48m (2021: £4.64m),
of which £0.38m (2021: £0.54m) was classified
as revenue and £0.10m (2021: £4.10m) was
classified as capital.
We have performed the following
procedures:
We obtained an understanding of the processes
and controls surrounding revenue recognition
and classification of special dividends by
performing our walkthrough procedures to
evaluate the design and implementation of
controls;
For a sample of dividends received, we
recalculated the income by multiplying the
investment holdings at the ex-dividend date,
traced from the accounting records, by the
dividend rate as agreed to an independent
data vendor. We agreed the amounts received
to bank statements and, where applicable, we
also agreed the exchange rates to an external
source;
The results of
our procedures
identified no material
misstatement in
relation to the risk
of incomplete or
inaccurate revenue
recognition, including
incorrect classification
of special dividends
as revenue or
capital in the Income
Statement.
Independent Auditor’s Report to the Members
of Fidelity Asian Values PLC continued
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Annual Report 2022
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Fidelity Asian Values PLC
GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Risk Our response to the risk Key observations
communicated to the
Audit Committee
There is a risk of incomplete or inaccurate
recognition of revenue through failure to
recognise proper income entitlements or to
apply an appropriate accounting treatment.
In addition to the above, the Directors are
required to exercise judgement in determining
whether income receivable in the form of special
dividends should be classified as ‘revenue’ or
‘capital’ in the Income Statement.
To test completeness of recorded income, we
tested that all expected dividends for a sample
of investee companies had been recorded as
income with reference to investee company
announcements obtained from an independent
data vendor;
For all dividends accrued at the year end, we
reviewed the investee company announcements
to assess whether the obligation arose prior to
31 July 2022. We agreed the dividend rate to
corresponding announcements made by the
investee company, recalculated the amount
receivable and agreed the subsequent cash
receipts to post-year end bank statements where
applicable; and
For each of the special dividends above our
testing threshold, we recalculated the amount
received and assessed the appropriateness of
classification as revenue or capital by reviewing
the rationale for the underlying distribution.
Risk of incorrect valuation or ownership
of the investment portfolio
Refer to the Report of the Audit Committee
(page 44); Accounting Policies (pages 56 and
57); and Notes 10 and 11 of the Financial
Statements (pages 62 and 63)
The valuation of the investment portfolio as at the
year-end was £338.51m (2021: £349.33m), which
comprise of £337.25m (2021: £348.78m) of listed
investments, £1.59m (2021: £1.45m) of unlisted
investments and £(0.33)m (2021: £(0.90)m) of net
derivatives.
The valuation of the assets held in the
investment portfolio is the key driver of the
Company’s net asset value and total return.
Incorrect investment pricing, including incorrect
application of exchange rates, or failure to
maintain proper legal title to the investments
held by the Company could have a significant
impact on the portfolio valuation and return
generated for shareholders.
We have performed the following
procedures:
We obtained an understanding of the processes
and controls surrounding investment pricing
and legal title by performing our walkthrough
procedures;
For all listed investments in the portfolio, we
compared the market prices and exchange rates
applied to an independent pricing vendor. For
all derivatives, we compared the market prices
of the underlying instrument to an independent
pricing vendor and agreed cost price to the
Brokers’ confirmations. We recalculated the
investment and derivative valuations as at the
year-end;
We inspected the stale pricing report to identify
prices that have not changed and verified
whether the quoted price is a valid fair value;
For the unlisted investments, we obtained and
assessed the valuation papers to support the
valuation of the investments as at the year-end;
and
We compared the Company’s investment
holdings at 31 July 2022 to independent
confirmation received directly from the
Company’s Custodian and Depositary. We
agreed all year-end open derivative positions to
confirmations received independently from the
Company’s brokers.
The results of
our procedures
identified no material
misstatement in
relation to the risk of
incorrect valuation
or ownership of the
investment portfolio.
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Our application of materiality
We apply the concept of materiality in planning and performing
the audit, in evaluating the effect of identified misstatements on
the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually
or in the aggregate, could reasonably be expected to influence
the economic decisions of the users of the financial statements.
Materiality provides a basis for determining the nature and extent
of our audit procedures.
We determined materiality for the Company to be £3.68m (2021:
£3.64m), which is 1% (2021: 1%) of the Company’s net asset value.
We believe that net assets provide us with materiality aligned to
the key measure of the Company’s performance.
Performance materiality
The application of materiality at the individual account
or balance level. It is set at an amount to reduce to an
appropriately low level the probability that the aggregate of
uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our
assessment of the Company’s overall control environment, our
judgement was that performance materiality was 75% (2021:
75%) of our planning materiality, namely £2.76m (2021: £2.73m).
We have set performance materiality at this percentage due to
our past experience of the audit that indicates a lower risk of
misstatements, both corrected and uncorrected.
Given the importance of the distinction between revenue and
capital for investment trusts, we have also applied a separate
testing threshold for the revenue column of the Income Statement
of £0.57m (2021: £0.38m) being 5% (2021: 5%) of revenue profit
before tax.
Reporting threshold
An amount below which identified misstatements are considered
as being clearly trivial.
We agreed with the Audit Committee that we would report to
them all uncorrected audit differences in excess of £0.18m (2021:
£0.18m), which is set at 5% of planning materiality, as well as
differences below that threshold that, in our view, warranted
reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the
quantitative measures of materiality discussed above and in light
of other relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in
the Annual Report other than the Financial Statements and our
Auditor’s report thereon. The Directors are responsible for the
other information contained within the Annual Report.
Our opinion on the Financial Statements does not cover the other
information and, except to the extent otherwise explicitly stated in
this report, we do not express any form of assurance conclusion
thereon.
Our responsibility is to read the other information and, in
doing so, consider whether the other information is materially
inconsistent with the Financial Statements or our knowledge
obtained in the course of the audit or otherwise appears to be
materially misstated. If we identify such material inconsistencies
or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement
in the Financial Statements themselves. If, based on the work
we have performed, we conclude that there is a material
misstatement of the other information, we are required to report
that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act
2006
In our opinion the part of the Directors’ Remuneration Report to
be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of the
audit:
the information given in the Strategic Report and the
Directors’ Report for the financial year for which the Financial
Statements are prepared is consistent with the Financial
Statements; and
the Strategic Report and Directors’ Report have been
prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company
and its environment obtained in the course of the audit, we have
not identified material misstatements in the Strategic Report or
Directors’ Report.
We have nothing to report in respect of the following matters in
relation to which the Companies Act 2006 requires us to report to
you if, in our opinion:
adequate accounting records have not been kept, or
returns adequate for our audit have not been received from
branches not visited by us; or
the Financial Statements and the part of the Directors’
Remuneration Report to be audited are not in agreement
with the accounting records and returns; or
certain disclosures of Directors’ remuneration specified by
law are not made; or
we have not received all the information and explanations
we require for our audit.
Corporate Governance Statement
We have reviewed the Directors’ statement in relation to going
concern, longer-term viability and that part of the Corporate
Governance Statement relating to the Company’s compliance
with the provisions of the UK Corporate Governance Code
specified for our review by the Listing Rules.
Independent Auditor’s Report to the Members
of Fidelity Asian Values PLC continued
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Fidelity Asian Values PLC
GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the Financial
Statements or our knowledge obtained during the audit:
Directors’ statement with regards to the appropriateness of
adopting the going concern basis of accounting and any
material uncertainties identified set out on page 29;
Directors’ explanation as to its assessment of the Company’s
prospects, the period this assessment covers and why the
period is appropriate set out on page 29;
Director’s statement on whether it has a reasonable
expectation that the Company will be able to continue in
operation and meets its liabilities set out on page 29;
Directors’ statement on fair, balanced and understandable
set out on page 42;
Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
page 25;
The section of the Annual Report that describes the review
of effectiveness of risk management and internal control
systems set out on page 37; and
The section describing the work of the Audit Committee set
out on page 43.
Responsibilities of Directors
As explained more fully in the Statement of Directors’
Responsibilities set out on page 42, the Directors are responsible
for the preparation of the Financial Statements and for being
satisfied that they give a true and fair view, and for such internal
control as the Directors determine is necessary to enable the
preparation of Financial Statements that are free from material
misstatement, whether due to fraud or error.
In preparing the Financial Statements, the Directors are
responsible for assessing the Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless
the Directors either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial
Statements
Our objectives are to obtain reasonable assurance about
whether the Financial Statements as a whole are free from
material misstatement, whether due to fraud or error, and to
issue an Auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK) will always
detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on
the basis of these Financial Statements.
Explanation as to what extent the audit was considered
capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect irregularities, including
fraud. 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. The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention and
detection of fraud rests with both those charged with governance
of the Company and management.
We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Company and
determined that the most significant are the FRS 102,
the Companies Act 2006, the Association of Investment
Companies Code of Corporate Governance, the Association
of Investment Companies’ Statement of Recommended
Practice, the Listing Rules, the Corporate Governance Code,
Section 1158 of the Corporation Tax Act 2010 and the
Companies (Miscellaneous Reporting) Regulations 2018.
We understood how the Company is complying with those
frameworks through discussions with the Audit Committee
and Company Secretary and review of Board minutes and
the Company’s documented policies and procedures.
We assessed the susceptibility of the Company’s Financial
Statements to material misstatement, including how fraud
might occur by considering the key risks impacting the
Financial Statements. We identified a fraud risk with respect
to the incomplete or inaccurate revenue recognition through
incorrect classification of special dividends as revenue or
capital items in the Income Statement. Further discussion of
our approach is set out in the section on key audit matters
above.
Based on this understanding we designed our audit
procedures to identify non-compliance with such laws
and regulations. Our procedures involved review of the
reporting to the Directors with respect to the application of
the documented policies and procedures and review of the
Financial Statements to ensure compliance with the reporting
requirements of the Company.
A further description of our responsibilities for the audit
of the Financial Statements is located on the Financial
Reporting Council’s website at https://www.frc.org.uk/
auditorsresponsibilities. This description forms part of our
Auditor’s report.
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Other matters we are required to address
Following the recommendation from the Audit Committee,
we were appointed by the Company on 30 November 2015
to audit the Financial Statements for the year ending 31 July
2016 and subsequent financial periods. The period of total
uninterrupted engagement including previous renewals and
reappointments is seven years, covering the years ending 31
July 2016 to 31 July 2022.
The audit opinion is consistent with the additional report to
the Audit Committee.
Use of our report
This report is made solely to the Company’s members, as a
body, in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we might
state to the Company’s members those matters we are required
to state to them in an Auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and
the Company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
Ashley Coups
Senior Statutory Auditor
For and on Behalf of Ernst & Young LLP, Statutory Auditor
London
11 October 2022
Independent Auditor’s Report to the Members
of Fidelity Asian Values PLC continued
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Fidelity Asian Values PLC
GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Income Statement
for the year ended 31 July 2022
The Notes on pages 54 to 75 form an integral part of these Financial Statements.
Year ended 31 July 2022 Year ended 31 July 2021
Notes
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Gains on investments 10 2,708 2,708 94,254 94,254
(Losses)/gains on derivative instruments 11 (1,815) (1,815) 6,975 6,975
Income 3 15,256 15,256 10,842 10,842
Investment management fees 4 (2,564) 732 (1,832) (2,272) 649 (1,623)
Other expenses 5 (905) (905) (768) (3) (771)
Foreign exchange gains/(losses) 2,609 2,609 (1,671) (1,671)
Net return on ordinary activities before finance costs
and taxation 11,787 4,234 16,021 7,802 100,204 108,006
Finance costs 6 (331) (331) (287) (287)
Net return on ordinary activities before taxation 11,456 4,234 15,690 7,515 100,204 107,719
Taxation on return on ordinary activities 7 (1,079) (1,085) (2,164) (774) (3,380) (4,154)
Net return on ordinary activities after taxation for the
year 10,377 3,149 13,526 6,741 96,824 103,565
Return per ordinary share 8 14.21p 4.31p 18.52p 9.20p 132.09p 141.29p
The Company does not have any other comprehensive income. Accordingly, the net return on ordinary activities after taxation for the
year is also the total comprehensive income for the year and no separate Statement of Comprehensive Income has been presented.
The total column of this statement represents the Income Statement of the Company. The revenue and capital columns are
supplementary and presented for information purposes as recommended by the Statement of Recommended Practice issued by
the AIC.
No operations were acquired or discontinued in the year and all items in the above statement derive from continuing operations.
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Statement of Changes in Equity
for the year ended 31 July 2022
Notes
Share
capital
£’000
Share
premium
account
£’000
Capital
redemption
reserve
£’000
Other non-
distributable
reserve
£’000
Other
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
Total shareholders’ funds at
31 July 2021 18,895 50,501 3,197 7,367 719 273,107 10,278 364,064
Net return on ordinary activities
after taxation for the year 3,149 10,377 13,526
Repurchase of ordinary shares 14 (719) (2,808) (3,527)
Dividend paid to shareholders 9 (6,440) (6,440)
Total shareholders’ funds at
31 July 2022 18,895 50,501 3,197 7,367 273,448 14,215 367,623
Total shareholders’ funds at
31 July 2020 18,895 50,501 3,197 7,367 3,379 176,283 9,778 269,400
Net return on ordinary activities
after taxation for the year 96,824 6,741 103,565
Repurchase of ordinary shares 14 (2,660) (2,660)
Dividend paid to shareholders 9 (6,241) (6,241)
Total shareholders’ funds at
31 July 2021 18,895 50,501 3,197 7,367 719 273,107 10,278 364,064
The Notes on pages 54 to 75 form an integral part of these Financial Statements.
