Annual Report and Financial Statements for the year ended 30 September 2024
Polar Capital Global Healthcare Trust plc
2024 Annual Report and Financial Statements for the year ended 30 September 2024
Contents
Overview
Our Business at a Glance 1
Highlights 2
Performance 3
Chair’s Statement 4
Board of Directors 6
Board at a Glance 7
Investment Team 8
Manager’s Report
Investment Manager’s Report 11
Ten Largest Investments 21
Full Investment Portfolio 22
Environmental, Social and Governance
Corporate Perspective 24
Investment Perspective 26
ESG Dashboard 28
Governance
Strategic Report 31
Section 172 of the Companies Act 2006 38
Report of the Directors 41
Report on Corporate Governance 42
Audit Committee Report 51
Management Engagement Committee Report 57
Directors’ Remuneration Report 58
Statement of Directors’ Responsibilities 63
Independent Auditors’ Report 64
Financial Statements and Notes
Statement of Comprehensive Income 72
Statement of Changes in Equity 73
Balance Sheet 74
Cash Flow Statement 75
Notes to the Financial Statements 76
Shareholder Information
Alternative Performance Measures (APMs) 97
Glossary of Terms 99
Corporate Information – AGM 102
Corporate Information – Other 103
Contact Information 108
Purpose
The purpose of the Company is to
provide an investment vehicle for
investors which aims to deliver long
term capital growth to Shareholders
from a range of diversified global
healthcare stocks. This purpose is
achieved through implementation of the
Investment Objective and investment
policies incorporating parameters to
ensure excessive risk is not undertaken.
Investment Objective
The generation of capital growth
through investments in a global
portfolio of healthcare stocks.
See more at: polarcapitalhealthcaretrust.co.uk
Overview
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 1
Our Business at a Glance
Management
The Company is an investment trust led by an experienced
Board of independent non-executive Directors with a variety
of expertise in investment and healthcare matters and with
experience in the regulatory and legal framework within
which the Company operates. The role of the Board is to
provide oversight of the Company’s activities and to seek to
ensure that the appropriate controls are in place to deliver the
Investment Objective and to manage the risks associated with
such activities.
The Investment Manager is Polar Capital LLP (“Polar Capital”)
and the appointed Co- Managers are Dr James Douglas
and Mr Gareth Powell supported by the wider Polar Capital
Healthcare Team. Polar Capital LLP is also the Alternative
Investment Fund Manager for the purposes of AIFM
Regulations and is authorised and regulated by the Financial
Conduct Authority.
Life
The Company was incorporated in June 2010 and was
reconstructed in June 2017. As part of the reconstruction,
a wholly owned subsidiary, PCGH ZDP Plc, was created with
a limited life, to provide structural debt in the form of a loan
from the sale of zero dividend preference (ZDP) shares. The
loan was repaid and the ZDP shares redeemed in June 2024.
PCGH ZDP Plc was thereafter put into members voluntary
liquidation in accordance with the Articles of Association.
In the absence of any prior alternative proposals, the articles
of association of the Company require the Directors to put
forward at the first Annual General Meeting to be held
after 1 March 2025 a resolution to place the Company into
members voluntary liquidation. Although taking place more
than 12 months after the signing date of the 2024 annual
report and financial statements, it is relevant to consider this
as part of the going concern assessment. Should a liquidation
resolution be proposed to the AGM and a single vote be cast
in favour, the resolution will pass, and the Company would
be placed into liquidation. Therefore, it has been concluded
that a material uncertainty exists in relation to going concern
surrounding the liquidation vote which may cast significant
doubt about the Company’s ability to continue as a going
concern.
However, subject to consultation with shareholders
and advisors, the Directors intend to review alternative
reconstruction proposals during 2025. On the assumption
that these deliberations result in alternative resolutions being
put to and approved by shareholders, a liquidation resolution
would not be required. As such, the Board concluded that
it remained appropriate to continue to prepare the financial
statements on a going concern basis.
Benchmark
The benchmark since launch has been the MSCI ACWI
Healthcare Index (total return in sterling with dividends
reinvested).
Capital structure
At 30 September 2024 the Company had in issue
124,149,256 Ordinary shares of 25 pence each of which
2,879,256 were held in treasury (2023: 124,149,256
Ordinary shares of which 2,879,256 were held in treasury).
During the year ended 30 September 2024 no shares were
issued or bought back.
Gearing
The Company has historically utilised gearing in the form of
Zero Dividend Preference (ZDP) Shares through its subsidiary,
PCGH ZDP Plc. Following the repayment of the loan provided
by the subsidiary, the Company’s portfolio remains ungeared.
Dividend policy
The Company’s focus remains on capital growth, and while
the Company continues to aim to pay two dividends per year
these are expected to be a small part of shareholder total
return.
Fees
The Investment Manager is entitled to a management fee at
the rate of 0.75% per annum of the lower of the Company’s
market capitalisation and the Company’s adjusted net asset
value. 80% of the management fee is charged to the capital
account and 20% is charged to income.
The Investment Manager may receive a performance fee paid
in cash when various performance parameters are met. No
performance fee has been accrued or is due to be paid for
the year ended 30 September 2024 (2023: nil).
Further details are included in the Strategic Report.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 20242
Overview
Highlights
Financial Highlights
Highlights in detail for year to 30 September 2024
Performance
Net asset value per Ordinary share (total return)* 14.95%
Benchmark Index (MSCI ACWI Healthcare Index (total return in sterling with dividends reinvested)) 9.88%
Since restructuring
Net asset value per Ordinary share (total return) since restructuring *~ 92.62%
Benchmark index total return since restructuring 82.42%
Expenses 2024 2023
Ongoing charges* 0.88% 0.87%
Financials
As at
30 September 2024
As at
30 September 2023
Change
%
Total net assets £479,073,000 £419,182,000 14.29%
Net asset value per Ordinary share 395.05p 345.66p 14.29%
Price per Ordinary share 376.00p 319.00p 17.87%
Discount per Ordinary share* 4.82% 7.71%
Net (cash)/gearing* (0.91%) 9.37%
Ordinary shares in issue (excluding those held in treasury) 121,270,000 121,270,000 -
Ordinary shares held in treasury 2,879,256 2,879,256 -
Dividends
The Company has paid or declared the following dividends relating to the financial year ended 30 September 2024:
Pay Date
Amount per
Ordinary Share Record Date Ex-Date Declared Date
First interim: 31 August 2024 1.20p 2 August 2024 1 August 2024 12 July 2024
Second interim: 28 February 2025 1.20p 7 February 2025 6 February 2025 12 December 2024
Total (2023: 2.20p) 2.40p
* See Alternative Performance Measures on pages 97 and 98.
~ The Company’s portfolio was restructured on 20 June 2017. The total return NAV performance since restructuring is calculated by reinvesting the dividends in the assets of the Company
from the relevant payment date.
Net Asset Value per Ordinary Share (Total Return)*
Net Asset Value per Ordinary Share
2023
2024
395.05p
2023
2024
1.19%
Benchmark Index Price per Ordinary Share
2023
2024
376.00p
2023
2024
£479.1m
Total Net Assets Share Price Total Return*
345.66p
9.88%
2023
2024
319.00p
£419.2m
14.95%
4.21%
2023
2024
1.92%
18.65%
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 3
Overview
Performance since launch (15 June 2010)
Performance since reconstruction (20 June 2017)
Performance
0
100
200
300
400
500
600
700
MSCI ACWI Healthcare Index in sterling with dividends reinvested (TR)
(TR: Total Return, rebased to 100 at launch on 15 June 2010)
Company reconstruction 20 June 2017
Ordinary Share Price (TR) NAV per share (TR)
Sep
2024
Sep
2023
Sep
2022
Sep
2021
Sep
2020
Sep
2019
Sep
2018
Sep
2017
Sep
2016
Sep
2015
Sep
2014
Sep
2013
Sep
2012
Sep
2011
Sep
2010
15 Jun
2010
MSCI ACWI Healthcare Index in sterling with dividends reinvested (TR)
(TR: Total Return, rebased to 100 at reconstruction on 20 June 2017)
Ordinary Share Price (TR) NAV per share (TR)
75
100
125
150
175
200
225
Mar
2026
Sep
2025
Mar
2025
Sep
2024
Mar
2024
Sep
2023
Mar
2023
Sep
2022
Mar
2022
Sep
2021
Mar
2021
Sep
2020
Mar
2020
Sep
2019
Mar
2019
Sep
2018
Mar
2018
Sep
2017
Jun
2017
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 20244
Overview
Chair’s
Statement
Lisa Arnold
Chair
Dear Shareholders
On behalf of the Board, I am pleased to provide
to you the Company’s Annual Report for the
year ended 30 September 2024.
Performance
I am delighted to report that the Company had a very strong
twelve months to 30 September 2024, ending the year 5.07%
ahead of its benchmark (MSCI ACWI Healthcare Index, Total
Return) and returning a NAV per share total return of 14.95%.
Despite a relatively difficult year for the investment trust sector in
general, the discount narrowed slightly during the year, ending
the financial year at 4.82%.
Considering the challenging market backdrop as a whole, the
Company’s performance during the year under review, together
with its longer term track record over the past three and five
year periods, supports our belief in the investment objective and
strategy, as well as demonstrating the benefits of an actively
managed portfolio.
The outperformance was driven by strong stock selection
across the entire market-capitalisation range, particularly in
biotechnology and pharmaceuticals. For the second year in a
row, Zealand Pharma was the highest contributor to overall
performance attribution, as investor appetite for companies with
exposure to the so-called weight loss drugs, and the potential they
offer, continued.
Further information about the Company’s portfolio performance
is covered by our portfolio managers, James Douglas and Gareth
Powell, in their Managers’ Report on pages 11 to 20.
Outlook
We continue to believe the fundamentals for healthcare remain
very strong. As we highlighted last year, innovation drives the
future growth potential of companies, but pressure on healthcare
costs to fund new products and initiatives means that access and
affordability are increasingly critical if the innovation is to flow
through into earnings growth. This is a theme our managers
believe will be a driver for the next twelve months, together
with continued excitement over the potential applications
of technology, especially in Artificial Intelligence and also for
opportunities in emerging markets, particularly China, which
could benefit from increased economic stimulus.
The performance of the healthcare benchmark, whilst delivering
positive absolute returns, has lagged the broader market in
the last year. The healthcare sector is delivering high levels of
innovation and has consistently shown the ability to yield strong
revenue and earnings growth, regardless of the economic, political
and regulatory environment. We remain very excited about the
future prospects for healthcare and the ability to deliver superior
returns for our shareholders
Further detail is provided in the Manager’s Report.
Dividends
The Company’s focus continues to remain on capital growth and
consequently dividends are expected to represent a relatively small
part of shareholders’ total return. The Company has a policy to
pay two small dividends per year, but it is recognised that these
will not necessarily be of equal amounts and may be reduced.
In August 2024 the Company paid an interim dividend of 1.20p
per ordinary share. The Board has declared a further interim
dividend of 1.20p per ordinary share payable to shareholders on
the register as at 7 February 2025. This will bring the total dividend
paid for the financial year under review to 2.40p per ordinary
share, a 9% increase compared to the previous financial year.
Share Capital
The Company has 121,270,000 ordinary shares in issue as at the
date of writing and no shares have been bought back or issued
during the financial year under review. The Company’s share
price on 30 September 2024 was 376.00p (2023: 319.00p).
The Company’s market capitalisation at the financial year end
was £456.0m (2023: £386.9m). The Board has reconfirmed the
authority given to the Manager to use discretion to purchase
shares in the market when deemed appropriate to do so.
Liquidation of Subsidiary Undertaking
As previously reported and announced, the Company’s wholly
owned subsidiary, PCGH ZDP Plc was incorporated with a limited
life of seven years. The purpose of the subsidiary was to issue zero
dividend preference (“ZDP”) shares, the proceeds from which
formed a loan to the parent in the form of structural gearing. This
loan was repaid, and the subsidiary was liquidated on 19 June
2024 in accordance with the Articles of Association. Following
repayment of the loan provided by the subsidiary, the Company’s
portfolio remains ungeared. The Company currently has no
intention of seeking alternative forms of short-term gearing but
will keep this decision under review in conjunction with any
proposed corporate action.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 5
Overview
The Board
There were no changes to the membership of the Board during
the year under review, but shortly following the year end,
Andrew Fleming stepped down from the Board. On behalf of the
remaining Directors, we thank Andrew for his efforts, guidance
and valuable input over the past five years.
In last year’s Annual Report & Accounts we highlighted we had
taken on Ei-Lene Heng as our first Board Apprentice. The Board
Apprentice programme is an initiative designed to develop
aspiring board members and boost diversity in boardrooms. We
are pleased to confirm that Ei-Lene Heng has been invited to,
and has accepted, the continuation of her apprenticeship with
the Board through the next 12 to 15 months, which would
include any corporate action associated with an extension of the
Company’s life. We feel that this will give Ei-Lene relevant and
valuable experience to take into any future non-executive director
(NED) role.
As referenced in my statement to Shareholders last year, the
Board is aware of the FCA’s Diversity and Inclusion Policy
and notes that its current composition does not meet the
recommended gender or ethnicity requirements. Given the
Company’s fixed life and any potential corporate reorganisation
in 2025-26, the Board (via the Nomination Committee) has
concluded that the appropriate time for recruitment would be
shortly before or after any reconstruction plans. We have engaged
with some of our major shareholders via our Company Secretary
and they are understanding of this timeframe. It is a priority of
the Board to be able to meet all aspects of the FCA’s Diversity
policy as part of any future succession plans. At the appropriate
time, the Board will ensure that diversity is considered throughout
any recruitment process, especially when compiling a shortlist of
candidates and selecting individuals for interview.
The Directors’ biographical details are available on the Company’s
website and are provided in the Annual Report.
Cost Disclosures
The Board notes the recent announcement from the government
and Financial Conduct Authority (“FCA”) to reform UK retail
disclosure rules. This announcement also included a forbearance
statement to temporarily exempt investment companies from
PRIIPs and the cost disclosure aspects of MiFID. The Board has
engaged with the Manager to understand the implications and
explore any changes that could be applied to take advantage of
the exemption. The full rules and revised regulations are expected
to be published and come into force in mid-late 2025.
Life
The Board has started considering the future of the Company in
light of its fixed-life and has commenced work with its advisors
on developing and potentially bringing forward proposals for a
corporate reorganisation in 2025. This would be ahead of the
requirement to propose liquidation at the first AGM to be held
after 1 March 2025 which would ordinarily take place in early
2026. As part of these considerations, the Board notes that should
any performance fee be payable to the Investment Manager, it
will crystallise on 1 March 2025, as envisaged at the time of the
previous reorganisation in 2017.This crystallisation, in advance
of the likely effective date for any reorganisation proposals, will
provide shareholders with the opportunity to assess their returns
in advance of any proposals being considered. No performance
fee has been accrued as at 30 September 2024 (2023: nil) or at
the time of writing.
Annual General Meeting
The Company’s Annual General Meeting (“AGM”) will be held
at 16 Palace Street, London, SW1E 5JD at 2:00pm on Thursday,
13 February 2025. The notice of AGM has been provided to
Shareholders and will also be available on the Company’s website.
Detailed explanations of the formal business and the resolutions
to be proposed at the AGM are contained within the Shareholder
Information section on page 102 and in the Notice of AGM. We
will once again upload a copy of the Manager’s Investment
Presentation (on or before 30 January 2025) to the
Company’s website ahead of the AGM to allow broader
access, and as a result will only hold the formal business
meeting in person. The Managers will be available at the AGM
to answer questions and meet shareholders present.
We have provided a zoom link in the Notice of AGM which
will enable anyone interested to view the formal business and
ask questions via the on-line chat function. All formal business
resolutions will be voted on by a poll and we therefore encourage
shareholders to submit their votes ahead of the meeting by proxy
card which is provided with the Notice of Meeting.
Lisa Arnold
Chair
12 December 2024
ANNUAL
GENERAL
MEETING
to be held at 2:00pm on
13 February
2025
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 20246
Overview
Board of Directors
Lisa Arnold
Chair
Independent Non-executive Chair
Appointed to the Board on 1 February 2018 and
as Chair of the Board with effect from 26 February
2020, a member of the Audit and Management
Engagement Committees.
Skills and Experience
Lisa was formerly a global pharmaceuticals and
healthcare analyst for NatWest Markets from
1987 and continued her healthcare career in roles
with UBS Warburg, Commerzbank and Lehman
Brothers. Lisa has held a number of independent
adviser and non-executive roles including nine
years with the Medicines and Healthcare Products
Regulatory Agency (MHRA) and eight years as a
non-executive director of Futura Medical plc.
Other Appointments
Lisa is a non-executive director of Rothesay, the
life insurance company and of Pimco Europe
Limited, the asset manager, where she chairs the
audit committee and serves as Senior Independent
Director. She also chairs the Allied Domecq
pension fund and is a trustee director of Whitbread
Pension Fund.
Rationale for supporting re-election
Lisa has had an extensive career as a global
pharmaceuticals and healthcare analyst ahead of
her taking on non-executive director positions.
Since joining the Board and taking on the Chair
Lisa has delivered investment and strategic
experience along with her detailed and effective
leadership skills. Through Lisa’s pension fund
roles, particularly with the early adoption of TCFD,
she has a comprehensive understanding of the
importance and challenges of ESG and climate
related issues. As Chair, Lisa has worked closely
with the corporate brokers and the Managers
to improve communication both internally
and externally, especially from a shareholder
perspective. Lisa continues to lead the Board
with an inclusive and engaging manner and her
nomination for re-election as Chair and non-
executive Director is supported by both the Board
and the Managers.
PCGH Share Interests
20,000 (0.02
% of ISC)
Annual Remuneration
£45,000
Neal Ransome
Independent Non-Executive Director
and Audit Committee Chair
Independent Non-executive Director
Appointed to the Board on 13 December 2017 and,
with effect from 28 February 2018, as Chair of the
Audit and Management Engagement Committees.
Skills and Experience
Neal is a chartered accountant with an MA in
Modern History from Oxford University. Neal was a
partner at PwC from 1996 to 2013. He led PwC’s
Pharmaceutical and Healthcare M&A practice for
17 years and was also chief operating officer of
PwC’s Advisory Services business.
Other Appointments
Neal is currently chairman of ProVen VCT plc
and Octopus AIM VCT Plc and a trustee of The
Conservation Volunteers.
Rationale for supporting re-election
Neal has recent and relevant financial expertise
with a strong accounting background which
enables him to perform in-depth analyses of
the Company’s performance and Financial
Statements. His extensive experience in evaluating
pharmaceutical and healthcare companies,
having previously led PwC’s Pharmaceutical and
Healthcare M&A practice, further enhances his
qualifications. Neal serves as the Chair of the
Company’s Audit Committee, a role in which he
has had extensive experience from prior board
roles. Neal’s re-election as a non-executive Director
and both Audit and Management Engagement
Committee Chair is supported by the Board and
the Managers.
PCGH Share Interests
10,073 (0.01% of ISC)
Annual Remuneration
£38,500 (including Audit Committee Chair
supplement)
Jeremy Whitley
Independent Non-Executive Director
Independent Non-executive Director
Appointed to the Board on 1 December 2019,
also a member of the Audit and Management
Engagement Committees.
Skills and Experience
Jeremy was formerly Head of UK and European
Equities at Abrdn Asset Management, a position
he held from 2009 to 2017. Previous roles there
included being a senior investment manager on the
Global equities team as well as the Asian equities
team based in Singapore, where he was lead
manager of the Edinburgh Dragon Trust. He began
his investment career at SG Warburg & Co in 1988.
Other Appointments
Jeremy is Chair of The Scottish Oriental Smaller
Companies Trust plc and of JP Morgan Indian
Investment Trust plc. He also acts as trustee to
a number of charitable organisations and social
enterprises.
Rationale for supporting re-election
Jeremy’s extensive experience, particularly from
his previous roles at Abrdn Asset Management,
has equipped him with a global perspective and
the ability to critically review the portfolio. He has
been a strong advocate for clear performance
attribution analysis. Additionally, Jeremy brings
valuable experience from other investment trust
management houses to the Board. Jeremy’s re-
election as a non-executive Director is supported
by the Board and the Managers.
PCGH Share Interests
20,000 (0.02
% of ISC)
Annual Remuneration
£32,500
Andrew Fleming was appointed to the Board on
1 December 2019 and stepped down from the Board
on 21 October 2024 following nearly five years service.
Andrew Fleming
Overview
Board at a Glance
Year ended 30 September 2024 Board
Audit
Committee
Management
Engagement 2023 AGM
Number of Meetings 6 3 1 1
Lisa Arnold 6 3 1 1
Andrew Fleming~ 6 3 1 1
Neal Ransome 6 3 1 1
Jeremy Whitley 6 3 1 1
Board and Committees meetings
< 3 years 0%
3-5 years 50%
> 5 years 50%
Male 3
Female 1
Tenure
Length of Tenure Gender diversity
White British or other
(including minority-white
groups)
100%
Minority Ethnic 0%
Ethnicity
As at
30 September 2024
~ resigned 21 October 2024
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 7
Overview
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 20248
James Douglas, PhD – Co-Manager Gareth Powell, CFA – Co-Manager
James joined Polar Capital in September 2015 and is a Fund Manager
for the Healthcare team. He was appointed co-manager for the Polar
Capital Global Healthcare Trust in August 2019.
Prior to joining Polar Capital, James worked in equity sales
specialising in global healthcare at Morgan Stanley, RBS and HSBC.
James also has equity research experience garnered from his time at
UBS, where he worked as an analyst in the European pharmaceutical
and biotechnology team. Before moving across to the financial
sector, he worked as a consultant for EvaluatePharma.
Gareth joined Polar Capital in 2007 to set up the Healthcare team.
Prior to this, he worked at Framlington where he began his career
in investment management in 1999. Soon afterwards, in 2001, he
joined the Healthcare Team and helped launch the Framlington
Biotech Fund, which he managed from 2004 until his departure.
Gareth studied biochemistry at Oxford, during which time he worked
at Yamanouchi, a leading Japanese pharmaceutical company (later
to become Astellas). As well as this, Gareth worked for the Oxford
Business School and various academic laboratories including the
Sir William Dunn School of Pathology and the Wolfson Institute for
Biomedical Research.
David Pinniger, CFA –
Fund Manager
David joined Polar Capital in August
2003 as a portfolio manager within the
Healthcare team, to launch the Polar Capital
Biotechnology Fund. Prior to joining Polar
Capital, David was portfolio manager of the
International Biotechnology Trust at SV Life
Sciences.
Previously, David spent three years working
at venture capital firm Abingworth as an
analyst managing biotechnology investments
held across the firms venture and specialist
funds, and four years at Morgan Stanley
as an analyst covering the European
pharmaceuticals and biotechnology sector.
Deane Donnigan, Pharm D –
Fund Manager
Deane joined Polar Capital in June 2013 and
is the Lead Manager of the Polar Capital
Healthcare Discovery Fund.
Prior to joining Polar Capital, Deane
began her career at the Medical College
of Georgia, before becoming a clinical
specialist in Drug Information and Adult
Internal Medicine with Emory University
Hospital in Atlanta, Georgia. After several
years, she moved to the UK to join
Framlington (now AXA Framlington) as an
analyst for the healthcare unit trust, led by
Anthony Milford. She went on to become
lead portfolio manager of the Framlington
Healthcare and Framlington Biotechnology
funds. Deane is both a US and UK citizen.
Brett Pollard, PhD –
Fund Manager
Brett Pollard joined the Polar Capital
Healthcare team in September 2021 and has
22 years of healthcare industry experience,
13 of which have been in healthcare
investing.
After completing a PhD in Molecular
Virology at the University of St. Andrews,
Brett worked as a healthcare research
analyst, covering stocks in pharmaceutical,
biotechnology, medical device and
healthcare service subsectors. In 2008, he
co-founded an in vitro diagnostics business
where he initially led corporate and business
development before taking on the role of
Chief Operating Officer.
After time spent in strategic advisory
services, Brett moved back into corporate
development and investor relations’ roles
before joining the Polar Capital Healthcare
team.