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Fidelity Asian Values PLC
GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Balance Sheet
as at 31 July 2022
Company number 3183919
Notes
2022
£’000
2021
£’000
Fixed assets
Investments 10 338,845 350,225
Current assets
Derivative instruments 11 972 437
Debtors 12 4,568 3,489
Amounts held at futures clearing houses and brokers 2,997 2,825
Cash at bank 25,368 14,128
33,905 20,879
Current liabilities
Derivative instruments 11 (1,302) (1,335)
Other creditors 13 (3,825) (5,705)
(5,127) (7,040)
Net current assets 28,778 13,839
Net assets 367,623 364,064
Capital and reserves
Share capital 14 18,895 18,895
Share premium account 15 50,501 50,501
Capital redemption reserve 15 3,197 3,197
Other non-distributable reserve 15 7,367 7,367
Other reserve 15 719
Capital reserve 15 273,448 273,107
Revenue reserve 15 14,215 10,278
Total shareholders’ funds 367,623 364,064
Net asset value per ordinary share 16 507.78p 497.50p
The Financial Statements on pages 51 to 75 were approved by the Board of Directors on 11 October 2022 and were signed on its
behalf by:
Kate Bolsover
Chairman
The Notes on pages 54 to 75 form an integral part of these Financial Statements.
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Notes to the Financial Statements
1 Principal Activity
Fidelity Asian Values PLC is an Investment Company incorporated in England and Wales with a premium listing on the London Stock
Exchange. The Company’s registration number is 3183919, and its registered office is Beech Gate, Millfield Lane, Lower Kingswood,
Tadworth, Surrey KT20 6RP. The Company has been approved by HM Revenue & Customs as an Investment Trust under Section 1158
of the Corporation Tax Act 2010 and intends to conduct its affairs so as to continue to be approved.
2 Accounting Policies
The Company has prepared its Financial Statements in accordance with UK Generally Accepted Accounting Practice (“UK GAAP),
including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, issued by the Financial Reporting
Council (“FRC”). The Financial Statements have also been prepared in accordance with the Statement of Recommended Practice:
Financial Statements of Investment Trust Companies and Venture Capital Trusts (“SORP) issued by the Association of Investment
Companies (“AIC”), in July 2022. The Company is exempt from presenting a Cash Flow Statement as a Statement of Changes in Equity
is presented and substantially all of the Company’s investments are highly liquid and are carried at market value.
a) Basis of accounting – The Financial Statements have been prepared on a going concern basis and under the historical cost
convention, except for the measurement at fair value of investments and derivative instruments. The Directors have a reasonable
expectation that the Company has adequate resources to continue in operational existence up to 31 October 2023 which is at least
twelve months from the date of approval of these Financial Statements. In making their assessment the Directors have reviewed
income and expense projections, reviewed the liquidity of the investment portfolio and considered the Company’s ability to meet
liabilities as they fall due. This conclusion also takes into account the Director’s assessment of the continuing risks arising from
COVID-19.
In preparing these Financial Statements the Directors have considered the impact of climate change risk as a principal and an
emerging risk as set out on page 25 and on page 28, and have concluded that there was no further impact of climate change to be
taken into account as the investments are valued based on market pricing. In line with FRS 102 investments are valued at fair value,
which for the Company are quoted bid prices for investments in active markets at the balance sheet date. Investments which are
unlisted are priced using market-based valuation approaches. All investments therefore reflect the market participants view of climate
change risk on the investments held by the Company.
The Company’s Going Concern Statement in the Strategic Report on page 29 takes account of all events and conditions up to
31 October 2023 which is at least twelve months from the date of approval of these Financial Statements.
b) Significant accounting estimates and judgements – The preparation of the Financial Statements requires the use of estimates
and judgements. These estimates and judgements affect the reported amounts of assets and liabilities at the reporting date. While
estimates are based on best judgement using information and financial data available, the actual outcome may differ from these
estimates.
The key sources of estimation and uncertainty relate to the fair value of the unlisted investments.
Judgements
The Directors consider whether each fair value is appropriate following detailed review and challenge of the pricing methodology.
The judgement applied in the selection of the methodology used (see Note 2 (k) below) for determining the fair value of each unlisted
investment can have a significant impact upon the valuation.
Estimates
The key estimate in the Financial Statements is the determination of the fair value of the unlisted investments by the Manager’s Fair
Value Committee (“FVC”), with support from the external valuer, for detailed review and appropriate challenge by the Directors. This
estimate is key as it significantly impacts the valuation of the unlisted investments at the Balance Sheet date. When no recent primary
or secondary transaction in the company’s shares have taken place, the fair valuation process involves estimation using subjective
inputs that are unobservable (for which market data is unavailable). The estimates involved in the valuation process may include the
following:
(i) the selection of appropriate comparable companies. Comparable companies are chosen on the basis of their business
characteristics and growth patterns;
(ii) the selection of a revenue metric (either historical or forecast);
(iii) the selection of an appropriate illiquidity discount factor to reflect the reduced liquidity of unlisted companies versus their listed
peers;
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
2 Accounting Policies continued
(iv) the estimation of the likelihood of a future exit of the position through an initial public offering (“IPO”) or a company sale;
(v) the selection of an appropriate industry benchmark index to assist with the valuation; and
(vi) the calculation of valuation adjustments derived from milestone analysis and future cash flows (i.e. incorporating operational
success against the plans/forecasts of the business into the valuation).
As the valuation outcomes may differ from the fair value estimates a price sensitivity analysis is provided in Other Price Risk Sensitivity
in Note 17 below to illustrate the effect on the Financial Statements of an over or under estimation of fair value.
The risk of an over or under estimation of fair value is greater when methodologies are applied using more subjective inputs.
c) Segmental reporting – The Company is engaged in a single segment business and, therefore, no segmental reporting is
provided.
d) Presentation of the Income Statement – In order to reflect better the activities of an investment 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 prepared alongside the Income Statement. The net revenue return after taxation for the year is the measure
the Directors believe appropriate in assessing the Company’s compliance with certain requirements set out in Section 1159 of the
Corporation Tax Act 2010.
e) Income – Income from equity investments is accounted for on the date on which the right to receive the payment is established,
normally the ex-dividend date. Overseas dividends are accounted for gross of any tax deducted at source. Amounts are credited to
the revenue column of the Income Statement. Where the Company has elected to receive its dividends in the form of additional shares
rather than cash, the amount of the cash dividend foregone is recognised in the revenue column of the Income Statement. Any excess
in the value of the shares received over the amount of the cash dividend is recognised in the capital column of the Income Statement.
Special dividends are treated as a revenue receipt or a capital receipt depending on the facts and circumstances of each particular
case.
Derivative instrument income received from dividends on long contracts for difference (“CFDs”) are accounted for on the date on which
the right to receive the payment is established, normally the ex-dividend date. The amount net of tax is credited to the revenue column
of the Income Statement.
Interest received on CFDs, collateral and bank deposits are accounted for on an accruals basis and credited to the revenue column of
the Income Statement. Interest received on CFDs represent the finance costs calculated by reference to the notional value of the CFDs.
f) Investment management fees and other expenses – Investment management fees and other expenses are accounted for on an
accruals basis and are charged as follows:
The base investment management fee is allocated in full to revenue;
The variable investment management fee, is charged/credited to capital as it is based on the performance of the net asset value
per share relative to the Benchmark Index; and
All other expenses are allocated in full to revenue with the exception of those directly attributable to share issues or other capital
events.
g) Functional currency and foreign exchange – The functional and reporting currency of the Company is UK Sterling, which is the
currency of the primary economic environment in which the Company operates. Transactions denominated in foreign currencies are
reported in UK Sterling at the rate of exchange ruling at the date of the transaction. Assets and liabilities in foreign currencies are
translated in the rates of exchange ruling at the Balance Sheet date. Foreign exchange gains and losses arising on the translation
are recognised in the Income Statement as a revenue or a capital item depending on the nature of the underlying item to which they
relate.
h) Finance costs – Finance costs comprise interest on bank overdrafts and collateral and finance costs paid on CFDs, which are
accounted for on an accruals basis, and dividends paid on short CFDs, which are accounted for on the date on which the obligation
to incur the cost is established, normally the ex-dividend date. Finance costs are charged in full to the revenue column of the Income
Statement.
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Notes to the Financial Statements continued
2 Accounting Policies continued
i) Taxation – The taxation charge represents the sum of current taxation and deferred taxation.
Current taxation is taxation suffered at source on overseas income less amounts recoverable under taxation treaties. Taxation is
charged or credited to the revenue column of the Income Statement, except where it relates to items of a capital nature, in which case
it is charged or credited to the capital column of the Income Statement. Where expenses are allocated between revenue and capital
any tax relief in respect of the expenses is allocated between revenue and capital returns on the marginal basis using the Company’s
effective rate of corporation tax for the accounting period. The Company is an approved Investment Trust under Section 1158 of the
Corporation Tax Act 2010 and is not liable for UK taxation on capital gains.
Deferred taxation is the taxation expected to be payable or recoverable on timing differences between the treatment of certain items
for accounting purposes and their treatment for the purposes of computing taxable profits. Deferred taxation is based on tax rates that
have been enacted or substantively enacted when the taxation is expected to be payable or recoverable. Deferred tax assets are
only recognised if it is considered more likely than not that there will be sufficient future taxable profits to utilise them.
j) Dividend paid – Dividends payable to equity shareholders are recognised when the Company’s obligation to make payment is
established.
k) Investments – The Company’s business is investing in financial instruments with a view to profiting from their total return in the
form of income and capital growth. This portfolio of investments is managed and its performance evaluated on a fair value basis, in
accordance with a documented investment strategy, and information about the portfolio is provided on that basis to the Company’s
Board of Directors. Investments are measured at fair value with changes in fair value recognised in profit or loss, in accordance with
the provisions of both Section 11 and Section 12 of FRS 102. The fair value of investments is initially taken to be their cost and is
subsequently measured as follows:
Listed investments are valued at bid prices, or last market prices, depending on the convention of the exchange on which they
are listed; and
Unlisted investments are not quoted, or are not frequently traded, and are stated at the best estimate of fair value. The
Manager’s Fair Value Committee (“FVC”), which is independent of the Portfolio Manager’s team, meets quarterly to determine
the fair value of unlisted investments. These are based on the principles outlined in Note 2 (b) above.
The unlisted investments are valued at fair value following a detailed review and appropriate challenge by the Directors of the pricing
methodology proposed by the FVC.
The FVC provide a recommendation of fair values to the Directors based on recognised valuation techniques that take account of the
cost of the investment, recent arm’s length transactions in the same or similar investments and financial performance of the investment
since purchase. Consideration is also given to the input received from the Fidelity International analyst that covers the company and
valuation reports from a third party specialist.
In accordance with the AIC SORP, the Company includes transaction costs, incidental to the purchase or sale of investments, within
gains on investments in the capital column of the Income Statement and has disclosed these costs in Note 10 below.
l) Derivative instruments – When appropriate, permitted transactions in derivative instruments are used. Derivative transactions into
which the Company may enter include long and short CFDs, futures, options and forward currency contracts. Derivatives are classified
as other financial instruments and are initially accounted and measured at fair value on the date the derivative contract is entered into
and subsequently measured at fair value as follows:
Long and short CFDs - the difference between the strike price and the value of the underlying shares in the contract;
Futures - the difference between the contract price and the quoted trade price;
Forward currency contracts - valued at the appropriate quoted forward foreign exchange rate ruling at the Balance Sheet date;
and
Options - the quoted trade price for the contract.
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
2 Accounting Policies continued
Where transactions are used to protect or enhance income, if the circumstances support this, the income and expenses derived are
included in net income in the revenue column of the Income Statement. Where such transactions are used to protect or enhance
capital, if the circumstances support this, the income and expenses derived are included in gains on derivative instruments in the
capital column of the Income Statement. Any positions on such transactions open at the year end are reflected on the Balance Sheet
at their fair value within current assets or current liabilities.
m) Debtors – Debtors include securities sold for future settlement, accrued income, taxation recoverable and other debtors and
prepayments incurred in the ordinary course of business. If collection is expected in one year or less (or in the normal operating cycle
of the business, if longer) they are classified as current assets. If not, they are presented as non-current assets. They are recognised
initially at fair value and, where applicable, subsequently measured at amortised cost using the effective interest rate method.
n) Amounts held at futures clearing houses and brokers – These are amounts held in segregated accounts as collateral on behalf
of brokers and are carried at amortised cost.
o) Other creditors – Other creditors include securities purchased for future settlement, amounts payable on share repurchases, capital
gains tax payable, investment management fees, secretarial and administration fees and other creditors and expenses accrued in the
ordinary course of business. If payment is due within one year or less (or in the normal operating cycle of the business, if longer) they
are classified as current liabilities. If not, they are presented as non-current liabilities. They are recognised initially at fair value and,
where applicable, subsequently measured at amortised cost using the effective interest rate method.
p) Capital reserve – The following are accounted for in the capital reserve:
Gains and losses on the disposal of investments and derivative instruments;
Changes in the fair value of investments and derivative instruments held at the year end;
Foreign exchange gains and losses of a capital nature;
Variable investment management fees;
Dividends receivable which are capital in nature;
Other expenses which are capital in nature; and
Taxation charged or credited relating to items which are capital in nature.
Technical guidance issued by the Institute of Chartered Accountants in England and Wales in TECH 02/17BL, guidance on the
determination of realised profits and losses in the context of distributions under the Companies Act 2006, states that changes in
the fair value of investments which are readily convertible to cash, without accepting adverse terms at the Balance Sheet date, can
be treated as realised. Capital reserves realised and unrealised are shown in aggregate as capital reserve in the Statement of
Changes in Equity and the Balance Sheet. At the Balance Sheet date, the portfolio of the Company consisted of investments listed
on a recognised stock exchange and derivative instruments contracted with counterparties having an adequate credit rating, and
the portfolio were considered to be readily convertible to cash, with the exception of the level 3 investments which had unrealised
investment holding losses of £188,000 (2021: losses of £57,000). See Note 17 on pages 73 and 74 for further details on the level 3
investments.
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Notes to the Financial Statements continued
3 Income
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Investment income
Overseas dividends 13,905 9,457
Overseas scrip dividends 114 654
14,019 10,111
Derivative income
Dividends received on long CFDs 1,200 720
Interest received on CFDs 20 9
1,220 729
Other interest
Interest received on collateral and bank deposits 17 2
Total income 15,256 10,842
A special dividend of £97,000 has been recognised in capital during the year (2021: £4,103,000).
4 Investment Management Fees
Year ended 31 July 2022 Year ended 31 July 2021
Revenue
£’000
Capital
1
£’000
Total
£’000
Revenue
£’000
Capital
1
£’000
Total
£’000
Investment management fees 2,564 (732) 1,832 2,272 (649) 1,623
1 For the calculation of the variable management fee element, the Company’s NAV return was compared to the Benchmark Index return on a daily basis. The period used
to assess the performance was from 1 August 2018 until a three year history was established. From 1 August 2021 the performance period is on a rolling three year
basis. This has resulted in an underperformance of the NAV and a credit to the Company in the current and prior period.
FIL Investment Services (UK) Limited is the Company’s Alternative Investment Fund Manager and has delegated portfolio management
to FIL Investments International (“FII”). Both companies are Fidelity group companies.
The Company charges base investment management fees to revenue at an annual rate of 0.70% of net assets. In addition, there is
+/- 0.20% variation fee based on the Company’s NAV per share performance relative to the Company’s Benchmark Index which is
charged to capital. Fees are payable monthly in arrears and are calculated on a daily basis.
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
5 Other Expenses
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Allocated to revenue:
AIC fees 20 16
Custody fees 148 128
Depositary fees 31 29
Directors’ expenses 23 13
Directors’ fees* 162 144
Legal and professional fees 109 99
Marketing expenses 157 124
Printing and publication expenses 79 66
Registrars’ fees 37 31
Secretarial and administration fees payable to the Investment Manager 75 75
Sundry other expenses 19 15
Fees payable to the Company’s Independent Auditor for the audit of the Financial Statements 45 28
905 768
Allocated to capital:
Legal and professional fees 3
Other expenses 905 771
* Details of the breakdown of Directors’ fees are disclosed in the Directors’ Remuneration Report on page 40.
6 Finance Costs
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Interest on bank overdrafts and collateral 5 3
Interest paid on CFDs 255 225
Dividends paid on short CFDs 71 59
331 287
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Notes to the Financial Statements continued
7 Taxation on Return on Ordinary Activities
Year ended 31 July 2022 Year ended 31 July 2021
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
a) Analysis of the taxation charge for
the year
Overseas taxation 1,079 1,079 774 774
Indian capital gains tax 1,085 1,085 3,380 3,380
Taxation charge for the year
(see Note 7b) 1,079 1,085 2,164 774 3,380 4,154
b) Factors affecting the taxation charge for the year
The taxation charge for the year is lower than the standard rate of UK corporation tax for an investment trust company of 19% (2021:
19%). A reconciliation of the standard rate of UK corporation tax to the taxation charge for the year is shown below:
Year ended 31 July 2022 Year ended 31 July 2021
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Net return on ordinary activities before
taxation 11,456 4,234 15,690 7,515 100,204 107,719
Net return on ordinary activities before
taxation multiplied by the standard rate of
UK corporation tax of 19% (2021: 19%) 2,177 804 2,981 1,428 19,039 20,467
Effects of:
Capital gains not taxable* (665) (665) (18,916) (18,916)
Income not taxable (2,617) (2,617) (1,866) (1,866)
Excess management expenses 441 441 438 438
Excess interest paid (139) (139) (123) (123)
Expense relief for overseas taxation (1) (1)
Overseas taxation 1,079 1,079 774 774
Indian capital gains tax 1,085 1,085 3,380 3,380
Taxation charge for the year (Note 7a) 1,079 1,085 2,164 774 3,380 4,154
* The Company is exempt from UK corporation tax on capital gains as it meets the HM Revenue & Customs criteria for an investment company set out in Section 1159 of
the Corporation Tax Act 2010.
c) Deferred taxation
A deferred tax asset of £7,858,000 (2021: £7,460,000), in respect of excess management expenses of £29,162,000 (2021: £26,837,000)
and excess interest paid of £2,271,000 (2021: £3,003,000), has not been recognised as it is unlikely that there will be sufficient future
taxable profits to utilise these expenses.
In the Spring Budget of 2021, the UK Government announced that from 1 April 2023 the corporation tax rate will increase to 25%.
Although this rate has been substantively enacted at the balance sheet date and has therefore been applied to calculate the
unrecognised deferred tax asset for the current year, the Chancellor of the Exchequer subsequently announced on 23 September 2022
that the corporation tax rate will remain at 19% from 1 April 2023. This reversal in the tax rate increase has not been substantively
enacted and accordingly has no impact on the tax balances at 31 July 2022. The potential impact of this change on the unrecognised
deferred tax asset at 31 July 2022 would be £1,886,000.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
8 Return per Ordinary Share
Year ended
31.07.22
Year ended
31.07.21
Revenue return per ordinary share 14.21p 9.20p
Capital return per ordinary share 4.31p 132.09p
Total return per ordinary share 18.52p 141.29p
The return per ordinary share is based on the net return on ordinary activities after taxation for the year divided by the weighted
average number of ordinary shares in issue during the year, as shown below:
£’000 £’000
Net revenue return on ordinary activities after taxation 10,377 6,741
Net capital return on ordinary activities after taxation 3,149 96,824
Net total return on ordinary activities after taxation 13,526 103,565
Number Number
Weighted average number of ordinary shares held outside Treasury 73,039,011 73,297,971
9 Dividends Paid to Shareholders
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Dividend paid
Dividend of 8.80 pence per ordinary share paid for the year ended 31 July 2021 6,440
Dividend of 8.50 pence per ordinary share paid for the year ended 31 July 2020 6,241
6,440 6,241
Dividend proposed
Dividend proposed of 14.00 pence per ordinary share for the year ended 31 July 2022 10,086
Dividend proposed of 8.80 pence per ordinary share for the year ended 31 July 2021 6,440
10,086 6,440
The Directors have proposed the payment of a dividend for the year ended 31 July 2022 of 14.00 pence per ordinary share which is
subject to approval by shareholders at the Annual General Meeting on 23 November 2022 and has not been included as a liability in
these Financial Statements. The dividend will be paid on 7 December 2022 to shareholders on the register at the close of business on
28 October 2022 (ex-dividend date 27 October 2022).
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
10 Investments at Fair Value through Profit or Loss
2022
£’000
2021
£’000
Listed investments 337,254 348,779
Unlisted investments 1,591 1,446
Investments at fair value 338,845 350,225
Opening book cost 321,813 266,633
Opening investment holding gains/(losses) 28,412 (25,362)
Opening fair value 350,225 241,271
Movements in the year
Purchases at cost 165,463 201,449
Sales – proceeds (179,551) (186,749)
Gains on investments 2,708 94,254
Closing fair value 338,845 350,225
Closing book cost 336,727 321,813
Closing investment holding gains 2,118 28,412
Closing fair value 338,845 350,225
The Company received £179,551,000 (2021: £186,749,000) from investments sold in the year. The book cost of these investments when
they were purchased was £150,549,000 (2021: £146,269,000). These investments have been revalued over time and until they were
sold any unrealised gains/losses were included in the fair value of the investments.
Investment transaction costs
Transaction costs incurred in the acquisition and disposal of investments, which are included in the gains on the investments above,
were as follows:
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Purchases transaction costs 245 265
Sales transaction costs 390 377
635 642
The portfolio turnover rate of the year was 49.6% (2021: 66.1%).
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
11 Derivative Instruments
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
(Losses)/gains on derivative instruments
Realised (losses)/gains on long CFD positions closed (3,796) 13,998
Realised gains/(losses) on short CFD positions closed 2,584 (910)
Realised (losses)/gains on futures contracts closed (1,222) 970
Realised gains on options contracts closed 193
Realised gains/(losses) on forward currency contracts 126 (35)
Movement in investment holding gains/(losses) on long CFDs 464 (6,357)
Movement in investment holding (losses)/gains on short CFDs (451) 71
Movement in investment holding gains/(losses) on futures 184 (779)
Movement in investment holding gains on options 49
Movement in investment holding gains on forward currency contracts 54 17
(1,815) 6,975
2022
Fair value
£’000
2021
Fair value
£’000
Derivative instruments recognised on the Balance Sheet
Derivative instrument assets 972 437
Derivative instrument liabilities (1,302) (1,335)
(330) (898)
2022 2021
Fair value
£’000
Asset
exposure
£’000
Fair value
£’000
Asset
exposure
£’000
At the year end the Company held the following derivative
instruments:
Long CFDs (218) 29,861 (682) 13,024
Long future (88) 3,997 (336) 4,384
Short CFDs (275) 7,277 176 5,942
Short futures (20) 682 44 1,589
Call option 317 3,034
Forward currency contracts (46) (100)
(330) 44,851 (898) 24,939
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
12 Debtors
2022
£’000
2021
£’000
Securities sold for future settlement 1,848 1,384
Accrued income 1,991 1,595
Taxation recoverable 640 425
Other debtors and prepayments 89 85
4,568 3,489
13 Other Creditors
2022
£’000
2021
£’000
Securities purchased for future settlement 948 2,402
Amount payable on share repurchases 276
Indian capital gains tax payable 2,170 2,902
Creditors and accruals 431 401
3,825 5,705
14 Share Capital
2022 2021
Number of
shares £’000
Number of
shares £’000
Issued, allotted and fully paid
Ordinary shares of 25 pence each held outside Treasury
Beginning of the year 73,178,879 18,295 73,932,107 18,483
Ordinary shares repurchased into Treasury (780,543) (195) (753,228) (188)
End of the year 72,398,336 18,100 73,178,879 18,295
Ordinary shares of 25 pence each held in Treasury
1
Beginning of the year 2,402,010 600 1,648,782 412
Ordinary shares repurchased into Treasury 780,543 195 753,228 188
End of the year 3,182,553 795 2,402,010 600
Total share capital 18,895 18,895
1 Ordinary shares held in Treasury carry no rights to vote, to receive a dividend or to participate in a winding up of the Company.
The cost of ordinary shares repurchased into Treasury during the year was £3,527,000 (2021: £2,660,000).
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
15 Capital and Reserves
Share
capital
£’000
Share
premium
account
£’000
Capital
redemption
reserve
£’000
Other non-
distributable
reserve
£’000
Other
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
At 1 August 2021 18,895 50,501 3,197 7,367 719 273,107 10,278 364,064
Gains on investments (see Note 10) 2,708 2,708
Losses on derivative instruments
(see Note 11) (1,815) (1,815)
Foreign exchange gains 2,609 2,609
Investment management fees (see
Note 4) 732 732
Indian capital gains tax (see Note 7) (1,085) (1,085)
Revenue return on ordinary activities
after taxation for the year 10,377 10,377
Dividend paid to shareholders (see
Note 9) (6,440) (6,440)
Repurchase of ordinary shares (see
Note 14) (719) (2,808) (3,527)
At 31 July 2022 18,895 50,501 3,197 7,367 273,448 14,215 367,623
The capital reserve balance at 31 July 2022 includes investment holding gains of £2,118,000 (2021: gains of £28,412,000) as detailed
in Note 10 above. See Note 2 (p) above for further details. The revenue and capital reserves are distributable by way of dividend.
16 Net Asset Value per Ordinary Share
2022 2021
Total shareholders’ funds £367,623,000 £364,064,000
Ordinary shares held outside of Treasury at year end 72,398,336 73,178,879
Net asset value per ordinary share 507.78p 497.50p
It is the Company’s policy that shares held in Treasury will only be reissued at net asset value per ordinary share or at a premium to
net asset value per ordinary share and, therefore, shares held in Treasury have no dilutive effect.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
17 Financial Instruments
Management of risk
The Company’s investing activities in pursuit of its investment objective involve certain inherent risks. The Board confirms that there
is an ongoing process for identifying, evaluating and managing the risks faced by the Company. The Board with the assistance of
the Manager, has developed a risk matrix which, as part of the internal control process, identifies the risks that the Company faces.
Principal risks identified are economic, political and market, discount management, cybercrime and information security, investment
performance (including the use of derivatives and gearing), shareholder relationship, key person, environmental, social and
governance (“ESG”) and business continuity and operational risks, including third party service providers risks. Other risks identified
are tax and regulatory risks. Risks are identified and graded in this process, together with steps taken in mitigation, and are updated
and reviewed on an ongoing basis. These risks and how they are identified, evaluated and managed are shown in the Strategic
Report on pages 25 to 29.
This Note refers to the identification, measurement and management of risks potentially affecting the value of financial instruments.
The Company’s financial instruments may comprise:
Equity shares (listed and unlisted) and equity linked notes held in accordance with the Company’s investment objective and
policies;
Derivative instruments which comprise CFDs, forward currency contracts, futures and options on listed stocks and equity indices;
and
Cash, liquid resources and short-term debtors and creditors that arise from its operations.