Investment Team
Leanne Smith –
Investment Analyst
Audrey Stynes
Leanne joined the Polar Capital Healthcare
team as an Investment Analyst in October
2024. She started at the company in 2021
in the Client Services team as part of the
Investment 20/20 scheme. Leanne has a
BA in Cells and Systems Biology from the
University of Oxford.
Damiano Soardo, CFA –
Investment Analyst
Damiano joined the Polar Capital Healthcare
team as an Investment Analyst in October
2020. He started at the company in 2016 as
part of the Operations team before moving to
the Risk team in 2019. Prior to joining Polar
Capital, he worked as a technical consultant
at a FinTech company. Damiano has an MSc
in Mathematics and Foundations of Computer
Science from the University of Oxford and is a
CFA charter holder.
Tara Raveendran, PhD –
Consultant – Healthcare
Research
Tara joined Polar Capital in September 2021
as a consultant focused on independent
research for the team. Prior to joining Polar
Capital, she was the Head of Healthcare &
Life Sciences Research at Shore Capital.
Previously Tara spent over 15 years working
in equity research, specialising in European
pharmaceuticals, biotechnology and
MedTech at Lehman Brothers and Jefferies.
She has also worked with a number of
healthcare-focused startups through her life
sciences consultancy, SSquared Consulting,
most recently working with the UK
government’s Vaccine Taskforce.
The healthcare industry is
developing ground-breaking
innovations and is adopting
cutting-edge technologies,
but affordability and access
are essential for both
societal good and sustained,
long-term success.
Audrey joined the Polar Capital Healthcare
team in April 2019 as the team assistant.
Aside from organising the team’s
administration and communication
workload both internally and externally,
she coordinates presentations and marketing
materials in addition to generating bespoke
reports that inform daily fund management
activities for the team at large. Previously,
Audrey worked in the company’s Product
and Operations teams when she joined Polar
Capital in March 2018.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 9
Overview
Overview
Manager’s
Report
Track record and an
experienced team
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202410
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 11
Manager’s Report
Investment Manager’s
Report
Over the financial year to 30 September 2024, the Company delivered a Net Asset
Value (NAV) per share total return of 14.95%, a 5.07% outperformance of its
benchmark, the MSCI All Country World Daily Net Total Return Health Care Index.
The absolute performance of the healthcare sector was positive, up 9.88% over
the reporting period, although it underperformed the broader market, as tracked
by the MSCI All Country World Net Total Return Index, which was up 19.9% (all
figures above are in sterling terms).
The Company’s diversification strategy, coupled with its
focus on large capitalisation
1
(cap) healthcare companies
with robust, medium-term growth outlooks, helps drive the
positive risk/return profile of the underlying assets, relative
to the more volatile areas of healthcare. Further, the broad
investment remit affords the opportunity to invest in growth
areas regardless of the economic, political and regulatory
environment.
Importantly, the Company can also invest in earlier-stage,
more innovative and disruptive companies that tend to be
lower down the market-cap and liquidity scales. This is a
key advantage of the Company’s closed-ended structure.
Regardless of size, subsector or geography, stock selection
is central to the investment process as we look to identify
companies where there is a disconnect between valuations
and the near and medium-term growth drivers.
James Douglas
Co-Manager
Gareth Powell
Co-Manager
Market Capitalisation
Market Cap at
30 September
2024
30 September
2023
Mega Cap (> US$100bn) 37.5% 34.5%
Large Cap (US$10bn - US$100bn) 38.7% 46.0%
Mid Cap (US$5bn - US$10bn) 15.3% 14.5%
Small Cap (< US$5bn) 7.5% 14.3%
Other net assets/(liabilities)* 1.0% (9.3)%
Total 100.0% 100.0%
Source: Polar Capital.
* Please note the change in other net assets/ (liabilities) was primarily driven by the repayment of the ZDP shares.
1 The value of a listed company’s shares owned by shareholders; market capitalisation (cap) is the price per share multiplied by the number of shares
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202412
Manager’s Report
In terms of structure, the majority of the Company’s assets
(calculated on a gross basis and referred to as the Growth
portfolio) will be invested in companies with a market cap
>$5bn at the time of investment, with the balance invested in
companies with a market cap <$5bn (a maximum of 20% of
gross assets and referred to as the Innovation portfolio).
At the end of the reporting period, 31 companies in the
portfolio were in the Growth portfolio (91.5% of net assets)
and 6 were in the Innovation portfolio (7.5%).
Following a sluggish start, global equity markets posted
positive gains throughout most of the Company’s financial
year. The main trend that characterised the period was a
significant rotation into some of the more economically
sensitive areas of the market such as information technology
and communication services. The latter was further boosted
by investors’ increased appetite towards companies exposed
to artificial intelligence (AI).
The risk-on environment of the first nine months of the
year also reflected a more benign macroeconomic picture
than initially feared, with falling inflation, resilient growth
prospects and improving supply chain dynamics. The three
months to the end of September suggested a slower
economic environment which boosted more defensive stocks,
although most of those relative gains evaporated with the
surprise 50 basis point (bp
2
) cut from the Federal Reserve
(Fed) in September and fresh stimulus from China.
Reflecting on the Company’s overall positive performance,
there was strong stock selection across the entire
spectrum, partially offset by negative allocation, with the
Company’s above-benchmark exposure to small and mid-
cap stocks the biggest drag on performance. Within the
benchmark, healthcare facilities, healthcare equipment and
biopharmaceuticals (biotechnology and pharmaceuticals
companies) were especially strong, reflecting an acceleration
in utilisation and consumption for the first two subsectors
and the start of new product cycles for biopharmaceuticals.
However, the past 12 months have been more challenging for
the healthcare services, managed healthcare and healthcare
supplies subsectors. The healthcare services and managed
health care subsectors both struggled due to the fear of
elevated medical costs, driven by increased utilisation and
patient volumes. The sub-par performance for the supplies
subsector is more a reflection of a cautious consumer given
its index is heavily populated with dental and ophthalmology
companies.
As set out in last year’s annual report, the focus was on three
key investment themes:
• Innovation: Recent history has witnessed a number of
highly significant medical breakthroughs in a broad range
of therapeutic categories.
• AI and Machine Learning (ML): Advancements in ML
algorithms, greater access to data and the availability
of more powerful mobile networks could materially
accelerate the pace of change in the healthcare industry.
• Emerging markets: After a challenging period, especially
in China, emerging markets should be a source of growth
driven by an ever-increasing demand for healthcare
products and services.
The themes summarised above will continue to be relevant
as we look forward to the next financial year, especially
as reimbursement and access improves for products and
technologies that address unmet medical needs, generate
efficiencies and improve patient outcomes.
We explore these themes in more detail below, in the
‘Healthcare: Fundamentals remain strong’ section.
Over the financial year to the end of September 2024,
the Company outperformed its benchmark by 5.07%,
achieving a positive return on net assets of 14.95%.
This strong performance is particularly notable given the
challenging environment, where the healthcare sector notably
underperformed the broader market. In dollar terms, global
equity markets put a challenging Q3 2023 behind them and
entered a sustained rally for the rest of the financial year, a
rally that was only interrupted by brief periods of weakness in
April and from mid-July to early August.
As referred to above, the positive performance of the
general equity market was largely driven by sectors directly
or indirectly linked to the AI theme, such as information
technology, communication services and utilities. In
contrast, more defensive sectors lagged for the year as the
macroeconomic picture turned more upbeat than the markets
initially expected.
From a subsector perspective, biotechnology and
pharmaceuticals were the best performers for the Company,
bolstered by effective stock selection and positive allocation.
Managed healthcare also made a positive contribution, with
allocation being a more significant factor than selection.
However, stock-picking in healthcare equipment, supplies and
facilities was less successful, becoming the main detractor
from performance, even though allocation in these areas was
favourable.
Investment Manager’s Report continued
2 A basis point is a common unit of measure for interest rates and other percentages in finance
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 13
Manager’s Report
From a market-cap point of view, stock selection was
positive across the entire market capitalisation spectrum.
For mega-cap investments, where the Company was
underweight compared to the benchmark, the allocation
had a negative impact, but stock-picking was notably strong.
Large and mid-cap companies contributed positively, driven
entirely by effective stock selection. Meanwhile, in small-cap
stocks – where the Company was more exposed than the
benchmark – stock selection was robust, but it was not
enough to counteract the negative allocation effect.
On a geographical basis, Europe and North America
contributed positively, with the former having good allocation
and selection while the latter benefitted from good selection
and favourable currency movements. Allocation to Asia
Pacific ex-Japan stocks was negative, while selection was only
marginally positive. The biggest detractor was Japan, entirely
due to stock selection.
The active management of gearing had a marginally positive
contribution to performance after accounting for foreign
exchange moves.
Top 10 Relative Contributors (%)
Average
Stock
Weight
Active
Weight
Stock
Return
Stock
Return
vs BM
Total
Attri-
bution
Zealand Pharma A/S 4.70 4.69 155.24 145.36 5.80
UCB 2.37 2.17 100.51 90.63 2.02
UnitedHealth Group 3.99 -2.22 5.55 -4.33 1.06
Swedish Orphan
Biovitrum 3.14 3.08 43.48 33.60 1.06
Intuitive Surgical 3.58 1.86 52.99 43.11 0.71
Pfizer 0.00 -2.08 -20.58 -30.47 0.69
Sanofi 1.98 0.53 -2.68 -12.57 0.66
Amgen 1.01 -1.01 9.13 -0.76 0.57
Johnson & Johnson 0.33 -4.45 -5.29 -15.17 0.54
Global Health/India 0.91 0.91 28.81 18.93 0.54
Source: Polar Capital; September 2024
Zealand Pharma is a Danish biotechnology company focused
on developing drugs for metabolic and gastrointestinal
diseases. During the period, the company reported
encouraging clinical data for key assets, with pretelintide, a
novel weight-loss medication, garnering the most attention
from the investment community as it demonstrated not only
robust efficacy but also a relatively benign safety profile and
good tolerability. Overall, the stock’s strong performance
reflected the continued enthusiasm that surrounds obesity
assets and their potential to address a significant, unmet
medical need.
Belgian pharmaceutical company UCB saw its stock
price more than double in the past 12 months thanks
to the impressive launch of psoriasis drug Bimzelx in the
US. There was also increased appreciation of the drug’s
wider opportunities in other autoimmune conditions such
as hidradenitis suppurativa (a very painful skin disease
with limited therapeutic options), and for UCB’s other
commercialised assets in epilepsy, osteoporosis and
generalised myasthenia gravis (a rare, chronic condition that
causes muscle weakness).
Consistent with a view that the US healthcare systems
would continue to experience elevated levels of utilisation,
the Company did not hold a position in UnitedHealth
Group, the largest provider of healthcare insurance in the
US, for the first five months of the fiscal year. During the
period, the stock came under pressure as higher medical
costs dented the company’s earning power. However, we
took a position in UnitedHealth Group in March, taking the
view that the healthcare insurer would be able to price its
plans appropriately to offset the higher medical expenses
and return to more predictable earnings growth. This thesis
played out and the stock rebounded through the second half
of the fiscal year.
Swedish Orphan Biovitrum (“SOBI”), a biotechnology
company based in Sweden, performed well thanks to good
execution, positive clinical data for some of its assets and
strong demand for Beyfortus, a prophylactic therapy against
respiratory syncytial virus (a seasonal virus mainly affecting
babies and elderly individuals). For context, Beyfortus is
commercialised in the US by Sanofi which pays SOBI a tiered
royalty in the 25-35% range.