The risks identified arising from the Company’s financial instruments are market price risk (which comprises interest rate risk, foreign
currency risk and other price risk), liquidity risk, counterparty risk, credit risk and derivative instruments risk. The Board reviews and
agrees policies for managing each of these risks, which are summarised below. These policies are consistent with those followed last
year.
Market price risk
Interest rate risk
The Company finances its operations through its share capital and reserves. In addition, the Company has gearing through the use
of derivative instruments. The level of gearing is reviewed by the Board and the Portfolio Manager. The Company is exposed to a
financial risk arising as a result of any increases in interest rates associated with the funding of the derivative instruments.
Interest rate risk exposure
The values of the Company’s financial instruments that are exposed to movements in interest rates are shown below:
2022
£’000
2021
£’000
Exposure to financial instruments that earn interest
Cash at bank 25,368 14,128
Short CFDs – exposure plus fair value 7,002 6,118
Amounts held at futures clearing houses and brokers 2,997 2,825
35,367 23,071
Exposure to financial instruments that bear interest
Long CFDs – exposure less fair value 30,079 13,706
Net exposure to financial instruments that earn interest 5,288 9,365
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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17 Financial Instruments continued
Foreign currency risk
The Company’s net return on ordinary activities after taxation for the year and its net assets can be affected by foreign exchange rate
movements because the Company has income, assets and liabilities which are denominated in currencies other than the Company’s
functional currency which is UK Sterling. The Portfolio Manager may seek to manage exposure to currency movements by using
forward and spot foreign exchange contracts. The Company can also be subject to short-term exposure to exchange rate movements,
for example, between the date when an investment is purchased or sold and the date when settlement of the transaction occurs.
Three principal areas have been identified where foreign currency risk could impact the Company:
Movements in currency exchange rates affecting the value of investments and derivative instruments;
Movements in currency exchange rates affecting short-term timing differences; and
Movements in currency exchange rates affecting income received.
Currency exposure of financial assets
The currency exposure profile of the Company’s financial assets is shown below:
Currency
Investments
at fair value
£’000
Long
exposure to
derivative
instruments
1
£’000
Debtors
2
£’000
Cash at
bank
£’000
2022
Total
£’000
Hong Kong dollar 90,764 25,443 1,318 287 117,812
Indian rupee 87,206 3,783 620 91,609
US dollar 12,367 9,783 1,063 23,801 47,014
Indonesian rupiah 41,649 4 41,653
South Korean won 31,895 68 6 31,969
Taiwan dollar 19,940 1,059 64 21,063
Australian dollar 19,035 19,035
Chinese renminbi 13,063 97 13,160
Singapore dollar 11,149 1,666 12,815
Philippine peso 4,810 (46) 33 4,797
Sri Lankan rupee 3,109 148 3,257
Vietnamese dong 1,173 493 1,666
Other overseas currencies 2,685 2,685
UK Sterling 89 89
338,845 36,846 7,565 25,368 408,624
1 The exposure to the market of long CFDs, long futures and call option after the netting of the forward currency contract.
2 Debtors include amounts held at futures clearing houses and brokers.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
17 Financial Instruments continued
Currency
Investments
at fair value
£’000
Long
exposure to
derivative
instruments
1
£’000
Debtors
2
£’000
Cash at
bank
£’000
2021
Total
£’000
Hong Kong dollar 93,093 10,693 1,104 137 105,027
Indian rupee 80,078 2,524 1,979 84,581
Taiwan dollar 37,202 865 28 38,095
South Korean won 35,849 2 6 35,857
Indonesian rupiah 25,135 25,135
US dollar 7,576 5,113 1,140 11,028 24,857
Australian dollar 21,055 24 21,079
Chinese renminbi 14,606 261 14,867
Singapore dollar 8,562 1,602 10,164
Philippine peso 7,330 (87) 480 7,723
Sri Lankan rupee 6,157 6,157
Vietnamese dong 4,364 115 665 5,144
Other overseas currencies 7,651 (13) 7,638
UK Sterling 1,567 84 1,651
350,225 17,308 6,314 14,128 387,975
1 The exposure to the market of long CFDs and long futures after the netting of the forward currency contract.
2 Debtors include amounts held at futures clearing houses and brokers.
Currency exposure of financial liabilities
The Company finances its investment activities through its ordinary share capital and reserves. The Company’s financial liabilities
comprise short positions on derivative instruments and other payables. The currency profile of these financial liabilities is shown below:
Currency
Short
exposure to
derivative
instruments
1
£’000
Other
creditors
£’000
2022
Total
£’000
US dollar 5,091 7 5,098
Indian rupee 682 2,744 3,426
Hong Kong dollar 2,186 311 2,497
Philippine peso 27 27
Malaysian ringgit 25 25
Taiwan dollar 18 18
UK Sterling 693 693
7,959 3,825 11,784
1 The exposure to the market of short CFDs and short futures.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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17 Financial Instruments continued
Currency
Short
exposure to
derivative
instruments
1
£’000
Other
creditors
£’000
2021
Total
£’000
Hong Kong dollar 4,025 2,166 6,191
Indian rupee 1,589 2,987 4,576
US dollar 1,917 1,917
Australian dollar 98 98
Indonesian rupiah 53 53
Taiwan dollar 9 9
UK Sterling 392 392
7,531 5,705 13,236
1 The exposure to the market of short CFDs and short futures.
Other price risk
Other price risk arises mainly from uncertainty about future prices of financial instruments used in the Company’s business. It
represents the potential loss the Company might suffer through holding market positions in the face of price movements.
The Board meets quarterly to consider the asset allocation of the portfolio and the risk associated with particular industry sectors
within the parameters of the investment objective.
The Portfolio Manager is responsible for actively monitoring the existing portfolio selected in accordance with the overall asset
allocation parameters described above and seeks to ensure that individual stocks also meet an acceptable risk/reward profile. Other
price risks arising from derivative positions, mainly due to the underlying exposures, are estimated using Value at Risk and Stress Tests
as set out in the Company’s internal Risk Management Process Document.
Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulties in meeting obligations associated with financial liabilities. The
Company’s assets mainly comprise readily realisable securities and derivative instruments which can be sold easily to meet funding
commitments if necessary. Short-term flexibility, if required, is achieved by the use of a bank overdraft.
Liquidity risk exposure
At 31 July 2022, the undiscounted gross cash outflows of the financial liabilities were all repayable within one year and consisted of
derivative instrument liabilities of £1,302,000 (2021: £1,335,000) and other creditors of £3,825,000 (2021: £5,705,000).
Counterparty risk
Certain derivative instruments in which the Company may invest are not traded on an exchange but instead will be traded between
counterparties based on contractual relationships, under the terms outlined in the International Swaps and Derivatives Association’s
(“ISDA) market standard derivative legal documentation. These are known as Over the Counter (“OTC) trades. As a result, the
Company is subject to the risk that a counterparty may not perform its obligations under the related contract. In accordance with the
risk management process which the Manager employs, the Manager will seek to minimise such risk by only entering into transactions
with counterparties which are believed to have an adequate credit rating at the time the transaction is entered into, by ensuring that
formal legal agreements covering the terms of the contract are entered into in advance, and through adopting a counterparty risk
framework which measures, monitors and manages counterparty risk by the use of internal and external credit agency ratings and by
evaluating derivative instrument credit risk exposure.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
17 Financial Instruments continued
For OTC and exchange traded derivative transactions, collateral is used to reduce the risk of both parties to the contract. Collateral
is managed on a daily basis for all relevant transactions. At 31 July 2022, £254,000 (2021: £129,000) was held by the brokers in cash
denominated in US dollars in a segregated collateral account on behalf of the Company, to reduce the credit risk exposure of the
Company. This collateral comprised: J.P. Morgan Securities plc £213,000 (2021: £129,000) and Morgan Stanley & Co International plc
£41,000 (2021: £nil). £2,997,000 (2021: £2,825,000), shown as amounts held at futures clearing houses and brokers on the Balance
Sheet, was held by the Company in a segregated collateral account, on behalf of the brokers, to reduce the credit risk exposure of the
brokers. This collateral is comprised of: UBS AG £2,574,000 (2021: £2,559,000) in cash and HSBC Bank Plc £423,000 (2021: £266,000)
in cash.
Credit risk
Financial instruments may be adversely affected if any of the institutions with which money is deposited suffer insolvency or other
financial difficulties. All transactions are carried out with brokers that have been approved by the Manager and are settled on a
delivery versus payment basis. Limits are set on the amount that may be due from any one broker and are kept under review by the
Manager. Exposure to credit risk arises on unsettled security transactions and derivative instrument contracts and cash at bank.
Derivative instruments risk
The risks and risk management processes which result from the use of derivative instruments, are set out in a documented Risk
Management Process Document. Derivative instruments are used by the Manager for the following purposes:
to gain unfunded long exposure to equity markets, sectors or single stocks. Unfunded exposure is exposure gained without an
initial flow of capital;
to hedge equity market risk using derivatives with the intention of at least partially mitigating losses in the exposures of the
Company’s portfolio as a result of falls in the equity market; and
to position short exposures in the Company’s portfolio. These uncovered exposures benefit from falls in the prices of shares which
the Portfolio Manager believes to be over valued. These positions, therefore, distinguish themselves from other short exposures
held for hedging purposes since they are expected to add risk to the portfolio.
RISK SENSITIVITY ANALYSIS
Interest rate risk sensitivity analysis
Based on the financial instruments held and interest rates at 31 July 2022, an increase of 0.25% in interest rates throughout the year,
with all other variables held constant, would have increased the net return on ordinary activities after taxation for the year and
increased the net assets of the Company by £13,000 (2021: increased the net return and increased the net assets by £23,000). A
decrease of 0.25% in interest rates throughout the year would have had an equal but opposite effect.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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17 Financial Instruments continued
Foreign currency risk sensitivity analysis
Based on the financial instruments held and currency exchange rates as at the Balance Sheet date, a 10% strengthening of the UK
Sterling exchange rate against other currencies would have decreased the Company’s net return on ordinary activities after taxation
for the year and decreased the net assets (2021: decreased the net return and decreased the net assets) by the following amounts:
Currency
2022
£’000
2021
£’000
Hong Kong dollar 10,483 8,986
Indian rupee 8,017 7,273
Indonesian rupiah 3,787 2,280
US dollar 3,811 2,085
South Korean won 2,906 3,260
Taiwan dollar 1,913 3,462
Australian dollar 1,730 1,907
Chinese renminbi 1,196 1,352
Singapore dollar 1,165 924
Philippine peso 434 702
Sri Lankan rupee 296 560
Vietnamese dong 151 468
Other overseas currencies 241 693
36,130 33,952
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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Notes to the Financial Statements continued
17 Financial Instruments continued
Based on the financial instruments held and currency exchange rates as at the Balance Sheet date, a 10% weakening of the UK
Sterling exchange rate against other currencies would have increased the Company’s net return on ordinary activities after taxation for
the year and increased the net assets (2021: increased the net return and increased the net assets) by the following amounts:
Currency
2022
£’000
2021
£’000
Hong Kong dollar 12,813 10,982
Indian rupee 9,798 8,889
Indonesian rupiah 4,628 2,787
US dollar 4,657 2,549
South Korean won 3,552 3,984
Taiwan dollar 2,338 4,232
Australian dollar 2,115 2,331
Chinese renminbi 1,462 1,652
Singapore dollar 1,424 1,129
Philippine peso 530 858
Sri Lankan rupee 362 684
Vietnamese dong 185 572
Other overseas currencies 296 848
44,160 41,497
Other price risk – exposure to investments sensitivity analysis
Based on the listed investments held and share prices at 31 July 2022, an increase of 10% in share prices, with all other variables held
constant, would have increased the Company’s net return on ordinary activities after taxation for the year and increased the net assets
of the Company by £33,725,000 (2021: increased the net return and increased the net assets by £34,878,000). A decrease of 10% in
share prices would have had an equal and opposite effect.
An increase of 10% in the valuation of unlisted investments held at 31 July 2022 would have increased the Company’s net return on
ordinary activities after taxation for the year and increased the net assets of the Company by £159,000 (2021: increased the net return
and increased the net assets by £145,000). A decrease of 10% in the valuation would have had an equal and opposite effect.
Other price risk – net exposure to derivative instruments sensitivity analysis
Based on the derivative instruments held and share prices at 31 July 2022, an increase of 10% in the share prices underlying the
derivative instruments, with all other variables held constant, would have increased the Company’s net return on ordinary activities
after taxation for the year and increased the net assets of the Company by £2,893,000 (2021: increased the net return and increased
the net assets by £988,000). A decrease of 10% in share prices would have had an equal and opposite effect.
Fair Value of Financial Assets and Liabilities
Financial assets and liabilities are stated in the Balance Sheet at values which are not materially different to their fair values. As
explained in Notes 2 (k) and (l) above, investments and derivative instruments are shown at fair value. In the case of cash at bank,
book value approximates to fair value due to the short maturity of the instruments.
Fair Value Hierarchy
The Company is required to disclose the fair value hierarchy that classifies its financial instruments measured at fair value at one of
three levels, according to the relative reliability of the inputs used to estimate the fair values.