Intuitive Surgical, a leading protagonist in the field of soft-
tissue surgical robots, experienced strong returns as the stock
inflected with the company’s approval and subsequent launch
of its new robot, the DaVinci 5. The initial launch of this
new robot surpassed even the more optimistic expectations
as the latest product has numerous advantages over the
previous version (such as haptic feedback) and represents a
leap forward in technology. Such innovation should continue
to drive conversion of open surgery and laparoscopic surgery
toward robotic approaches and possibly expand the use of
robotic surgery beyond the existing procedure types.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202414
Manager’s Report
Bottom 10 Relative Contributors (%)
Average
Stock
Weight
Active
Weight
Stock
Return
Stock
Return
vs BM
Total
Attri-
bution
Novo Nordisk A/S 1.03 -3.97 17.31 7.43 -1.25
DexCom 2.57 2.02 -34.60 -44.48 -1.08
Legend Biotech Corp 1.13 1.08 -33.96 -43.85 -0.97
Acadia Healthcare 2.25 2.25 -17.91 -27.79 -0.86
Align Technology 0.66 0.42 -24.18 -34.06 -0.81
Bio-Rad Laboratories 1.55 1.47 -15.04 -24.92 -0.69
Penumbra 1.01 1.01 -26.89 -36.77 -0.67
Becton Dickinson 2.58 1.69 -15.11 -25.00 -0.67
R1 RCM 0.35 0.35 -14.41 -24.30 -0.67
Bruker 0.89 0.89 0.90 -8.98 -0.65
Source: Polar Capital; September 2024
Whilst it did have positive exposure during the period under
review to the so called ‘weight loss drugs’, the Company
lacked exposure for most of the period to Novo Nordisk,
a Danish pharmaceutical business focused on metabolic
diseases and, more specifically, obesity. As mentioned earlier,
investors’ appreciation for the market opportunity for Novo
Nordisk’s weight-loss drug Wegovy (a so-called glucagon-like
peptide-1 receptor agonist, or GLP1 for short) and similar
assets continued unabated on the back of good commercial
success, despite supply of the drug still being a constraint,
and compelling new clinical results of the benefits of GLP1s
beyond weight loss.
DexCom, a US company specialising in continuous glucose
monitoring (CGM) for the management of diabetes, started
the fiscal year strongly, recovering from the fears the novel
GLP1 drugs could significantly slow down the funnel of its
patients with type-2 diabetes. However, the stock had a
precipitous fall when the company announced a weak set of
financial results for Q2 2024 coupled with a material cut to
its outlook. The driver behind the reset was a poorly executed
salesforce restructure which led to both lost patients and a
decline in its revenue per patient.
Legend Biotech’s main asset is Carvykti, a drug co-owned
with Johnson & Johnson for the treatment of a type of
bone marrow cancer called multiple myeloma. The company
experienced manufacturing constraints which meant sales for
Carvykti disappointed for a couple of quarters. Additionally,
the competitive landscape intensified as Bristol Myers Squibb
received approval for its cell therapy drug for multiple
myeloma as well as positive clinical data from other, earlier-
stage assets emerging.
Behavioural health provider Acadia Healthcare had a
turbulent past 12 months. Despite relatively solid execution
in a challenging environment, the company came under
significant pressure for legal and regulatory reasons. First,
concerns arose regarding a proposed change in how opioid
addiction treatments are administered in the US, which
could have adversely impacted Acadia’s medication-assisted
treatment business. Second, the company is embroiled
in various lawsuits and received subpoenas related to its
admissions practices, lengths of stay and billing. These
legal proceedings could mean the company is liable to pay
substantial damages.
As a leader in dental aligners, Align Technology offers a less
invasive and more discrete alternative to traditional teeth-
straightening methods. When we initiated a position in the
stock, we took a view that consumers around the world were
in a healthier economic shape than most estimated and that
the demand for clear aligners, which are often considered
discretionary purchases, would start to rebound after a period
of decline. Albeit sales did experience some growth in the first
half of the 2024 calendar year, the company mismanaged its
forward-looking guidance by raising its outlook in the first
quarter but cutting it in the second, which understandably
frustrated the markets. Additionally, data around consumer
sentiment and its spending ability worsened, driving down
expectations of a full recovery of the clear aligner market.
Healthcare: Fundamentals remain strong
The 2023 Annual Report focused on three key themes we
believed were accelerating:
• Innovation: Recent history has witnessed a number of
highly significant medical breakthroughs in a broad range
of therapeutic categories.
• AI and ML: Advancements in ML algorithms, greater
access to data and the availability of more powerful
mobile networks could materially accelerate the pace of
change in the healthcare industry.
• Emerging markets: After a challenging period, especially
in China, emerging markets should be a source of growth
driven by an ever-increasing demand for healthcare
products and services.
Investment Manager’s Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 15
Manager’s Report
We continue to believe the above themes will be important
for some time, especially for the lifeblood of the industry
which is innovation, though access and affordability are also
essential for commercial success and societal wellbeing. With
that in mind, and thinking about the year ahead, we believe
the following investment themes will be the most important:
• Access and affordability: Low-cost, high-quality
medicines allow expanded access, with a new wave of
biosimilars
3
set to deliver much needed savings.
• Reimbursement of AI/ML-enabled technologies:
Investment and innovation is accelerating; the next steps
are broader reimbursement and wider utilisation.
• China: After a challenging period, China should now be a
recovery story driven by significant government stimuli.
Access and affordability: Critical for
medical and financial health
Generic drugs and biosimilars account for c90% of all
US prescriptions but represent only 13% of spending,
offering clear evidence of the value that low-cost, high-
quality medicines bring to patients, healthcare systems and
government budgets alike. As such, it is imperative that
regulators and manufacturers continue to work together
to ensure long-term sustainability for the generics and
biosimilars industry.
Small molecule generics have been an important driver of
cost savings in the world of off-patent pharmaceuticals for
decades, but it is the adoption of biosimilars that is really
starting to accelerate and could lead to the next wave of
savings. To be clear, the concept of biosimilars is far from
new given there have been 61 approvals and 42 launches
in the US as at September 2024 and there have been 106
biosimilars approved in Europe. Focusing first on the US
market, since 2015 biosimilars have generated $36bn in
savings but there appears to be a shift in the healthcare
system that is really starting to accelerate the penetration of
biosimilars, a change that could take the biosimilar market
north of $100bn towards the end of the decade.
Back in January 2024, CVS Caremark, which is the Pharmacy
Benefit Manager (PBM) within health solutions company
CVS Health, announced it will remove branded Humira (a
biologic for the treatment of a number of autoimmune
disorders that generated sales in excess of $20bn at their
peak) from its major national commercial formularies and will
only cover biosimilar Humira instead. This decision should
help accelerate the adoption of biosimilar Humira given
the significantly lower list price it offers its members. As a
reminder, commercial formularies are the drug lists used by
employers, unions and health plans for prescription drug
coverage. As others follow suit, US consumers will start to
benefit from materially lower prices without compromising
their quality of care.
Switching gears to Europe, there is a school of thought that
would argue the biosimilar market is slightly more advanced
given earlier adoption and greater levels of cumulative savings
of €50bn since 2012. More importantly, with more than 100
biologic medicines anticipated to lose patent protection by
the end of 2032, the opportunity to generate further, much
needed savings is hugely significant. In terms of investment
opportunities, the primary beneficiaries are the companies
involved in the manufacture and distribution of biosimilars,
with the second derivative beneficiaries being the life sciences
tools and services companies that provide the equipment and
reagents used during the quality control and manufacturing
processes.
Relevant Company investments include Avantor, Bruker,
Fresenius SE, Lonza Group and Sandoz Group.
Reimbursement of AI/ML-enabled
technologies: Critical to broader
utilisation
In last year’s annual report, we touched on the idea that AI
and ML can be used to make healthcare more productive. On
the services side, key areas highlighted included the ability
to automate coding and billing in hospitals, improving the
efficiency revenue cycle management and helping prevent
fraud. Diagnostics is also an area where AI and ML are
starting to make a difference, especially in colonoscopy and
ultrasound.
3 A biosimilar product is a biological product that is highly similar to, and has no clinically meaningful differences in terms of safety or effectiveness, from an existing reference product
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202416
Manager’s Report
Can an AI overly improve accuracy and, potentially, improve
patient outcomes? There is plenty of evidence to show
the early detection of diseases, especially cancer, can
drive better outcomes for patients. Take breast cancer, for
example, where if the cancer is detected in stage one, i.e. it
is localised, the five-year survival rate is 99%. The Enhanced
Breast Cancer Detection (EBCD) program in the US is a
breakthrough in early detection. It uses AI to help radiologists
detect even subtle lesions and combined with high-quality
mammography systems, EBCD’s AI overlay optimises breast
cancer screening, giving women greater confidence in
their results. Unfortunately, despite what appears to be a
significant medical advance, US insurance is yet to cover the
costs, with EBCD carrying a $40 patient out-of-pocket co-pay.
The technology and ability to innovate is clearly there, as
evidenced by the fact that the US Food and Drug Administration
has approved 950 AI/ML-enabled medical devices to date. The
next challenge for the industry is to deliver consistent results
across a wide range of clinical environments and patient
populations, to demonstrate a deeper understanding of the
clinical benefits versus conventional screening methods and to
obtain broad-based reimbursement, which will ultimately lead to
wider adoption and commercial success.
Relevant Company investments include Intelligent Ultrasound
Group and Intuitive Surgical.
China: Are things starting to turn?
The lifting of the Covid lockdowns was the catalyst for a
strong rebound in economic activity in China in early 2023.
However, growth stalled, with falling consumer spending,
a real estate crisis and slumping exports all contributing
factors. This macro slowdown adversely affected a number of
industries, including the life sciences tools and services sector.
There were also healthcare-specific challenges that have been
weighing on the sector in recent months, primarily an anti-
corruption campaign that led to a decrease in activity within
the healthcare ecosystem.
With the anti-corruption campaign starting to move into
the rearview mirror, attention can now turn to the potential
implications of economic stimulus plans. Starting in March
2024, the Chinese authorities announced a series of initiatives
that could have positive, long-term implications for the
healthcare industry. While not exhaustive, and covering a
broad range of industries besides healthcare, the updates
include plans to upgrade and renew equipment plus a 500bn
yuan relending programme which will go towards China’s
science and technology industries. Further, late in September,
Beijing held a politburo meeting with many taking the view
that there is now a greater sense of urgency to deal with
the country’s economic challenges. With an explicit target
of stopping the property market decline, there is also a
commitment to cutting interest rates and addressing fiscal
policy. All these offer encouragement that there is a greater
sense of urgency to address China’s deflationary environment.
Several healthcare subsectors could benefit from a recovery
in China’s economic fortunes, including medical equipment
and supplies, pharmaceuticals and the life sciences tools
and services industry. After a prolonged period of softness,
driven by cautious spending and industry-wide destocking, it
is perhaps the life sciences tools and services subsector that
appears the most likely to enjoy a positive inflection. More
specifically, the bioprocessing industry has been under pressure
due to conservative spending and industry-side destocking.
Public commentary by industry CEOs, however, appears to
be turning more positive with specific references to increased
annual budgets for science and technology and long-term
investments in instrumentation equipment, technological
advances and advanced research. Predicting the precise timing
of a potential inflection is challenging, though there is high
conviction that the region will continue to be an important
source of long-term growth for the healthcare industry.
Relevant Company investments include Avantor and Bruker.
Investment Manager’s Report continued
Manager’s Report
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 17
US politics: What does a Republican trifecta mean
for healthcare?
In early November it was confirmed that Donald Trump will be
the next US President. With the Republicans retaining control
of the House of Representatives and also flipping the Senate
from being Democratic, the trifecta is complete. Heading into
the election, there was a school of thought that healthcare
was not a key priority for the Republicans, with the focus
more likely to be on the economy, taxes, immigration and the
climate. This may yet turn out to be the case, but when Trump
announced that Robert F Kennedy, Jr (“RFK Jr”) is his nominee
to run the Department of Health and Human Services (HHS),
he introduced a greater level of uncertainty for healthcare
investors given some of RFK Jr’s public comments on vaccines,
especially COVID-19 vaccines, fluoride in water and the
association between HIV and AIDS. Ahead of RFK Jr’s potential
confirmation, far from guaranteed given the controversy
surrounding the nomination, it is maybe worth discussing the
key topics of access to care and drug pricing.
On the subject of access to care and insurance, Trump’s
views on the Affordable Care Act (ACA) have been
somewhat ambiguous, with comments ranging from the
ACA being a “disaster” that needs repealing and replacing
only to then backtrack by saying that he is “not running to
terminate” the ACA but wanted to make it “better” and
“less expensive”. Regardless, there is a potential risk that the
new administration allows the Federal subsidies that provide
financial assistance to millions of Americans to sunset at the
end of 2025, a scenario that would create a headwind for
the healthcare insurance companies exposed to Medicaid and
the exchanges. A second derivative of that scenario would be
less patient volumes running through the healthcare system,
potentially putting modest pressure on healthcare facilities
and providers. On the subject of drug pricing, things become
even more opaque given the Republicans’ lack of public
commentary. Maybe they will look to stall the 2022 Inflation
reduction Act (IRA), which introduced measures aimed at
reducing the cost of prescription drugs for US seniors, or
perhaps the Trump Administration will look to negotiate even
bigger price discounts? Regardless of the eventual outcome,
a Republican trifecta and Trump’s surprising nominee to
run the HHS, has introduced a greater level of near-term
uncertainty, near-term uncertainty that could yield interesting
medium-term investment opportunities.
Positioning and process
The Company began the financial year with significant
exposure to healthcare facilities, biotechnology and healthcare
supplies alongside a modest positive tilt towards managed
care. The biggest underweight was in the pharmaceuticals
sector, with smaller underweights in healthcare distributors,
healthcare services and life sciences tools and services.
As the year progressed, the sustainability of high levels of
utilisation that characterised much of 2023 and the start
of 2024 became a concern, plus valuations appeared to be
rather stretched, especially for facilities stocks. As such, the
overweight positions in healthcare facilities and medical devices
(i.e. healthcare supplies and equipment) were reduced, having
had an elevated exposure for the first half of the financial
year. Nonetheless, we maintained a positive stance on these
sectors, especially supplies, focussing on companies with
reasonable valuations that are either in the middle of a new
product cycle or whose sales growth and earning power are
under-appreciated by the market. We would also note that
medical technology companies are perhaps the ones further
ahead in their adoption of AI, although we would also caveat
that there remain reimbursement barriers that could slow the
monetisation of new AI applications.
Throughout the financial year, the Company was consistently
underweight versus the benchmark in pharmaceuticals and
overweight in biotechnology. Variations in the magnitude of
the difference versus the benchmark were mostly driven by
stock specifics, with innovation and new product cycles central
to the decision-making process. As a collective, pharmaceutical
companies tend to have mature revenue and earnings growth
profiles but there have been significant breakthroughs in areas
such as obesity, Alzheimer’s disease and respiratory disorders
like COPD (smoker’s cough) and RSV (respiratory syncytial virus)
that are changing the investment landscape for some. Not only
do these breakthroughs meet high unmet medical needs, but
they offer significant commercial opportunities that could drive
very attractive revenue and earnings growth.
As a reminder, the Company has exposure to this theme
through holdings in companies like Eli Lilly, Sanofi, SOBI and
Zealand Pharma (a biotechnology company).
Also, the Company adopted a less negative stance on life
sciences tools and services, an industry that has faced several
challenges in recent years, from customers reducing inventories
for bioprocessing consumables and primary packaging
components, depressed emerging biotechnology funding,
muted replacement cycles for equipment, a more cautious
approach to R&D (research and development) from larger
biopharmaceutical companies and a slump in Chinese demand.
Looking ahead, the industry’s end-market fundamentals
remain intact and exposure to the subsector has increased on
a view that the tide will eventually turn. Thanks to the stimulus
measures announced by the Chinese government, there could
be a rebound in demand for life science equipment in China.
Moreover, there are signs that early-stage biotechnology
funding is improving which should benefit outsourcing
companies such as Contract Research Organisations and
Contract Development and Manufacturing Organisations.
Finally, commentaries from various sources suggest customer
inventory destocking is ending and that a new replacement
cycle for basic life science instrumentations is emerging.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202418
Manager’s Report
-20 -15 -10 -5 0 5 10 15
Pharmaceuticals
Healthcare Services
Life Sciences Tools & Services
Healthcare Distributors
Healthcare Technology
Metal, Glass & Plastic Containers
Healthcare Facilities
Managed Healthcare
Healthcare Equipment
Healthcare Supplies
Biotechnology
-20 -15 -10 -5 0 5 10 15
Pharmaceuticals
Healthcare Services
Life Sciences Tools & Services
Healthcare Distributors
Healthcare Technology
Metal, Glass & Plastic Containers
Healthcare Facilities
Managed Healthcare
Healthcare Equipment
Healthcare Supplies
Biotechnology
Source: Polar Capital.
Subsector weightings relative to benchmark
30 September 2024 30 September 2023
-20 -15 -10 -5 0 5 10 15
Pharmaceuticals
Healthcare Services
Life Sciences Tools & Services
Healthcare Distributors
Healthcare Technology
Metal, Glass & Plastic Containers
Healthcare Facilities
Managed Healthcare
Healthcare Equipment
Healthcare Supplies
Biotechnology
-20 -15 -10 -5 0 5 10 15
Pharmaceuticals
Healthcare Services
Life Sciences Tools & Services
Healthcare Distributors
Healthcare Technology
Metal, Glass & Plastic Containers
Healthcare Facilities
Managed Healthcare
Healthcare Equipment
Healthcare Supplies
Biotechnology
Source: Polar Capital.
Note: Sector exposure refers to the extent to which the Fund is overweight or underweight in each sector compared (relative) to the index (MSCI All Country World/Healthcare Total Return Index).
Geographical Exposure at 30 September 2024 30 September 2023
United States 46.2% 65.1%
Switzerland 12.6% 7.1%
Denmark 8.7% 8.3%
Japan 6.1% 7.6%
France 6.0% 3.9%
Netherlands 3.9% -
Ireland 3.4% 0.8%
Germany 3.3% 2.3%
Belgium 2.8% -
United Kingdom 2.5% 10.6%
Sweden 2.1% 2.8%
Italy 1.4% -
Other net assets/(liabilities) 1.0% (9.3%)
India - 0.8%
Total 100.0% 100.0%
Geographical Exposure at 2023
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Geographical Exposure at 2022
Sector Exposure at 2023
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Sector Exposure at 2022
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Geographical Exposure at 2023
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Geographical Exposure at 2022
Sector Exposure at 2023
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Sector Exposure at 2022
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Geographical Exposure
2024
2023
Source: Polar Capital; September 2024
Investment Manager’s Report continued
Manager’s Report
Sector Exposure at 30 September 2024 30 September 2023
Pharmaceuticals 28.0% 30.8%
Biotechnology 20.5% 20.2%
Healthcare Equipment 14.3% 15.4%
Life Sciences Tools & Services 10.8% 6.8%
Managed Healthcare 7.7% 11.1%
Healthcare Supplies 5.4% 7.6%
Healthcare Facilities 3.5% 9.7%
Healthcare Services 3.3% 2.4%
Metal & Glass Containers 2.3% 2.5%
Healthcare Technology 2.3% 2.0%
Other net assets/(liabilities) 1.0% (9.3%)
Healthcare Distributors 0.9% 0.8%
Total 100.0% 100.0%
Geographical Exposure at 2023
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Geographical Exposure at 2022
Sector Exposure at 2023
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Sector Exposure at 2022
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Geographical Exposure at 2023
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Other net assets/(liabilities)
India
Italy
Sweden
United Kingdom
Belgium
Germany
Ireland
Netherlands
France
Japan
Denmark
Switzerland
United States
Geographical Exposure at 2022
Sector Exposure at 2023
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Sector Exposure at 2022
Healthcare Distributors
Other net assets/(liabilities)
Healthcare Technology
Metal & Glass Containers
Healthcare Services
Healthcare Facilities
Healthcare Supplies
Managed Healthcare
Life Sciences Tools & Services
Healthcare Equipment
Biotechnology
Pharmaceuticals
Sector Exposure
2024
2023
Source: Polar Capital; September 2024; Please note the change in other net assets/(liabilities) was primarily driven by the repayment of the ZDP shares, as discussed below
From a geographic perspective, the Company continues to
have an overweight stance in Europe and, albeit on a smaller
scale, Japan. The biggest changes to the portfolio were a
substantial decrease in our exposure to North America and
a corresponding increase in European holdings. This shift in
positioning was an effect of stock selection and changes in
the allocation to subsectors.
We also note that the exposure to small-cap stocks (<$5bn)
was reduced versus the start of the financial year. This was
driven by a preference for select investments in the Growth
portfolio.
While our previous charts focus on subsector and
geographical weightings, bottom-up stock selection is
central to our investment process. The healthcare industry is
complex and dynamic, characterised by varied news flow, and
lends itself to active management. We aim to capitalise on
dislocations between near-term valuations and medium-term
fundamentals. Our in-house idea generation is complemented
by external research, with conviction built through company
meetings, investor conferences, and discussions with expert
physicians and consultants. Our team adheres to a strong
valuation discipline, examining a wide range of metrics,
including sales and earnings revisions, price-to-earnings
ratios, enterprise values and free cash flow.
Net gearing
The Company has historically used gearing in the form of
Zero Dividend Preference (ZDP) Shares through its subsidiary,
PCGH ZDP Plc, which was created as part of the Company’s
restructure in 2017 for the sole purpose of providing a
loan to the parent. As previously announced, the subsidiary
company was incorporated with a limited life of seven years
and therefore the ZDP Shares were repaid and the Company
liquidated on 19 June 2024 in accordance with its Articles of
Association.
During the financial year, until the liquidation of the
subsidiary and repayment of the loan, gearing averaged
7.8%, adjusted to reflect the risk/reward outlook throughout
the past 12 months. Following repayment of the loan
provided by the subsidiary, the Company’s portfolio has
remained ungeared. The team continues to adopt a top-
down strategy in respect of the Company’s portfolio whereby
active decisions are made on market cap, subsector and
geographic exposure, depending on the current macro-
outlook of the team which is formulated with the help of
third-party research and monitoring many key risk indicators.
Alternative gearing sources may be considered in due course.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 19
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202420
Manager’s Report
Outlook for healthcare: Finding solutions
to complex problems
On an absolute basis, this financial year has been a
rewarding one for healthcare investors, albeit that the
sector has underperformed the broader market which has
favoured more consumer-driven sectors such as information
technology and communication services. With sentiment
towards healthcare weak, as illustrated by extreme exchange-
traded fund (ETF) outflows from the sector, the outlook from
a contrarian perspective feels really compelling. After all, the
sector continues to design and develop innovative medicines
and technologies that are yielding attractive commercial
rewards, the demand for products and services continues
unabated and the industry’s global reach offers multiple
sources of long-term, durable growth.
The healthcare industry is incredibly dynamic and investing
heavily in developing innovative solutions to solve
complex problems. However, innovation without access
is not sufficient, so addressing the challenge of access
and affordability is of equal importance, not just for the
commercial success of the companies but also for societal
good. Thankfully, we are seeing evidence that payers,
especially on the private side, are making concerted efforts
to address the challenge and, as we think about the
financial year ahead, this theme will become more and more
important, in both developed and emerging markets.
The manufacture, approval and launch of safe and effective
biosimilars will not only generate material savings and expand
access to care, but also offer durable growth prospects
for the leading protagonists. The challenge for the payers,
especially on the commercial side in the US, is to ensure
that the right mechanisms are put in place to drive access
and volumes. Similarly with AI/ML-enabled technologies,
where the pace of innovation is very dynamic, healthcare
systems must first get comfortable with the quality of the
data outputs, and secondly introduce the appropriate levels
of reimbursement to reflect the value of the technologies
and ensure broad utility. Emerging markets, especially China
which could benefit from economic stimulus, are another
area of interest which could see a renaissance in the coming
months and years as the healthcare system finds the right
balance between cost control, compliance and attracting
innovative, best-in-class therapies, devices and capital
equipment.
In conclusion, whilst the healthcare sector currently appears
to be out of favour relative to the broader market, it is
delivering high levels of innovation and has consistently
shown the ability to generate strong revenue and earnings
growth, regardless of the economic, political and regulatory
environment. Add in a greater focus on access and
affordability and we believe the prospects to be very bright
indeed.
James Douglas and Gareth Powell
Co-Managers of the Polar Capital Global Healthcare Trust plc
12 December 2024
Investment Manager’s Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 21
Manager’s Report
Ten Largest Investments
As at 30 September
Ranking Market Value £'000 % of total net assets
2024 2023 Stock Sector Country 2024 2023 2024 2023
1 (1) Pharmaceuticals United States 37,952 28,037 7.9% 6.7%
Eli Lily is a US-based pharmaceutical company that manufactures and distributes pharmaceuticals primarily in the areas of diabetes,
oncology and auto-immune disorders.