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17 Financial Instruments continued
Classification Input
Level 1
Valued using quoted prices in active markets for identical assets
Level 2
Valued by reference to inputs other than quoted prices included in level 1 that are observable
(i.e. developed using market data) for the asset or liability, either directly or indirectly
Level 3
Valued by reference to valuation techniques using inputs that are not based on observable
market data
Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value
measurement of the relevant asset. The valuation techniques used by the Company are explained in Notes 2 (k) and (l) above. The
table below sets out the Company’s fair value hierarchy:
Financial assets at fair value through profit or loss
Level 1
£’000
Level 2
£’000
Level 3
£’000
2022
Total
£’000
Investments 330,119 7,135 1,591 338,845
Derivative instrument assets 317 655 972
330,436 7,790 1,591 339,817
Financial liabilities at fair value through profit or loss
Derivative instrument liabilities (108) (1,194) (1,302)
Financial assets at fair value through profit or loss
Level 1
£’000
Level 2
£’000
Level 3
£’000
2021
Total
£’000
Investments 346,634 1,869 1,722 350,225
Derivative instrument assets 44 393 437
346,678 2,262 1,722 350,662
Financial liabilities at fair value through profit or loss
Derivative instrument liabilities (336) (999) (1,335)
The table below sets out the movements in level 3 financial instruments during the year:
Year ended
31.07.22
£’000
Year ended
31.07.21
£’000
Beginning of the year 1,722 339
Purchases at cost 1,049
Transfer into level 3 at cost – Salt Lake Potash* 323
Movement in investment holding (losses)/gains (131) 11
End of the year 1,591 1,722
* Financial instruments are transferred into level 3 on the date they are suspended, delisted or when they have not traded for thirty days.
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Notes to the Financial Statements continued
17 Financial Instruments continued
Below are details of the four investments which fall into level 3 of which the first three investments are unlisted and the last investment
is suspended from trading.
Eden Biologics
Eden Biologics develops biosimilars and is also engaged in providing process development and contract manufacturing solutions to
the biopharmaceutical industry and is an unlisted company. On 26 February 2018, the company voluntarily delisted from the Taipei
Exchange. The valuation at 31 July 2022 is based on the company’s financial information, the macro-environment and benchmarking
the position to a range of comparable market data. As at 31 July 2022, its fair value was £317,000 (2021: £321,000).
Chime Biologics
Chime Biologics is a China-based Contract Development and Manufacturing Organization (CDMO) that provides a solution supporting
customers from early-stage biopharmaceutical development through to late-stage clinical and commercial manufacturing and is
an unlisted company. The valuation at 31 July 2022 is based on the company’s financial information, the macro-environment and
benchmarking the position to a range of comparable market data. As at 31 July 2022, its fair value was £73,000 (2021: £76,000).
Tuhu Car
Tuhu Car is an online retailer of auto spare parts and is an unlisted company. The valuation at 31 July 2022 is based on the
company’s financial information, the macro-environment and benchmarking the position to a range of comparable market data.
As at 31 July 2022, its fair value was £1,201,000 (2021: £1,049,000).
Salt Lake Potash
Salt Lake Potash is a mineral exploration company. The company was suspended from trading on the Australian Stock Exchange on
27 July 2021 and in October 2021 it announced that it would be entering voluntary administration. As at 31 July 2022, its fair value was
£nil (2021: £276,000).
18 Capital Resources and Gearing
The Company does not have any externally imposed capital requirements. The financial resources of the Company comprise its share
capital and reserves, as disclosed in the Balance Sheet on page 53 and any gearing, which is managed by the use of derivative
instruments. Financial resources are managed in accordance with the Company’s investment policy and in pursuit of its investment
objective, both of which are detailed in the Strategic Report on page 24. The principal risks and their management are disclosed in
the Strategic Report on pages 25 to 29 and in Note 17 above.
The Company’s gearing at the year end is set out below:
2022
Asset
exposure
£’000
2021
Asset
exposure
£’000
Long exposure to shares and equity linked notes 338,845 350,225
Long CFDs 29,861 13,024
Long future 3,997 4,384
Call option 3,034
Total long exposures 375,737 367,633
Short CFDs 7,277 5,942
Short futures 682 1,589
Gross Asset Exposure 383,696 375,164
Total Shareholders’ Funds 367,623 364,064
Gross gearing* 4.4% 3.0%
* Gross Asset Exposure less Total Shareholders’ Funds expressed as a percentage of Total Shareholders’ Funds.
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
19 Transactions with the Manager and Related Parties
FIL Investment Services (UK) Limited is the Company’s Alternative Investment Fund Manager and has delegated portfolio management
and the role of company secretary to FIL Investments International (“FII”). Both companies are Fidelity group companies.
Details of the current fee arrangements are given in the Directors’ Report on page 33. During the year, management fees of
£1,832,000 (2021: £1,623,000), and secretarial and administration fees of £75,000 (2021: £75,000) were payable to FII. At the Balance
Sheet date, management fees of £156,000 (2021: £156,000), and secretarial and administration fees of £25,000 (2021: £25,000) were
accrued and included in other creditors. FII also provides the Company with marketing services. The total amount payable for these
services during the year was £157,000 (2021: £124,000). At the Balance Sheet date, marketing services of £20,000 (2021: £25,000)
were accrued and included in other creditors.
Disclosures of the Directors’ interests in the ordinary shares of the Company and Director’s fees and taxable expenses relating to
reasonable travel expenses payable to the Directors are given in the Directors’ Remuneration Report on pages 40 and 41. In addition
to the fees and taxable expenses disclosed in the Directors’ Remuneration Report, £18,000 (2021: £14,000) of employers’ National
Insurance contributions were paid by the Company. At the Balance Sheet date, Directors’ fees of £15,000 (2021: £12,000) were
accrued and payable.
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Alternative Performance Measures
Discount/Premium
The discount/premium is considered to be an Alternative Performance Measure. It is the difference between the NAV of the Company
and the share price and is expressed as a percentage of the NAV. Details of the Company’s discount/premium are on the Financial
Highlights page and are both defined in the Glossary of Terms on page 88 and page 90.
Gross Gearing
Gross Gearing is considered to be an Alternative Performance Measure. See Note 18 on page 74 for details of the Company’s
gearing.
Net Asset Value (“NAV”) per Ordinary Share
The NAV per Ordinary Share is considered to be an Alternative Performance Measure. See the Balance Sheet on page 53 and Note
16 on page 65 for further details.
Ongoing charges
Ongoing charges are considered to be an Alternative Performance Measure. The ongoing charges ratio has been calculated in
accordance with guidance issued by the AIC as the total of management fees and other expenses expressed as a percentage of the
average net assets throughout the year.
2022
£’000
2021
£’000
Investment management fees (£’000) 2,564 2,272
Other expenses (£’000) 905 771
Ongoing charges (£’000) 3,469 3,043
Variable management fees (£’000) (732) (649)
Average net assets (£’000) 366,346 325,111
Ongoing charges ratio 0.95% 0.93%
Ongoing charges ratio including variable management fees 0.75% 0.73%
Revenue, Capital and Total Returns per Share
Revenue, capital and total returns per share are considered to be Alternative Performance Measures. See the Income Statement on
page 51 and Note 8 on page 61 for further details.
Total Return Performance
Total return performance is considered to be an Alternative Performance Measure. NAV per ordinary share total return includes
reinvestment of the dividend in the NAV of the Company on the ex-dividend date. Ordinary share price total return includes the
reinvestment of the net dividend in the month that the ordinary share price goes ex-dividend.
The tables below provide information relating to the NAV per ordinary share and the ordinary share price of the Company and the
impact of the dividend reinvestments and the total returns for the years ended 31 July 2022 and 31 July 2021.
2022
Net asset
value per
ordinary
share
Ordinary
share
price
31 July 2021 497.50p 483.00p
31 July 2022 507.78p 458.00p
Change in year +2.1% -5.2%
Impact of dividend reinvestment +1.8% +1.8%
Total return for the year +3.9% -3.4%
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GOVERNANCEINFORMATION FOR SHAREHOLDERS FINANCIAL STRATEGY
Total Return Performance continued
2021
Net asset
value per
ordinary
share
Ordinary
share
price
31 July 2020 364.39p 335.00p
31 July 2021 497.50p 483.00p
Change in year +36.5% +44.2%
Impact of dividend reinvestment +3.0% +3.4%
Total return for the year +39.5% +47.6%
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Financial Calendar
The key dates in the Company’s calendar are:
31 July 2022
Financial Year End
October 2022
Announcement of results for the year ended 31 July 2022
October 2022
Publication of the Annual Report
27 October 2022
Ex-Dividend Date
28 October 2022
Dividend Record Date
23 November 2022
Annual General Meeting
7 December 2022
Payment of the Dividend
31 January 2023
Half-Year End
April 2023
Announcement of the Half-Yearly results for the six months ended 31 January 2023
April 2023
Publication of the Half-Yearly Report
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
THIS SECTION IS IMPORTANT AND REQUIRES YOUR
IMMEDIATE ATTENTION.
If you are in any doubt as to the action you should take,
you should seek your own personal financial advice from
your stockbroker, bank manager, solicitor or other financial
adviser authorised under the Financial Services and Markets
Act 2000.
The AGM of the Company will be held at 11.00 am on
Wednesday, 23 November 2022 at 4 Cannon Street, London
EC4M 5AB and virtually via the online Lumi AGM meeting
platform. Full details of the meeting are given in the Notice of
Meeting on pages 81 to 84.
Appropriate social distancing and hygiene measures will be in
place for those shareholders attending the AGM in person. For
those shareholders who would prefer not to attend in person or
for whom travel is not convenient, we will live-stream the formal
business and presentations of the meeting online.
Nitin Bajaj, the Portfolio Manager, will be making a presentation
to shareholders highlighting the achievements and challenges
of the year past and the prospects for the year to come. He
and the Board will be very happy to answer any questions
that shareholders may have. Copies of his presentation can be
requested by email at investmenttrusts@fil.com or in writing
to the Secretary at FIL Investments International, Beech Gate,
Millfield Lane, Lower Kingswood, Tadworth, Surrey KT20 6RP.
Properly registered shareholders joining the AGM virtually will be
able to vote on the proposed resolutions. Please see Note 8 to
the Notes to the Notice of Meeting on page 83 for details on how
to vote virtually. Investors viewing the AGM online will be able
to submit live written questions to the Board and the Portfolio
Manager and we will answer as many of these as possible at an
appropriate juncture during the meeting.
Further information and links to the Lumi platform may be found
on the Company’s website www.fidelity.co.uk/asianvalues.
On the day of the AGM, in order to join electronically and
ask questions via the Lumi platform, shareholders will need to
connect to the website https://web.lumiagm.com.
We urge shareholders to vote and make use of the proxy form
provided. Please note that investors on platforms such as Fidelity
Personal Investing, Hargreaves Lansdown, Interactive Investor or
AJ Bell Youinvest will need to request attendance at the AGM
in accordance with the policies of your chosen platform. They
may request that you submit electronic votes in advance of
the meeting. If you are unable to obtain a unique IVC and PIN
from your nominee or platform, we will also welcome online
participation as a guest. Once you have accessed https://web.
lumiagm.com from your web browser on a tablet or computer,
you will need to enter the Lumi Meeting ID which is 118-640-628.
You should then select the ‘Guest Access’ option before entering
your name and who you are representing, if applicable. This will
allow you to view the meeting and ask questions but you will not
be able to vote.
Fidelity Platform Investors - Voting at AGMs
If you hold your shares in the Company through the Fidelity
Platform, then Fidelity passes on to you the right to vote on the
proposed resolutions at the Company’s AGM. Fidelity Platform
Investors are advised to vote online via the Broadridge Service
(a company that specialises in investor voting facilities). Investors
can sign up to this facility via their Fidelity Investor Account.
Proxy Voting
Link Group, the Registrar, introduced a paperless proxy voting
process in 2018. However, for ease of voting, we are sending
a paper Proxy Form to all shareholders who hold shares on
the main share register. This will assist shareholders to vote in
advance of the meeting should they decide not to attend in
person.
If you have sold, transferred or otherwise disposed of all your
shares in the Company, you should pass this document, together
with any accompanying documents, as soon as possible to the
purchaser or transferee, or to the stockbroker, bank or other
agent through whom the sale or transfer was effected, for onward
transmission to the purchaser or transferee.
At the AGM on 23 November 2022, resolutions will be proposed
relating to the items of business set out in the Notice of Meeting
on pages 81 and 82, including the items of special business
summarised below and on the next page.
Authority to Allot Shares
Resolution 12 is an ordinary resolution and provides the Directors
with a general authority to allot securities in the Company
up to an aggregate nominal value of £1,889,522. If passed,
this resolution will enable the Directors to allot a maximum of
7,558,088 ordinary shares which represents approximately 10%
of the issued ordinary share capital of the Company (including
Treasury shares) as at 11 October 2022, and to impose any
limits or restrictions and make any arrangements which they
consider necessary or appropriate to deal with Treasury shares,
fractional entitlements, record dates, legal, regulatory or practical
problems in, or under the laws of, any territory or any other
matter. The Directors would not intend to use this power unless
they considered that it was in the interests of shareholders to do
so. Any shares issued would be at NAV per ordinary share or at
a premium to NAV per ordinary share.
Authority to Disapply Pre-Emption Rights
Resolution 13 is a special resolution disapplying pre-emption
rights and granting authority to the Directors, without the need
for further specific shareholder approval, to make allotments
of equity securities or sale of Treasury shares for cash up to
an aggregate nominal value of £1,889,522 (including Treasury
shares) (approximately 10% of the issued ordinary share capital
of the Company as at 11 October 2022 and equivalent to
7,558,088 ordinary shares).