2 (-)
Managed Healthcare United States 36,900 - 7.7% -
UnitedHealth is an American managed healthcare and insurance company working to build a modern, high-performing health
system through improved access, affordability, outcomes and experiences.
3 (-)
Pharmaceuticals Denmark 29,395 - 6.1% -
Novo Nordisk is a global healthcare company, headquartered in Denmark. It manufactures and markets pharmaceutical products and
services. Key branded drugs include Levemir, NovoLog, Novolin, NovoSeven, NovoEight and Victoza
4 (4)
Biotechnology United States 22,508 25,463 4.6% 6.1%
AbbVie Inc. discovers, develops, manufactures, and sells pharmaceuticals worldwide.
5 (-)
Pharmaceuticals Switzerland 21,457 - 4.5% -
Roche Holding AG (Roche) is a research-based healthcare company who develops medicines for various disease areas, including
oncology, immunology, infectious diseases, ophthalmology and neuroscience.
6 (-)
Pharmaceuticals France 17,095 - 3.6% -
Sanofi is a diversified healthcare company that manufactures and distributes pharmaceuticals, vaccines and also a consumer health
division. Therapeutic areas of interest within the pharmaceutical division include diabetes, auto-immune disorders, multiple sclerosis,
and oncology.
7 (-) Fresenius Healthcare Services Germany 15,584 - 3.3% -
Fresenius is a European multinational health care company providing products and services for dialysis in hospitals, as well as
inpatient and outpatient medical care
8 (-)
Pharmaceuticals Switzerland 14,947 - 3.1% -
Sandoz is the global leader in generic and biosimilar medicines.
9 (-) Terumo Healthcare Equipment Japan 14,764 - 3.1% -
Terumo is a global leader in medical technology. Its products range from vascular intervention and cardio-surgical solutions, blood
transfusion and cell therapy technology, to medical products essential for daily clinical practice such as transfusion systems, diabetes
care, and peritoneal dialysis treatments.
10 (7)
Healthcare Equipment United States 14,273 17,482 3.0% 4.2%
Intuitive Surgical develops, manufactures, and markets products that enable physicians and healthcare providers to enhance the
quality of and access to minimally invasive care in the United States and internationally.
Total – 10 Largest Investments 224,875 46.9%
Manager’s Report
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 21
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202422
Manager’s Report
Full Investment Portfolio
As at 30 September
Ranking Market Value £’000 % of total net assets
2024 2023 Stock Sector Country 2024 2023 2024 2023
1 (1) Eli Lilly Pharmaceuticals United States 37,952 28,037 7.9% 6.7%
2 (-) UnitedHealth Managed Healthcare United States 36,900 - 7.7% -
3 (-) Novo Nordisk Pharmaceuticals Denmark 29,395 - 6.1% -
4 (4) AbbVie Biotechnology United States 22,508 25,463 4.6% 6.1%
5 (-) Roche Pharmaceuticals Switzerland 21,457 - 4.5% -
6 (-) Sanofi Pharmaceuticals France 17,095 - 3.6% -
7 (-) Fresenius Healthcare Services Germany 15,584 - 3.3% -
8 (-) Sandoz Pharmaceuticals Switzerland 14,947 - 3.1% -
9 (-) Terumo Healthcare Equipment Japan 14,764 - 3.1% -
10 (7) Intuitive Surgical Healthcare Equipment United States 14,273 17,482 3.0% 4.2%
Top 10 investments 224,875 46.9%
11 (-) Insulet Healthcare Equipment United States 13,633 - 2.8% -
12 (-) UCB Pharmaceuticals Belgium 13,521 - 2.8% -
13 (20) Lonza Life Sciences Tools & Services Switzerland 13,215 10,358 2.8% 2.5%
14 (6) Zealand Pharma Biotechnology Denmark 12,497 19,655 2.6% 4.7%
15 (-) ICON Life Sciences Tools & Services Ireland 12,122 - 2.5% -
16 (27) BioMerieux Healthcare Equipment France 11,678 8,777 2.4% 2.1%
17 (-) Bruker BioSciences Life Sciences Tools & Services United States 11,077 - 2.3% -
18 (18) AptarGroup Metal & Glass Containers United States 11,011 10,480 2.3% 2.5%
19 (-) Avidity Biosciences Biotechnology United States 10,732 - 2.2% -
20 (15) Acadia Healthcare Healthcare Facilities United States 10,654 10,787 2.2% 2.6%
Top 20 investments 345,015 71.8%
21 (9) Alcon Healthcare Supplies Switzerland 10,529 14,397 2.2% 3.4%
22 (-) Argenx Biotechnology Netherlands 10,497 - 2.2% -
23 (19) Swedish Orphan Biovitrum Biotechnology Sweden 9,865 10,400 2.1% 2.5%
24 (-) Vaxcyte Biotechnology United States 8,936 - 1.9% -
25 (-) ConvaTec Healthcare Supplies United Kingdom 8,900 - 1.9% -
26 (-) Penumbra Healthcare Equipment United States 8,675 - 1.8% -
27 (-) Avantor Life Sciences Tools & Services United States 8,407 - 1.8% -
28 (26) Legend Biotech Biotechnology United States 8,272 9,565 1.7% 2.3%
29 (34) Medley Healthcare Technology Japan 8,148 4,953 1.7% 1.2%
30 (-) Merus Biotechnology Netherlands 8,027 - 1.7% -
Top 30 investments 435,271 90.8%
31 (28) Cytokinetics Biotechnology United States 6,980 8,172 1.5% 1.9%
32 (-) Stevanato Life Sciences Tools & Services Italy 6,737 - 1.4% -
33 (41) Amvis Healthcare Facilities Japan 6,242 2,350 1.3% 0.6%
34 (-) RxSight Healthcare Supplies United States 6,009 - 1.3% -
35 (17) DexCom Healthcare Equipment United States 5,731 10,560 1.2% 2.5%
36 (38) Uniphar Healthcare Distributors Ireland 4,440 3,196 0.9% 0.8%
37 (37) Intelligent Ultrasound Healthcare Technology United Kingdom 2,726 3,272 0.6% 0.8%
Total equities 474,136 99.0%
Other net assets 4,937 1.0%
Net assets 479,073 100.0%
Environmental, Social and Governance
Environmental,
Social and
Governance
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 23
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202424
Environmental, Social and Governance
Corporate Perspective
As an investment trust with a wholly non-executive,
independent Board of Directors we delegate the operational
aspects of running the Company to third parties, primarily
the Investment Manager. However, the ultimate responsibility
to shareholders lies with the Board. We recognise that this
includes elements of ESG and over recent years ESG has
become ever more important to investors, from a cost, risk
and impact perspective across all aspects of the Company.
Investment trust companies currently have relatively few
ESG specific regulatory reporting requirements but we strive
to be cognisant of best practice as we pursue a long-term and
sustainable future for the Company. We also keep abreast of
the ESG landscape, and the Managers report their assessment
of the portfolio in ESG terms and the associated operations of
the management house, Polar Capital. Over recent times the
ESG dialogue with the Managers and third-party providers
has increased greatly; what it is, how it is integrated and how
it affects all elements of the business. We recognise however
that this is not a short journey, and we have some way to
go. We separate ESG into those areas that we as a Board can
have a direct impact on, and those areas where we are reliant
on others.
ESG and Third Party Service Providers
The Investment Manager (on behalf of all clients) receives
assurance on an annual basis that, where required, third
party service providers comply with the requirements of the
Modern Slavery Act and adhere to a zero-tolerance policy to
bribery and corruption. In light of the growing requirements
surrounding ESG, including Taskforce for Climate-Related
Financial Disclosures (“TCFD”), third party service providers
have been engaged in providing copies of their ESG, Diversity
and Inclusion, Stewardship and other related policies to the
Company. The Board will continue to monitor the practices
of service providers and seek to assure shareholders where
appropriate that suitable policies and procedures are in place
to effect positive change.
Corporate Responsibility
The Company’s core investment and administrative activities
are undertaken by its Investment Manager which seeks to
limit the use of non-renewable resources and reduce waste
where possible. The Investment Manager has a corporate
ESG policy, which is available in the document library of the
Company’s website, and wherever possible and appropriate
the parameters of such are considered and adopted by the
investment team in relation to the Company’s management
and portfolio construction. As detailed below, the Portfolio
Managers are required to have consideration of ESG factors
when reviewing new, continuing or exiting investments but
they are not required to take an investment decision solely on
the basis of ESG factors.
The Board monitors the Investment Manager’s approach
to ESG including policies for improvement of impact on the
environment, and they themselves take into account ESG factors
in the management of the Company. The Companies Act 2006
(Strategic Report and Directors’ Reports) Regulations 2013
require companies listed on the Main Market of the London
Stock Exchange to report on the greenhouse gas (‘GHG’)
emissions for which they are responsible. The Company is an
investment trust, with neither employees nor premises, nor
has it any financial or operational control of the assets which
it owns. Consequently, it has no GHG emissions to report
from its operations nor does it have responsibility for any other
emissions. Information on the GHG emissions of the Investment
Manager can be found within the Sustainability Report on Polar
Capital’s website.
Taskforce for Climate-Related Financial
Disclosures (“TCFD”)
The Company notes the TCFD recommendations on climate
related financial disclosures. As stated above, the Company is
an investment trust with no employees, internal operations or
property. However, it is an asset owner and therefore we will
work to develop appropriate disclosures about our portfolio.
Information sources are developing and consultations on
reporting requirements are underway. The Board will continue
to work alongside its Investment Manager to provide more
information as it becomes available. Polar Capital supports
TCFD’s recommendations and is in the process of applying the
guidance to ensure compliance going forward.
Diversity Policy and Gender Reporting
During the full year under review the Board comprised of one
female and three male independent non-executive Directors,
reducing to three Directors following the resignation of
Andrew Fleming on 21 October 2024.
The Board is aware of the FCA’s Diversity and Inclusion Policy
and notes that its current composition does not meet the
recommended gender or ethnicity requirements. Given the
Company’s fixed life and the potential reconstruction in 2025,
the Board (via the Nomination Committee) has concluded
that, with a fixed life, the appropriate time for recruitment
would be shortly before or after any reconstruction plans. The
Board recognises the importance and the benefits of diversity
in its membership and seeks to ensure that its structure, size
and composition, including the skills, knowledge, gender,
ethnicity and experience of Directors, is sufficient for the
effective direction and control of the Company. It is a priority
of the Board to be able to meet all aspects of the FCA’s
Diversity policy as part of future succession plans.
The Board’s Diversity Policy is discussed further in the
Corporate Governance Report and is also available on the
Company’s website.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 25
Environmental, Social and Governance
Modern Slavery Act
As an investment company, the Company does not provide
goods or services in the normal course of business and does
not have any customers. Accordingly, the Company does not
consider that it falls within the scope of the Modern Slavery Act
2015 and therefore does not meet the criteria requiring it to
produce a statement under such Act. The Company considers
its supply chains to be of low risk as its suppliers are typically
professional advisers.
A statement by the Manager under the Act has been published
on the Managers’ website at www.polarcapital.co.uk.
The Company has not adopted a policy on human rights as it
has no employees or operational control of its assets.
Anti-Bribery, Corruption and Tax Evasion
The Board has adopted a zero-tolerance policy (which is
available on the Company’s website) to bribery, corruption
and the facilitation of tax evasion in its business activities.
The Board uses the principles of the policies formulated and
implemented by the Investment Manager and expects the
same standard of zero-tolerance to be adopted by third-party
service providers. The Company has implemented a Conflicts
of Interest policy to which the Directors must adhere, in the
event of divergence between the Investment Manager’s
policy and the Company’s policy the Company’s policy shall
prevail. The Company is committed to acting with integrity
and in the interests of shareholders at all times.
Risk and Responsibility
The Board has a schedule of principal risks and uncertainties
and addresses how these are mitigated on pages 35 to 37;
additionally how the directors have undertaken their duties in
compliance with s172 of the Companies Act 2006 is provided
on pages 38 to 40.
Lisa Arnold
Chair
12 December 2024
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202426
Environmental, Social and Governance
Investment Perspective
Statement
The Company does not use a UK sustainability investment
label pursuant to the FCA’s Sustainability Disclosure
Requirements and Labelling Regime. Sustainability labels help
investors find products that have a specific sustainability goal.