Authority to Repurchase Shares
Resolution 14 is a special resolution which renews the Company’s
authority to purchase up to 14.99% (10,799,623) of the ordinary
shares in issue (excluding Treasury shares) on 11 October 2022,
either for immediate cancellation or for retention as Treasury
Annual General Meeting
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shares, at the determination of the Directors. Once shares are
held in Treasury, the Directors may only dispose of them in
accordance with the relevant legislation by subsequently selling
the shares for cash or by cancelling the shares. Purchases of
ordinary shares will be made at the discretion of the Directors
and within guidelines set from time to time by them in the light of
prevailing market conditions. Purchases will only be made in the
market at prices below the prevailing NAV per ordinary share.
Recommendation: The Board considers that each of
the resolutions is likely to promote the success of the
Company and is in the best interests of the Company and
its shareholders as a whole. The Directors unanimously
recommend that you vote in favour of the resolutions as they
intend to do in respect of their own beneficial holdings.
By Order of the Board
FIL Investments International
Secretary
11 October 2022
Annual General Meeting continued
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
Notice is hereby given that the Annual General Meeting
of Fidelity Asian Values PLC will be held 4 Cannon Street,
London EC4M 5AB and virtually via the online Lumi AGM
meeting platform on Wednesday, 23 November 2022 at
11.00am for the following purposes:
1. To receive and adopt the Annual Report and Financial
Statements for the year ended 31 July 2022.
2. To declare that a final dividend for the year ended
31 July 2022 of 14.00 pence per ordinary share be paid
to shareholders on the register as at close of business on
28 October 2022.
3. To re-elect Kate Bolsover as a Director.
4. To re-elect Clare Brady as a Director.
5. To elect Sally Macdonald as a Director.
6. To elect Matthew Sutherland as a Director.
7. To re-elect Michael Warren as a Director.
8. To approve the Directors’ Remuneration Report (excluding
the section headed “The Remuneration Policy” set out on
page 39) for the year ended 31 July 2022.
9. To approve the Remuneration Policy as stated in the
Directors’ Remuneration Report on page 39).
10 To reappoint Ernst & Young LLP as Auditor of the Company to
hold office until the conclusion of the next general meeting at
which Financial Statements are laid before the Company.
11. To authorise the Directors to determine the Auditor’s
remuneration.
To consider and, if thought fit, pass the following special
business resolutions of which Resolution 12 will be proposed
as an ordinary resolution and Resolutions 13 and 14 as special
resolutions.
Authority to Allot Ordinary Shares and Disapply Pre-Emption
Rights
Resolutions 12 and 13 will, if approved, authorise the Directors to
allot a limited number of ordinary shares (or to sell any ordinary
shares which the Company elects to hold in Treasury) for cash
without first offering such shares to existing ordinary shareholders
pro rata to their existing holdings. The limit set by the Board is
10% of the number of ordinary shares of the Company (including
Treasury shares) in issue on 11 October 2022. The Directors will
only issue new ordinary shares, or dispose of ordinary shares
held in Treasury, under this authority in order to take advantage
of opportunities in the market as they arise and only if they
believe it is advantageous to the Company’s shareholders to
do so. Any ordinary shares held in Treasury would be re-issued
at net asset value (“NAV”) per ordinary share or at a premium
to NAV per ordinary share. This would ensure that the net effect
of repurchasing and then re-issuing the ordinary shares would
enhance NAV per ordinary share.
12. THAT the Directors 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 or
to grant rights to subscribe for or to convert any securities
into shares in the Company (“relevant securities”) up to an
aggregate nominal amount of £1,889,522 (approximately
10% of the aggregate nominal amount of the issued share
capital of the Company (including Treasury shares) as at
11October 2022) and so that the Directors may impose any
limits or restrictions and make any arrangements which they
consider necessary or appropriate to deal with Treasury
shares, fractional entitlements, record dates, legal, regulatory
or practical problems in, or under the laws of, any territory or
any other matter, such authority to expire at the conclusion of
the next Annual General Meeting (AGM”) of the Company
or the date 15 months after the passing of this resolution,
whichever is the earlier, but so that this authority shall allow
the Company to make offers or agreements before the
expiry of this authority which would or might require relevant
securities to be allotted after such expiry as if the authority
conferred by this resolution had not expired. All previous
unexpired authorities are revoked, but without prejudice to
any allotment of shares or grant of rights already made,
offered or agreed to be made pursuant to such authorities.
13. THAT, subject to the passing of Resolution 12, as set out
above, the Directors be and they are hereby authorised,
pursuant to Sections 570-573 of the Act, to allot equity
securities (as defined in Section 560 of the Act) for cash
pursuant to the authority given by the said Resolution 12
and/or to sell ordinary shares held by the Company as
Treasury shares for cash, as if Section 561 of the Act did not
apply to any such allotment or sale, provided that this power
shall be limited:
a) to the allotment of equity securities or sale of Treasury
shares up to an aggregate nominal amount of
£1,889,522 (approximately 10% of the aggregate
nominal amount of the issued share capital of the
Company (including Treasury shares) as at 11 October
2022); and
b) by the condition that allotments of equity securities or
sales of Treasury shares may only be made pursuant
to this authority at a price of not less than the NAV per
ordinary share,
and this power shall expire at the conclusion of the next
AGM of the Company or the date 15 months after the
passing of this resolution, whichever is the earlier, save
that this authority shall allow the Company to make offers
or agreements before the expiry of this authority, and the
Directors may allot equity securities in relation to such an
offer or agreement as if the authority conferred by this
resolution had not expired.
Authority to Repurchase Ordinary Shares
Resolution 14 is special resolution which, if approved, will renew
the Company’s authority to purchase up to 14.99% respectively
of the number of ordinary shares in issue (excluding Treasury
shares) on 11 October 2022 either for immediate cancellation
or for retention as Treasury shares, at the determination of the
Board. Once shares are held In Treasury, the Directors may
Notice of Meeting
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Notice of Meeting continued
only dispose of them in accordance with the relevant legislation
by subsequently selling the shares for cash or cancelling the
shares. Purchases of ordinary shares will be at the discretion
of the Board and within guidelines set from time to time by the
Board in the light of prevailing market conditions. Purchases will
only be made in the market at prices below the prevailing NAV
per ordinary share, thereby resulting in an increased NAV per
ordinary share.
14. THAT the Company be and is hereby generally and
unconditionally authorised in accordance with Section 701
of the Companies Act 2006 (the “Act”) to make market
purchases (within the meaning of Section 693 of the Act)
of ordinary shares of 25 pence each (the “shares”) in the
capital of the Company provided that:
a) the maximum number of shares hereby authorised to be
purchased shall be 10,799,623;
b) the minimum price which may be paid for a share is 25
pence;
c) the maximum price (excluding expenses) which may be
paid for each share is the higher of:
(i) 5% above the average of the middle market
quotations for the shares as derived from the
London Stock Exchange Official List for the five
business days preceding the date of purchase; and
(ii) the higher of the price of the last independent
trade and the highest current independent
purchase bid on the London Stock Exchange at the
time the purchase is carried out;
d) the authority hereby conferred shall expire at the
conclusion of the next AGM of the Company unless such
authority is renewed prior to such time; and
e) the Company may make a contract to purchase shares
under the authority hereby conferred prior to the expiry
of such authority which will or may be executed wholly
or partly after the expiration of such authority and
may make a purchase of shares pursuant to any such
contract.
By Order of the Board
FIL Investments International
Secretary
11 October 2022
Notes to the Notice of Meeting:
1. A member of the Company entitled to attend and vote at
the Annual General Meeting may appoint a proxy or proxies
to attend and to speak and vote instead of him. A member
may appoint more than one proxy in relation to the Annual
General Meeting provided that each proxy is appointed to
exercise the rights attached to a different share or shares
held by that member. A proxy need not be a member of
the Company. To appoint a proxy via the share portal at
www.signalshares.com, you will need to log in to your
share portal account or register if you have not previously
done so. To register you will need your Investor Code which
can be found on your Form of Proxy.
2. A Form of Proxy is enclosed and must be returned to the
Registrar at the address on the form to arrive not later than
11.00 am on Monday, 21 November 2022. Completion and
return of the form of proxy will not prevent a shareholder
from subsequently attending the meeting and voting in
person if they so wish.
3. To be effective, the instrument appointing a proxy, and
any power of attorney or other authority under which it is
signed (or a copy of any such authority certified notarially
or in some other way approved by the Directors), must be
deposited with the Company’s Registrar, PXS 1, Link Group,
Central Square, 29 Wellington Street, Leeds LS1 4DL not less
than 48 hours before the time for holding the meeting or
adjourned meeting or, in the case of a poll taken more than
48 hours after it is demanded, not less than 24 hours before
the time appointed for the taking of the poll at which it is to
be used.
4. In the case of joint holders, the vote of the senior who
tenders the vote shall be accepted to the exclusion of the
votes of the other joint holders and for this purpose, seniority
shall be determined by the order in which the names stand
in the Register of Members.
5. To appoint a proxy or to give or amend an instruction to
a previously appointed proxy via the CREST system, the
CREST message must be received by the issuer’s agent
RA10 by 11.00 am on Monday, 21 November 2022. 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 Applications Host) from which the issuer’s agent
is able to retrieve the message. After this time any change
of instructions to a proxy appointed through CREST should
be communicated to the proxy by other means. CREST
Personal Members or other CREST sponsored members and
those CREST Members who have appointed voting service
provider(s) should contact their CREST sponsor or voting
service provider(s) for assistance with appointing proxies
via CREST. For further information on CREST procedures,
limitations and systems timings please refer to the CREST
Manual. We may treat as invalid a proxy appointment sent
by CREST in the circumstances set out in Regulation 35(5)
of the Uncertificated Securities Regulations 2001. In any
case your proxy form must be received by the Company’s
Registrar no later than 11.00 am on Monday, 21 November
2022.
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
6. Proxymity Voting – If you are an institutional investor you
may also be able to appoint a proxy electronically via the
Proxymity platform, a process which has been agreed by
the Company and approved by the Registrar. For further
information regarding Proxymity, please go to
www.proxymity.io. Your proxy must be lodged by no later
than 11.00 am on Monday, 21 November 2022 in order to
be considered valid. Before you can appoint a proxy via
this process, you will need to have agreed to Proxymity’s
associated terms and conditions. It is important that you
read these carefully as you will be bound by them and they
will govern the electronic appointment of your proxy.
7. All members are entitled to attend and vote at the AGM
and ask questions. The right to vote at the meeting will
be determined by reference to the Register of Members
as at close of business on Monday, 21 November 2022.
Shareholders are urged to vote using the proxy form
provided or electronically where permitted by your nominee
or platform.
8. The Company is pleased to be able to offer facilities for
shareholders to attend, ask questions and vote at the AGM
electronically in real time should they wish to do so. The
details are set out below.
In order to join the AGM electronically and ask questions via
the platform, shareholders will need to connect to the following
site: https://web.lumiagm.com. Lumi is available as a mobile
web client, compatible with the latest browser versions of
Chrome, Firefox, Edge and Safari and can be accessed using
any web browser, on a PC or smartphone device.
Once you have accessed https://web.lumiagm.com from
your web browser on a tablet or computer, you will be asked
to enter the Lumi Meeting ID which is 118-640-628. You
will then be prompted to enter your unique 11 digit Investor
Code (“IVC”) including any leading zeros and ‘PIN’. Your PIN
is the last 4 digits of your IVC. This will authenticate you as a
shareholder.
Your IVC can be found on your share certificate or as
detailed on your proxy form. Signal Shares users
(www.signalshares.com) will find this under ‘Manage your
account’ when logged in to the Signal Shares portal. You can
also obtain this by contacting Link, our Registrar, by calling
+44 (0) 371 277 1020*.
Access to the AGM will be available from 30 minutes before
the meeting start time, although the voting functionality
will not be enabled until the Chairman of the meeting
declares the poll open. During the AGM, you must ensure
you are connected to the internet at all times in order to vote
when the Chairman commences polling on the Resolutions.
Therefore, it is your responsibility to ensure connectivity for
the duration of the AGM via your wi-fi. A user guide to the
Lumi platform is available on the Company’s pages of the
Manager’s website at: www.fidelity.co.uk/asianvalues.
If you wish to appoint a proxy other than the Chairman of the
meeting and for them to attend the virtual meeting on your
behalf, please submit your proxy appointment in the usual
way before contacting Link Group on +44 (0) 371 277 1020*
in order to obtain their IVC and PIN. It is suggested that you
do this as soon as possible and at least 48 hours (excluding
non-business days) before the meeting.
If your shares are held within a nominee / platform and
you wish to attend the electronic meeting, you will need to
contact your nominee as soon as possible. Your nominee will
need to present a corporate letter of representation to Link
Group, the Registrar, as soon as possible and at least 72
hours (excluding non-business days) before the meeting, in
order that they can obtain for you your unique IVC and PIN
to enable you to attend the electronic meeting.
I f you are unable to obtain a unique IVC and PIN from
your nominee or platform, we will also welcome online
participation as a guest. Once you have accessed
https://web.lumiagm.com from your web browser
on a tablet or computer, you will need to enter the
Lumi Meeting ID which is 118-640-628. You should then
select the ‘Guest Access’ option before entering your name
and who you are representing, if applicable. This will allow
you to view the meeting and ask questions but you will not
be able to vote.
* Lines are open from 9.00 a.m. to 5.30 p.m. Monday to Friday,
excluding public holidays in England and Wales. Calls are
charged at the standard geographic rate and will vary
by provider. Calls outside the UK will be charged at the
applicable international rate.
9. Any person to whom this notice is sent who is a person
nominated under Section 146 of the Companies Act 2006 to
enjoy information rights (a “Nominated Person”) may, under
an agreement between him and the member by whom he
was nominated, have a right to be appointed (or to have
someone else appointed) as a proxy for the meeting. If a
Nominated Person has no such proxy appointment right
or does not wish to exercise it, he may, under any such
agreement, have a right to give instructions to the member
as to the exercise of voting rights. The statement of the rights
of members in relation to the appointment of proxies in
Note 1 above does not apply to Nominated Persons. The
right described in that paragraph can only be exercised by
members of the Company.
10. If the Chairman, as a result of any proxy appointments, is
given discretion as to how the votes which are the subject
of those proxies are cast and the voting rights in respect
of those discretionary proxies, when added to the interests
in the Company’s securities already held by the Chairman,
result in the Chairman holding such number of voting rights
that he has a notifiable obligation under the Disclosure and
Transparency Rules, the Chairman will make the necessary
notifications to the Company and the Financial Conduct
Authority. As a result, any member holding 3% or more of
the voting rights in the Company who grants the Chairman a
discretionary proxy in respect of some or all of those voting
rights and so would otherwise have a notification obligation
under the Disclosure and Transparency Rules, need not make
separate notification to the Company and the Financial
Conduct Authority.
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11. Pursuant to Regulation 41 of the Uncertificated Securities
Regulations 2001, the Company has specified that to be
entitled to attend and vote at the AGM (and for the purpose
of determining the number of votes they may cast), members
must be entered on the Register of Members by close of
business on Monday, 21 November 2022. If the meeting is
adjourned then, to be so entitled, members must be entered
on the Register of Members by close of business on the day
two days before the time fixed for the adjourned meeting,
or, if the Company gives notice of the adjourned meeting, at
any other time specified in that notice.
12. As at 11 October 2022 (the latest practicable date prior to
the publication of this document), the Company’s issued
share capital consisted of 75,580,889 ordinary shares
carrying one vote each. The number of shares held by the
Company in Treasury was 3,535,369. Therefore, the total
number of shares with voting rights in the Company was
72,045,520.
13. Any corporation which is a member can appoint one or
more corporate representative who may exercise on its
behalf all of its powers as a member provided that they do
not do so in relation to the same shares.
14 Shareholders and any proxies or representatives they
appoint understand that by attending the meeting they
are expressly agreeing that they are willing to receive any
communications, including communications relating to the
Company’s securities, made at the meeting.
15. It is possible that, pursuant to requests made by members of
the Company under Section 527 of the Companies Act 2006,
the Company may be required to publish on its website a
statement setting out any matter relating to the audit of the
Company’s accounts (including the Auditor’s report and the
conduct of the audit) that is to be laid before the AGM or
any circumstance connected with an Auditor of the Company
ceasing to hold office since the previous meeting at which
the Annual Report and Financial Statements were laid. The
Company may not require the Shareholders requesting any
such website publication to pay its expenses in complying
with such requests. Where the Company is required to
place a statement on a website under Section 527 of the
Companies Act 2006, it must forward the statement to the
Company’s Auditor not later than the time when it makes
the statement available on the website. The business which
may be dealt with at the AGM includes any statement that
the Company has been required under Section 527 of the
Companies Act 2006 to publish on its website.
16. No Director has a service contract with the Company.
17. A copy of this notice and other information required by
Section 311A of the Companies Act 2006 is published on the
Company’s website at www.fidelity.co.uk/asianvalues.
Registered office: Beech Gate, Millfield Lane, Lower Kingswood,
Tadworth, Surrey KT20 6RP.
Notice of Meeting continued
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
Shareholder Information
Investing in Fidelity Asian Values PLC
Fidelity Asian Values PLC is a company listed on the London
Stock Exchange and you can buy its shares through a platform,
stockbroker, share shop or bank. Fidelity also offers a range of
options, so that you can invest in the way that is best for you.
Details of how to invest and the latest Key Information Document
can be found on the Company’s pages of the Manager’s website
at: www.fidelity.co.uk/asianvalues.
CONTACT INFORMATION
Shareholders and Fidelity’s Platform Investors should contact the
appropriate administrator using the contact details given below
and in the next column. Links to the websites of major platforms
can be found online at: www.fidelityinvestmenttrusts.com.
Shareholders on the main share register
Contact Link Group, Registrar to Fidelity Asian Values PLC, 10th
Floor, Central Square, 29 Wellington Street, Leeds LS1 4DL.
Email: enquiries@linkgroup.co.uk
Telephone: 0371 664 0300 (calls are charged at the standard
geographic rate and will vary by provider. Calls outside the
United Kingdom will be charged at the applicable international
rate. Lines are open 9:00 – 17:30, Monday to Friday excluding
public holidays in England and Wales).
Details of individual shareholdings and other information can
also be obtained online from the Registrar’s Share Portal at
www.signalshares.com. Shareholders are able to manage their
shareholding online by registering for the Share Portal, a free
and secure online access service. Facilities include:
Account Enquiry – Shareholders can access their personal
shareholding, including share transaction history, dividend
payment history and obtain an up-to-date shareholding valuation.
Amendment of Standing Data – Shareholders can change
their registered postal address and add, change or delete
dividend mandate instructions. Shareholders can also download
forms such as change of address, stock transfer and dividend
mandates as well as buy and sell shares in the Company.
Should you have any queries in respect of the Link Share Portal,
contact the helpline on 0371 664 0391 (calls are charged at
the standard geographic rate and will vary by provider. Calls
outside the United Kingdom will be charged at the applicable
international rate. Lines are open 9:00 – 17:30, Monday to Friday
excluding public holidays in England and Wales).
Fidelity Platform Investors
Contact Fidelity, using the freephone numbers given below, or by
writing to: UK Customer Service, Fidelity, PO Box 391, Tadworth,
Surrey KT20 9FU.
Website: www.fidelity.co.uk
Private investors: call free on 0800 41 41 10, 9:00 – 18:00,
Monday to Saturday.
Financial advisers: call free on 0800 41 41 81, 8:00 – 18:00,
Monday to Friday.
General enquiries
General enquiries should be made to the Secretary, at the
Company’s registered office: FIL Investments International,
Investment Trusts, Beech Gate, Millfield Lane, Lower Kingswood,
Tadworth, Surrey KT20 6RP.
Telephone: 01737 834798
Email: investmenttrusts@fil.com
Website: www.fidelityinvestmenttrusts.com
If you hold Fidelity Asian Values PLC shares in an account
provided by Fidelity International, you will receive a report every
six months detailing all of your transactions and the value of your
shares.
ShareGift
You may donate your shares to charity free of charge through
ShareGift. Further details are available at www.sharegift.org.uk.
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Shareholder Information continued
Managers and Advisors
Alternative Investment Fund Manager
(AIFM/the Manager)
FIL Investment Services (UK) Limited
Beech Gate
Millfield Lane
Lower Kingswood
Tadworth
Surrey
KT20 6RP
Investment Manager, Secretary and
Registered Office
FIL Investments International
Beech Gate
Millfield Lane
Lower Kingswood
Tadworth
Surrey
KT20 6RP
Email: investmenttrusts@fil.com
Banker and Custodian
JPMorgan Chase Bank
125 London Wall
London
EC2Y 5AJ
Depositary
J.P.Morgan Europe Limited
25 Bank Street
London
E14 5JP
Financial Adviser and Stockbroker
Jefferies International Limited
100 Bishopsgate
London EC2N 4JL
Independent Auditor
Ernst & Young LLP
25 Churchill Place
London
E14 5EY
Lawyer
Charles Russell Speechlys LLP
5 Fleet Place
London
EC4M 7RD
Registrar
Link Group
10th Floor, Central Square
29 Wellington Street
Leeds
LS1 4DL
Company Information
The Company was launched on 13 June 1996 with one warrant attached to every five shares. The original subscription price for
each share was £1 (the final subscription date for the warrants was December 2006). On 4 March 2010, the Company issued one
subscription share for every five ordinary shares held with a final subscription date of May 2013. A further subscription share issue was
made on 2 December 2016 on the basis of one subscription share for every five held with a final exercise date of 29 November 2019.
The Company is a member of The Association of Investment Companies (the “AIC) from whom general information on investment
trusts can be obtained by telephoning 020 7282 5555 (email address: enquiries@theaic.co.uk).
Price Information
The share price of Fidelity Asian Values PLC is published daily in The Financial Times under the heading “Investment Companies”. It
is also published in The Times and The Daily Telegraph. Price and performance information is also available at www.fidelity.co.uk/
asianvalues.
Investors can also obtain current price information by telephoning Fidelity for free on 0800 41 41 10 or FT Cityline on 0905 817 1690,
(voice activated service) (calls charged at 60p per minute on a per second basis from a BT landline. Charges for other telephone
networks may vary). The Reuters code for Fidelity Asian Values PLC’s ordinary shares is FAS.L, the sedol is 0332231 and the ISIN is
GB0003322319.
Net Asset Value (“NAV”) Information
The Company’s NAV is calculated and released to the London Stock Exchange on a daily basis.
Capital Gains Tax
All UK individuals under present legislation are permitted to have £12,300 of capital gains in the current tax year 2022/2023
(2021/2022: £12,300) before being liable for capital gains tax. Capital gains tax is charged at 10% and 20% dependent on the total
amount of taxable income.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
General Data Protection Regulation (“GDPR)
What personal data is collected and how it is used
The Company is an investment trust which is a public limited company and has certain regulatory obligations such as the requirement to
send documents to its shareholders, for example, the Annual Report and other documents that relate to meetings of the Company. The
Company will, therefore, collect shareholders’ personal data such as names, addresses and identification numbers or investor codes
and will use this personal data to fulfil its statutory obligations.
Any personal data collected will be kept securely on computer systems and in some circumstances on paper. Personal information is
kept secure in line with Fidelity’s Information Security policies and standards. If you are unhappy with how we have used your personal
data, you can complain by contacting the UK Data Protection Officer at Fidelity International, Beech Gate, Millfield Lane, Lower
Kingswood, Tadworth, Surrey KT20 6RP.
Sharing personal data
In order to assist the Company in meeting its statutory requirements, the Company delegates certain duties around the processing
of this data to its third party service providers, such as the Company’s Registrar and Printers. The Company has appointed Fidelity
to undertake marketing activities for the Company and their privacy statement can be found on the Company website at
https://investment-trusts.fidelity.co.uk/security-privacy/
The Company’s agreements with the third party service providers have been updated to be compliant with GDPR requirements.
The Company confirms to its shareholders that their data will not be shared with any third party for any other purpose, such as for
marketing purposes. In some circumstances, it may be necessary to transfer shareholders’ personal data across national borders
to Fidelity Group entities operating in the European Economic Area (“EEA”). Where this does occur, the European standard of
protections will be applied to the personal data that is processed. Where personal data is transferred within the Fidelity group but
outside of the EEA, that data will subsequently receive the same degree of protection as it would in the EEA.
Retention period
We will keep the personal data for as long as is necessary for these purposes and no longer than we are legally permitted to do so.
Requesting access, making changes to personal data and other important information
Shareholders can access the information that the Company holds about them or ask for it to be corrected or deleted by contacting
Fidelity’s UK Data Protection Officer, Fidelity International, Beech Gate, Millfield Lane, Lower Kingswood, Tadworth, Surrey KT20 6RP.
Data Protection
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Glossary of Terms
AAF Report
A report prepared in accordance with the Audit and Assurance
Faculty guidance issued by the Institute of Chartered Accountants
in England and Wales.
ADR (American Depositary Receipt)
A negotiable certificate issued by a US bank representing a
specified number of shares in a foreign stock that is traded on a
US Exchange.
AIC
The Association of Investment Companies (“AIC). The Company
is a member of the AIC.
AIF
Alternative Investment Fund (AIF). The Company is an AIF.
AIFM
Alternative Investment Fund Manager (“AIFM). The Board has
appointed FIL Investment Services (UK) Limited to act as the
Company’s AIFM (the Manager).
AIFMD
The Alternative Investment Fund Managers’ Directive (AIFMD) is
a European Union Directive implemented on 22 July 2014.
Alternative Performance Measures
The Company uses the following Alternative Performance
Measures which are all defined in this Glossary of Terms:
• Discount/Premium;
• Gearing;
Net Asset Value (NAV) per Ordinary Share;
Ongoing Charges;
Revenue, Capital and Total Returns; and
Total Return Performance (Net Asset Value Total Return and
Share Price Total Return).
Asset Exposure
The value of an underlying security or instrument to which
the Company is exposed, whether through direct or indirect
investment (including the economic value of the exposure in the
underlying asset of derivatives).
Benchmark Index
The Benchmark Index is used to calculate the Variable
Management Fee, in accordance with the European Benchmark
Directive. Since 1 February 2020, it is the MSCI All Countries
Asia ex Japan Small Cap Index (net) total return (in Sterling
terms). Prior to that and since 1 August 2015, it was the MSCI All
Countries Asia ex Japan Index (net) total return (in Sterling terms).
Capital Gains Tax (CGT)
The tax that may be payable if shares are sold at a profit.
Collateral
Assets provided as security for the unrealised gain or loss under
a contract for difference.
Comparative Index
The MSCI All Countries Asia ex Japan Small Cap Index (net)
total return (in Sterling terms) against which the performance of
the Company is measured.