The Company does not use a sustainability label because
it does not have a sustainability investment objective and
does not commit to investing a minimum proportion of its
assets in companies that display environmental and/or social
characteristics.
Investment Policy and Strategy
The Investment Manager integrates the consideration of
environmental, social and governance (‘ESG’) factors into its
investment process for the Company in three steps:
1. exclusionary screening;
2. ESG analysis; and
3. engagement.
Each of these steps is described in further detail below. Please
note that they are undertaken in conjunction with financial
analysis carried out by the Investment Manager, the details of
which are not provided in this disclosure.
Exclusionary screens
In accordance with applicable international treaties and laws,
the Company adheres to formal exclusions on all companies
that are linked to the production and/or marketing of
controversial weapons (cluster munitions, anti-personnel
mines and depleted uranium).
In addition, prior to investment in a company, the Investment
Manager will screen its performance against norms-
based standards using third party data. The norms-based
standards considered are the UN Global Compact, the UN
Guiding Principles on Business and Human Rights and the
International Labour Organisation’s Conventions.
The Investment Manager assesses whether an existing or
potential investee company has committed a material breach
of the norms-based standards, using third party data where
appropriate. If the Investment Manager concludes that there
has been a material breach by a potential investee company,
it will not invest in that company until such time as the
breach is remedied. If the Investment Manager concludes
that there has been a material breach by an existing investee
company, the Investment Manager will either work with the
company to remedy the breach or reduce or exit the position
taking account of the best interests of investors.
For the avoidance of doubt, the exclusions set out above
do not apply to the Company’s investments in other funds,
whether closed ended or open ended, or to any cash or cash
equivalent investments held by the Company.
ESG Analysis
Typically, the Investment Manager seeks to carry out
ESG analysis on companies on a pre-investment basis in
accordance with the process set out below, although it may
not always be practicable for the Investment Manager to
do so. Where the Investment Manager has not carried out
its ESG analysis on a pre-investment basis, the Investment
Manager seeks to carry out its ESG analysis on a post-
investment basis.
The Investment Manager uses third-party research to assess
the ESG profiles of companies, including their exposure to,
and management of, financially relevant ESG risks. Examples
of ESG risks and opportunities that may be considered as part
of this assessment are as follows:
• Environmental – carbon emissions, toxic emissions and
waste.
• Social – labour management, human capital
development, product safety and quality, privacy and data
security.
• Governance – board composition, pay, ownership,
accounting, business ethics and tax transparency.
Consideration of the factors listed above will depend on how
material they are to each company and, therefore, companies
may not be assessed on all of these factors.
Where the Investment Manager deems risks identified by
third party research and data as significant or material, the
Investment Manager will check the information used by
that third party to make sure it is accurate and timely and to
ensure that it agrees with the third party’s conclusion.
The Investment Manager recognises that limitations of
third-party assessments can include issues around data
accuracy and timeliness, the use of inappropriate peer
groups, lack of coverage and/or a failure to consider the full
context around some ESG issues.
More significantly, third parties do not always reflect the most
material ESG risks and opportunities faced by a company
when considered through the Investment Manager’s own
knowledge and industry experience.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 27
Environmental, Social and Governance
If the Investment Manager has concerns with respect to a
third party’s conclusion, then it may conduct further due
diligence on the company utilising company filings (including
Form 10-K, Form 20-F and Form 10-Q), sustainability reports,
sell-side research, news reports and other sources, including
governmental websites, to inform its view.
However, the Investment Manager acknowledges the
limitation of primary sources by virtue of inconsistent
global sustainability reporting standards, lack of underlying
data quality and availability, the resources of the company
concerned and the lack of availability of primary sources
altogether.
Engagement
Where the Investment Manager deems risks identified by
third party research and data are significant or material,
or it has identified separate ESG concerns through its own
due diligence, the Investment Manager may engage with
the company to gain a greater understanding of their ESG
philosophy and practices and, where it feels it appropriate, to
encourage improvement.
The Investment Manager may carry out these engagements
through meetings with company management, emails to
company investor relations teams or through shareholder
voting.
For the avoidance of doubt, no binding criteria is applied to
the outcome of the Investment Manager’s ESG assessment,
and no minimum standards are set for investment or
engagement. The Investment Manager’s ESG analysis is
intended to address material and financially relevant ESG risks
and not to improve the ESG performance of investments.
Internal Oversight and Monitoring
The Investment Manager’s Sustainability team, who are
independent of the portfolio management team, carry
out four-monthly oversight meetings during which the
Company’s ESG profile, including its climate risk profile and
norms and controversies profile, is assessed with reference to
third party data.
Metrics
Given that third party data is used as a starting point for the
Investment Manager’s assessment of the Company’s portfolio
and any prospective holdings, the Investment Manager shall
report on the following third party ESG metrics:
• the ESG Rating of the portfolio;
• the portfolio’s top 5 rated holdings;
• the portfolio’s bottom 5 rated holdings;
• the percentage of portfolio holdings covered by the
Investment Manager’s primary ESG ratings provider; and
• the ESG rating distribution of portfolio holdings.
Please note that investee companies may not all be covered
by the third party ESG data and ratings provider used by the
Investment Manager. Investee companies that are unrated
by the relevant provider will not be considered in the top 5
rated holdings and bottom 5 rated holdings metrics provided
and therefore they may not be fully representative of the ESG
profile of the portfolio.
The Investment Manager’s reporting shall contain a
year-on-year comparison (i.e. a comparison of the current
reporting year against the prior reporting year) for all metrics
listed with the exception of the ESG rating distribution of
portfolio holdings. However, the Investment Manager does
not commit to improving any of these metrics over time
and this comparative analysis is provided for information
purposes only.
Further, where the Investment Manager has engaged with
companies on ESG matters over the reporting period, the
Investment Manager may provide information related
to those engagements including, but not limited to,
engagement case studies.
For information purposes only, the Investment Manager
has provided the following additional metrics in this annual
report:
• portfolio weighted average carbon intensity, as calculated
by MSCI;
• portfolio weighted average percentage of independent
board members;
• portfolio weighted average percentage of women on
boards; and
• the Investment Manager’s voting statistics for the
portfolio during the reporting period.
Environmental, Social and Governance
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202428
MSCI
ESG RATINGS
CCC B BB BBB A AA AAA
A
2024
Portfolio Benchmark
Weighted Average ESG Score /
Quality Score
6.93 6.78
Letter Rating A A
How the MSCI ESG Rating is calculated
Top Five Rated Holdings 2024
Security
Rating Change
Lonza Group AAA
Uniphar AAA
ConvaTec Group Plc AAA
Alcon AAA
Novo Nordisk AAA
ESG Dashboard
The MSCI ESG Rating for funds is designed to measure the resiliency
of portfolios to long-term ESG risks and opportunities. The most
highly rated funds consist of issuers with leading or improving
management of key ESG risks. The ESG Rating is calculated as a
direct mapping of ESG Quality Scores to letter rating categories
(e.g. AAA = 8.6-10). The ESG Ratings range from leader (AAA, AA),
average (A, BBB, BB) to laggard (B, CCC). All charts provided below
are as at 30 September 2024 / 30 September 2023 and have been
sourced using MSCI data and ESG metrics and ISS data.
Bottom Five Rated Holdings 2024
Security
Rating Change
Legend Biotech BB
Medley BB
AbbVie BBB
Zealand Pharma BBB
Avidity Biosciences BBB
2023
Portfolio Benchmark
Weighted Average ESG Score /
Quality Score
6.95 7.03
Letter Rating A A
Top Five Rated Holdings 2023
Security
Rating Change
Alcon AAA
Merck AAA
Uniphar AAA
Lonza AAA
Elevance Health AA
Bottom Five Rated Holdings 2023
Security
Rating Change
Legend Biotech B
Medley BB
Zealand Pharma BBB
Bio-Rad Laboratories BBB
Tenet Healthcare BBB
The change in ratings of each holding outlined above represents the year on year movement.
Please note, MSCI ESG data is included for informational purposes only. While the Trust uses MSCI ESG data for research purposes, the Trust
does not seek to maintain a certain level or improve MSCI ESG ratings over time.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 29
Environmental, Social and Governance
Portfolio Letter Rating Distribution
As at 30 September 2024, 34% (2023: 41%) of the portfolio’s holdings received an MSCI ESG Rating of AAA or AA (ESG Leaders). There were
no holdings (2023: 2%) with an MSCI ESG Rating of B or CCC (ESG Laggards).
0
10
20
30
40
50
60
UnratedCCCBBBBBBAAAAAA
14%
8%
0% 0%
20%
33%
51%
32%
10%
21%
3%
2%
3%
1%
0%
2%
■ 30 September 2024 ■ 29 September 2023
2023 Vote Cast Statistics
For 92.1%
Against 5.4%
Abstain 0.0%
Withheld 0.3%
Management say on pay 2.2%
2024 Vote Cast Statistics
For 93.9%
Against 4.9%
Abstain 0.0%
Withheld 0.6%
Management say on pay 0.6%
2023 Voting Record
Category Number Percentage
Number of votable meetings 49
Number of meetings voted 48
98.0%
Number of meetings with at least 1 vote
Against, Withheld or Abstain
18 36.7%
2024 Voting Record
Category Number Percentage
Number of votable meetings 42
Number of meetings voted 41
97.6%
Number of meetings with at least 1 vote
Against, Withheld or Abstain
15 35.7%
Corporate Governance 30-Sep-24 30-Sep-23
Weighted Average Board Independence percentage 80.9 82.7
Weighted Average percentage of women on boards 36.9 35.2
Weighted Average Carbon Intensity (tCO2e/$Sales)
The portfolio’s holdings have low carbon intensity, based on the weighted average carbon emissions per USD million sales.
VERY HIGHVERY HIGH HIGHHIGH MODERATEMODERATE LOWLOW VERY LOWVERY LOW
22.3 22.8
MSCI ESG metrics and carbon data based off portfolio holdings as at 30 September 2024/30 September 2023, using MSCI’s latest available data.
Carbon metrics calculated using issuer EVIC, using Scope 1&2 emissions data (Source: MSCI Climate Change Metrics – reported and estimated
data).
2024 2023
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202430
Governance
Governance
A system of rules and
processes by which the
Company is governed
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202430
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 31
Governance
Strategic Report
The Strategic Report section of this Annual Report comprises
the Chair’s Statement, the Investment Manager’s Report,
including information on the portfolio, and this Strategic
Report. This Report has been prepared to provide information
to shareholders on the Company’s strategy and the potential
for this strategy to succeed, including a fair review of the
Company’s performance during the year ended 30 September
2024, the position of the Company at the year end and a
description of the principal risks and uncertainties, including
both economic and business risk factors underlying any such
forward-looking information.
Business Model and Regulatory
Arrangements
The Company’s business model follows that of an externally
managed investment trust providing Shareholders with access
to a global portfolio of healthcare stocks.
The Company is designated an Alternative Investment Fund
(‘AIF’) under the Alternative Investment Fund Management
Directive (‘AIFMD’) and, as required by the Directive, has
contracted with Polar Capital LLP to act as the Alternative
Investment Fund Manager (‘AIFM’) and HSBC Bank Plc to act
as the Depositary.
Both the AIFM and the Depositary have responsibilities
under AIFMD for ensuring that the assets of the Company
are managed in accordance with the investment policy and
are held in safe custody. The Board remains responsible for
setting the investment strategy and operational guidelines as
well as meeting the requirements of the Financial Conduct
Authority (‘FCA’) Listing Rules and the Companies Act 2006.
The AIFMD requires certain information to be made available
to investors in AIFs before they invest and requires that
material changes to this information be disclosed in the
Annual Report of each AIF. Investor Disclosure Documents,
which set out information on the Company’s investment
strategy and policies, gearing, risk, liquidity, administration,
management, fees, conflicts of interest and other Shareholder
information are available on the Company’s website.
There have been no material changes to the information
requiring disclosure. Any information requiring immediate
disclosure pursuant to the AIFMD will be disclosed to the
London Stock Exchange. Statements from the Depositary and
the AIFM can be found on the Company’s website.
Investment Objective and Policy
The Company’s Investment Objective is to generate capital
growth through investments in a global portfolio of
healthcare stocks.