Contract for Difference (CFD)
A contract for difference is a derivative. It is a contract between
the Company and an investment house at the end of which the
parties exchange the difference between the opening price and
the closing price of an underlying asset of the specified financial
instrument. It does not involve the Company buying or selling the
underlying asset, only agreeing to receive or pay the movement
in its share price. A contract for difference allows the Company
to gain access to the movement in the share price by depositing
a small amount of cash known as collateral. The Company may
reason that the asset price will rise, by buying (“long” position)
or fall, by selling (“short” position). If the Company holds long
positions, dividends are received and interest is paid. If the
Company holds short positions, dividends are paid and interest is
received.
Corporation Tax
The UK tax the Company may have to pay on its profits for a
year. As an investment trust company, the Company is exempt
from UK corporation tax on its capital gains and does not pay
tax on any UK dividends. It can also offset expenses against
any taxable income and consequently it is tax efficient for the
Company.
Custodian
An entity that holds (as intermediary) the Company’s assets,
arranges the settlement of transactions and administers income,
proxy voting and corporate actions. The Company’s Custodian is
JPMorgan Chase Bank.
Depositary
An entity that oversees the custody, cash arrangements and other
AIFM responsibilities of the Company. J.P.Morgan Europe Limited
act as the Company’s Depositary.
Derivatives
Financial instruments (such as futures, options and contracts
for difference) whose value is derived from the value of an
underlying asset.
Diluted Net Asset Value per Ordinary Share
The diluted net asset value per ordinary share reflects what
the net asset value per ordinary share would have been if all
the rights attached to any outstanding subscription shares had
been exercised at a particular date. A dilution occurs when the
exercise price of the subscription share rights is less than the net
asset value per ordinary share.
Discount
If the share price of the Company is lower than the net asset
value per ordinary share, the Company’s shares are said to be
trading at a discount. It is shown as a percentage of the net
asset value per ordinary share.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
Equity Linked Notes
Debt instruments whose return on investment is linked to specific
equities or equity markets. The return on equity linked notes may
be determined by an equity index, a basket of equities, or a
single equity.
Fair Value
The fair value is the best estimate of the value of the investments,
including derivatives, at a point in time and this is measured as:
Listed investments – valued at bid prices or last market
prices, where available, otherwise at published price
quotations;
Unlisted investments – valued using an appropriate
valuation technique in the absence of an active market;
Contracts for difference – valued as the difference between
the settlement price of the contract and the value of the
underlying shares in the contract (unrealised gains or losses);
Futures and options – valued at the quoted trade price for
the contract; and
Forward currency contracts – valued at the appropriate
quoted forward foreign exchange rate ruling at the Balance
Sheet date.
Fidelity International (Fidelity)
FIL Limited and its subsidiary group companies including FIL
Investment Services (UK) Limited and FIL Investments International
which act as AIFM, Secretary and Investment Manager.
Forward Currency Contract
Agreement to buy or sell a currency at a specified future date
and at a pre-agreed price.
Futures
Agreements to buy or sell a fixed amount of an asset at a fixed
future date and a fixed price.
Gearing
The economic exposure of the portfolio to its underlying assets in
excess of total net assets. It represents the additional exposure to
the market above Shareholders’ Funds. The Company uses two
measures of gearing:
Gross gearing which is the amount by which Gross Asset
Exposure exceeds Shareholders’ Funds expressed as a
percentage of Shareholders’ Funds.
Net gearing which is the amount by which Net Asset
Exposure exceeds Shareholders’ Funds expressed as a
percentage of Shareholders’ Funds.
Gross Asset Exposure
The value of the portfolio to which the Company is exposed,
whether through direct or indirect investment (including the
economic value of the exposure in the underlying asset of the
derivatives but excluding forward currency contracts). It is the sum
total of all Asset Exposures.
Gross Gearing
Gross Asset Exposure in excess of Shareholders’ Funds.
Growth Stocks
Those companies which are considered to have the potential to
outperform the overall market over time because of their future
potential.
Hedging
A strategy aimed at minimising or eliminating the risk or loss
through adverse movements normally involving taking a position
in a derivative such as a future or an option.
Independent Valuer
Kroll (previously Duff & Phelps) who provide an objective and
independent assessment of value of unlisted and hard to price
assets using sophisticated valuation methodologies. It constantly
monitors changing regulations and consistently provides input to
Accounting Standards Boards as they develop implementation
guidance and new financial reporting rules with valuation
implications.
Initial Public Offering (IPO)
An initial public offering (“IPO) is the first sale of stock by a
private company to the public. IPOs are often issued by smaller,
younger companies seeking the capital to expand, but can also
be done by large privately owned companies looking to become
publicly traded.
Investment Manager
FIL Investments International.
Manager
FIL Investment Services (UK) Limited is the appointed Manager
under the Alternative Investment Fund Managers’ Directive
(AIFMD”). It has delegated the portfolio management of assets
to FIL Investments International.
Net Assets or Net Asset Value (NAV)
Also described as “Shareholders’ Funds”, net assets represent
the total value of the Company’s assets less the total value of its
liabilities. For valuation purposes it is common to express the net
asset value on a per ordinary share basis.
Net Asset Value per Ordinary Share
The net asset value divided by the number of ordinary shares in
issue.
Net Gearing
Net Market Exposure in excess of Shareholders’ Funds.
Net Market Exposure
Net Market Exposure is the total of all long exposures, less short
exposures and less exposures hedging the portfolio.
Ongoing Charges
Total operational expense (excluding finance costs and taxation)
incurred by the Company as a percentage of average net asset
values for the reporting year.
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Options
An option is a contract which gives the right but not the
obligation to buy or sell an underlying asset at an agreed price
on or before an agreed date. Options may be calls (buy) or puts
(sell) and are used to gain or reduce exposure to the underlying
asset on a conditional basis.
Portfolio Manager
Nitin Bajaj is the appointed Portfolio Manager of the Company
and is responsible for managing the Company’s assets.
Pre-Emption Rights
Section 561 of the Companies Act 2006 provides that a company
offering a new issue of shares must first make an offer of these
shares, on the same or more favourable terms, in proportion
to the nominal value held to existing shareholders. At each
Annual General Meeting, the Board seeks shareholder approval
to disapply pre-emption rights provision, up to 10% of the
Company’s issued share capital.
Premium
If the share price of the Company is higher than the net asset
value per ordinary share, the Company’s shares are said to be
trading at a premium. The premium is shown as a percentage of
the net asset value per ordinary share.
Price to Book Ratio
The Price to Book ratio (also known as P/B ratio) is a measure of
valuing a company’s share price versus its book value.
Price to Earnings Ratio
The Price to Earnings ratio (also known as P/E ratio) is a measure
of valuing a company’s share price versus its earnings.
Registrar
An entity that manages the Company’s shareholder register. The
Company’s Registrar is Link Group.
Reserves
Share premium account represents the amount by
which the proceeds from the issue of ordinary shares
has exceeded the cost of those ordinary shares. It is not
distributable by way of dividend and cannot be used to fund
share repurchases.
Capital redemption reserve maintains the equity share
capital of the Company and represents the nominal value
of shares repurchased and cancelled. It is not distributable
by way of dividend and it cannot be used to fund share
repurchases.
Other non-distributable reserve represents amounts
transferred from the warrant reserve in prior years with High
Court approval. It is not distributable by way of dividend and
it cannot be used to fund share repurchases.
Other reserve represents amounts transferred from the
share premium account and the capital redemption
reserve in prior years with High Court approval. It is not
distributable by way of dividend. It can be used to fund
share repurchases.
Capital reserve represents realised gains or losses on
investments and derivatives sold, unrealised increases and
decreases in the fair value of investments and derivatives
held and other income and costs recognised in the capital
column of the Income Statement. It is not distributable by
way of dividend. It can be used to fund share repurchases.
Revenue reserve represents retained revenue surpluses
recognised through the revenue column of the Income
Statement. It is distributable by way of dividend.
Return
The return generated in a given period from investments:
Revenue Return – reflects the dividends and interest from
investments and other income net of expenses, finance costs
and taxation;
Capital Return – reflects the return on capital, excluding any
revenue return; and
Total Return – reflects the aggregate of revenue and capital
returns.
Return on Equity
Return on Equity (“ROI”) is a measure of the return on a
company’s stock. The higher the percentage, the more income
the company is generating and adding to shareholder value.
Shareholders’ Funds
Shareholders’ funds are also described as “net asset value” and
represent the total value of the Company’s assets less the total
value of its liabilities as shown in the balance sheet.
Total Return Performance
The return on the share price or net asset value per ordinary
share taking into account the rise and fall of share prices and the
dividends paid to shareholders. Any dividends received by the
shareholder are assumed to have been reinvested in additional
shares (for share price total return) or the Company’s assets (for
net asset value total return).
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 net asset value per ordinary share calculation.
Value Stocks
Usually companies that are currently trading below what they are
really worth and will thus theoretically provide a superior future
return.
Glossary of Terms continued
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
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FINANCIAL GOVERNANCEINFORMATION FOR SHAREHOLDERS STRATEGY
Alternative Investment Fund Manager’s
Disclosure
In compliance with the Alternative Investment Fund Managers’ Directive (AIFMD”), the Board has appointed FIL Investment Services
(UK) Limited (“FISL) as the Company’s Alternative Investment Fund Manager (AIFM”). FISL has delegated the portfolio management
and company secretarial function to FIL Investments International. Details of the current Management Agreement can be found in the
Directors’ Report on page 33.
The table below discloses information required by the Alternative Investment Fund Managers Regulations 2013.
Function AIFM Role and Responsibility AIFMD Disclosure
Investment
management
The AIFM provides portfolio management of
assets and investment advice in relation to the
assets of the Company. It has delegated this
function to FIL Investments International.
The Board remains responsible for setting the
investment strategy, investment policy and
investment guidelines and the AIFM operates
within these guidelines.
Details of the Company’s investment objective, its
strategy and investment policy, including limits, are
on pages 24 and 25.
Risk
management
The AIFM has a responsibility for risk
management for the Company which is in
addition to the Board’s corporate governance
responsibility for risk management.
The Company has a Risk Management
Process Document which demonstrates that
risk management is separated functionally
and hierarchically from operating units and
demonstrates independence safeguards. The
Manager maintains adequate risk management
systems in order to identify, measure and monitor
all risks at least annually under AIFMD. The
Manager is responsible for the implementation
of various risk activities such as risk systems, risk
profile, risk limits and testing.
The Board, as part of UK corporate governance,
remain responsible for the identification of
significant risks and for the ongoing review of the
Company’s risk management and internal control
processes.
The AIFM has an ongoing process for identifying,
evaluating and managing the principal risks faced
by the Company and this is regularly reviewed
by the Board. The Board remains responsible for
the Company’s system of risk management and
internal controls and for reviewing its effectiveness.
Further details can be found in the Strategic Report
on pages 25 to 29 and in Note 17 to the Financial
Statements on pages 66 to 74.
Valuation of
illiquid assets
The AIFMD requires the disclosure of the
percentage of the Alternative Investment Fund’s
assets which are subject to special arrangements
arising from their illiquid nature and any new
arrangements for managing the liquidity of the
Company.
As at the date of this report, none of the Company’s
assets are subject to special arrangements arising
from its illiquid nature.
Job No: 47909 Proof Event: 17 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA
Customer: Fidelity Project Title: FAV Annual Report T: 0207 055 6500 F: 020 7055 6600
92
Fidelity Asian Values PLC
|
Annual Report 2022
Function AIFM Role and Responsibility AIFMD Disclosure
Leverage
The Company uses leverage to increase its
exposure to the stockmarkets of the Asian Region
(excluding Japan) and currently holds derivative
instruments to achieve this. The AIFM has set
maximum levels of leverage that are reasonable.
It has implemented systems to calculate and
monitor compliance against these limits and has
ensured that the limits have been complied with
at all times.
There are two methods of calculating leverage
– the Gross Method which does not reduce
exposure for hedging; and the Commitment
Method which does reduce exposure for hedging.
The maximum leverage limits are 1.80 for the Gross
Method and 1.50 for the Commitment Method.
At 31 July 2022, actual leverage was 1.16 for the
Gross Method and 1.12 for the Commitment Method.
Liquidity
management
The AIFM, in consultation with the Board,
maintains a liquidity management policy which is
considered at least annually.
No new arrangements for managing the liquidity of
the Company have been made. Further details can
be found in Note 17 on page 69.
Remuneration
of the AIFM
The AIFM operates under the terms of Fidelity
International’s Global Remuneration Policy
Statement. This ensures that the AIFM complies
with the requirements of the FCA’s Remuneration
Code (SYSC19A); the AIFM Remuneration Code
(SYSC19B); and the BIPRU Remuneration Code
(SYSC19C).
Details of Fidelity International’s Global Remuneration
Policy can be found at www.fidelityinternational.
com/global/remuneration/default.page.
EU Securities Financing Transactions Regulation (“SFTR”)
The following disclosures relate to contracts for difference (“CFDs”) held by the Company which may be considered Total Return
Swaps under the SFTR which came into force on 12 January 2016.
As at 31 July 2022, all CFDs were contracted bilaterally with open maturities:
Broker
Fair Value
£’000
Percentage
of
Net Assets
Collateral
held by the
broker
£’000
Collateral
held by the
Company
£’000
Goldman Sachs International (UK) (6) 0.00%
HSBC Bank plc (UK) (519) (0.14%) 423
J.P. Morgan Securities plc (UK) 53 0.01% 213
Morgan Stanley & Co International plc (UK) (6) 0.00% 41
UBS AG (UK and India) (15) 0.00%
Collateral held by the broker was denominated in US dollars and held in a segregated account on behalf of the Company with a
maturity of one day. The total return for the year ended 31 July 2022 from CFDs was a loss of £305,000.
Alternative Investment Fund Manager’s
Disclosure continued