The Company will seek to achieve its objective by investing
in a diversified global portfolio consisting primarily of listed
equities. The portfolio is diversified by geography, industry
subsector and investment size.
The portfolio will comprise a single pool of investments,
but for operational purposes, the Investment Manager will
maintain a Growth portfolio and an Innovation portfolio.
Innovation companies are broadly defined by the Investment
Manager as small/mid cap innovators that are driving
disruptive change, giving rise not only to new drugs and
surgical treatments but also to a transformation in the
management and delivery of healthcare. The Growth
portfolio is expected to comprise a majority of the Company’s
assets. For this purpose, once an innovation stock’s market
capitalisation has risen above US $5bn, it will ordinarily then
be treated as a growth stock.
The relative ratio between the two portfolios may vary
over the life of the Company due to factors such as asset
growth and the Investment Manager’s views as to the risks
and opportunities offered by investments in each pool and
across the combined portfolio. The original make-up of the
combined portfolio was of up to 50 stocks, with growth
stocks being primarily US listed. In 2018, the Board authorised
an increase to the number of stocks able to be held to 65 and
confirmed there is no restriction on geographical exposure.
The combined portfolio will therefore be made up of interests
in up to 65 companies, with no single investment accounting
for more than 10% (or 15% in the case of an investment
in another fund managed by the Investment Manager) of
the Gross Assets at the time of investment. The innovation
portfolio may include stocks which are neither quoted nor
listed on any stock exchange but the exposure to such stocks,
in aggregate, will not exceed 5% of Gross Assets at the time
of investment. In the event that the Investment Manager
launches a dedicated healthcare innovation fund, the
Company’s exposure to innovation stocks may be achieved
in whole or in part by an investment in that fund. In any
event, the Company will not, without the prior consent of
the Board, acquire more than 15% of any such healthcare
innovation fund’s issued share capital.
The Board remains positive on the outlook for healthcare
and the Company will continue to pursue its Investment
Objective in accordance with the stated investment policy and
strategy. Future performance is dependent to a significant
degree on the world’s financial markets and their reactions to
economic events and other geo-political forces. The Chair’s
Statement and the Investment Manager’s Report comment
on the development and performance of the business during
the financial year, the outlook and potential risks to the
performance of the portfolio.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202432
Governance
Strategy and Investment Approach
The Investment Manager’s investment process is primarily based
on bottom-up fundamental analysis. The Investment Manager
uses a qualitative filter consisting of key criteria to build up a
watch-list of securities that is monitored on a regular basis.
Due diligence is then carried out on the individual securities on
the watch-list. Each individual holding is assessed on its own
merits in terms of risk: reward including ESG criteria. While the
Company expects normally to be fully or substantially invested,
the Company may hold cash or money market instruments
pending deployment in the portfolio. In addition, it will have the
flexibility, when the Investment Manager perceives there to be
actual or expected adverse equity market conditions, to maintain
cash holdings as it deems appropriate.
Service Providers
Polar Capital LLP has been appointed to act as the Investment
Manager and AIFM as well as to provide or procure company
secretarial services, marketing and administrative services,
including accounting, portfolio valuation and trade settlement
which it has arranged to deliver through HSBC Securities
Services (“HSS”).
The Company also contracts directly, on terms agreed
periodically, with a number of third parties for the provision
of specialist services, namely:
• Panmure Gordon & Co as Corporate Broker;
• Herbert Smith Freehills LLP as Solicitors;
• HSBC Securities Services as Custodian and Depositary;
• Equiniti Limited as Share Registrars;
• RD:IR for Investor Relations and Shareholder Analysis;
• Camarco as PR advisors;
• PricewaterhouseCoopers LLP as Independent Auditors;
• Huguenot Limited as website designers and internet
hosting services; and
• Perivan Limited as designers and printers for shareholder
communications.
Gearing
The Company has historically utilised gearing in the form of
Zero Dividend Preference (ZDP) Shares through its subsidiary,
PCGH ZDP Plc, which was created as part of the Company’s
restructure in 2017 for the sole purpose of providing a loan
to the parent. The subsidiary company was incorporated with
a limited life of seven years and, following repayment of the
loan by the parent and redemption of the ZDP shares, it was
placed into liquidation on 19 June 2024 in accordance with
the Articles of Association. Following repayment of this loan
the Company’s portfolio has remained ungeared, however
the Articles of Association provide that the Company may
borrow up to 15% of its NAV at the time of drawdown for
tactical deployment when the Board believes that gearing will
enhance returns to shareholders. The Company currently has
no intention of seeking alternative forms of short-term gearing
but will keep this decision under review in conjunction with
any proposed corporate action.
Benchmark
The Company will measure the Investment Manager’s
performance against the MSCI ACWI Healthcare Index
total return, in sterling with dividends reinvested. Although
the Company has a benchmark, this is neither a target nor
determinant of investment strategy. The portfolio may diverge
substantially from the constituents of this index. The purpose of
the Benchmark is to set a reasonable measure of performance
for shareholders above which the Investment Manager earns a
share for any outperformance it has delivered.
Investment Management Company and
Management of the Portfolio
As the Company is an investment vehicle for shareholders,
the Directors have sought to ensure that the business of
the Company is managed by a leading specialist investment
management team and that the investment strategy remains
attractive to shareholders. The Directors believe that a strong
working relationship with Polar Capital LLP (the Investment
Manager) will achieve the optimum return for shareholders.
As such, the Board and the Investment Manager operate in a
supportive, co-operative and open environment.
The Investment Manager is Polar Capital LLP (‘Polar Capital’),
which is authorised and regulated by the Financial Conduct
Authority, to act as Investment Manager and AIFM of the
Company with sole responsibility for the discretionary
management of the Company’s assets (including uninvested
cash) and sole responsibility to take decisions as to the
purchase and sale of individual investments. The Investment
Manager also has responsibility for asset allocation within
the limits of the investment policy and guidelines established
and regularly reviewed by the Board, all subject to the
overall control and supervision of the Board. Polar Capital
provides a team of healthcare specialists and the portfolio is
co-managed by Mr James Douglas and Mr Gareth Powell.
The Investment Manager has other resources which support
the investment team and has experience in managing and
administering other investment trust companies.
Strategic Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 33
Governance
Under the terms of the IMA, the Investment Manager
also provides or procures accountancy services, company
secretarial, marketing and day-to-day administrative services,
including the monitoring of third-party suppliers, which are
directly appointed by the Company. The Investment Manager
has, with the consent of the Directors, delegated the
provision of certain of these administrative functions to HSBC
Securities Services and to Polar Capital Secretarial Services
Limited.
Fee Arrangements
Management Fee
Under the terms of the IMA, the Investment Manager will be
entitled to a management fee together with reimbursement
of reasonable expenses incurred by it in the performance
of its duties. The management fee is payable monthly in
arrears and is charged at the rate of 0.75% per annum
based on the lower of the market capitalisation and adjusted
net asset value. In accordance with the Directors’ policy on
the allocation of expenses between income and capital, in
each financial year 80% of the management fee payable is
charged to capital and the remaining 20% to income.
Performance Fee
The Investment Manager may receive a performance fee paid
in cash when various performance parameters are met. No
performance fee was accrued or is due to be paid as at the
year ended 30 September 2024 (2023: nil). Any performance
fee accrued will be paid in cash at the end of the Company’s
expected life (except in the case of an earlier termination of
the IMA).
Further details on the termination arrangements and
performance fee methodology and calculation are provided
within the Shareholder Information section on page 103.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202434
Governance
Performance and Key Performance Objectives
The Board appraises the performance of the Company and the Investment Manager as the key supplier of services to the
Company against key performance indicators (‘KPIs’). The objectives of the KPIs comprise both specific financial and Shareholder
related measures. These KPI’s have not differed from the prior year.
KPI Control Process Outcome
The provision of investment
returns to shareholders
measured by long-term
NAV growth and relative
performance against the
Benchmark.
The Board reviews the performance of the portfolio in
detail and hears the views of the Investment Manager at
each meeting.
The Board also considers the value delivered to
shareholders through NAV growth and dividends paid.
As at 30 September 2024, the total net assets of
the Company amounted to £479,073,000 (2023:
£419,182,000).
The Company’s NAV total return, over the year ended
30 September 2024, was 14.95% while the Benchmark
Index over the same period was 9.88%. The Company’s
performance is explained further in the Investment
Manager’s Report.
Since restructuring on 20 June 2017, the total return of
the NAV was 92.62% and the benchmark was 82.42%.
Investment performance is explained in the Chair’s
Statement and the Investment Manager’s Report.
The achievement of the
dividend policy.
Financial forecasts are reviewed to track income and
distributions.
Two dividends have been paid or are payable in respect
of the year ended 30 September 2024 totalling 2.40p
per share (2023: two dividends totalling 2.20p per
share).
The Company’s focus remains on capital growth. While
the Company continues to aim to pay two dividends
per year these are expected to be a small part of a
shareholder total return.
Monitoring and reacting
to issues created by the
discount or premium of
the ordinary share price to
the NAV per ordinary share
with the aim of reduced
discount volatility for
shareholders.
The Board receives regular information on the
composition of the share register including trading
patterns and discount/premium levels of the Company’s
ordinary shares. The Board discusses and authorises the
issue or buy back of shares when appropriate.
The Board is aware of the vulnerability of a sector
specialist investment trust to a change in investor
sentiment to that sector. While there is no formal
discount policy the Board discusses the market factors
giving rise to any discount or premium, the long or
short-term nature of those factors and the overall benefit
to shareholders of any actions. The market liquidity is
also considered when authorising the issue or buy back
of shares when appropriate market conditions prevail.
A daily NAV per share, calculated in accordance with the
AIC guidelines is issued to the London Stock Exchange.
The discount of the ordinary share price to the NAV per
ordinary share at the year ended 30 September 2024
was 4.82% (2023: 7.71%).
During the year ended 30 September 2024, no new
shares were issued or bought back.
The number of shares in issue, as at the year end was
124,149,256 of which 2,879,256 were held in treasury.
The total voting rights of the Company are 121,270,000
shares.
To qualify and continue to
meet the requirements for
sections 1158 and 1159 of
the Corporation Tax Act
2010 (‘investment trust
status’).
The Board receives regular financial information which
discloses the current and projected financial position
of the Company against each of the tests set out in
sections 1158 and 1159.
The Company was granted investment trust status
annually up to 1 October 2014 and is deemed to be
granted such status for each subsequent year subject
to the Company continuing to satisfy the conditions of
section 1158 of the Corporation Tax Act 2010 and other
associated ongoing requirements.
The Directors confirm that the tests have been met in the
financial year ended 30 September 2024 and believe that
they will continue to be met.
To ensure the efficient
operation of the Company
by monitoring the services
provided by third party
suppliers, including the
Investment Manager, and
controlling ongoing charges.
The Board considers annually the services provided by the
Investment Manager, both investment and administrative,
and reviews on a cycle the provision of services from third
parties including the costs of their services.
The annual operating expenses are reviewed and any
non-recurring project related expenditure approved by
the Board.
The Board has received, and considered satisfactory,
the internal controls report of the Investment Manager
and other key suppliers including the contingency
arrangements to facilitate the ongoing operations of the
Company in the event of withdrawal or failure of services.
The ongoing charges for the year ended 30 September
2024 were 0.88%, compared to 0.87% the previous year.
Governance
Strategic Report continued
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202434
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 35
Governance
Risk Management
The Board is responsible for the management of risks faced by the Company and, through delegation to the Audit Committee,
has established procedures to manage risk, oversee the internal control framework and determine the nature and extent of the
principal risks the Company is willing to take in order to achieve its long-term strategic objectives.
The established risk management process the Company follows identifies and assesses various risks, their likelihood, and
possible severity of impact, considering both internal and external controls and factors that could provide mitigation. A post
mitigation risk impact score is then determined for each principal risk.
The Audit Committee carries out, at least annually, a robust assessment of the principal risks and uncertainties with the
assistance of the Investment Manager, continually monitors identified risks and meets to discuss both long-term and emerging
risks outside of the normal cycle of Audit Committee meetings.
During the year the Audit Committee, in conjunction with the Board and the Investment Managers undertook a full review of the
Company’s Risk Map including the mitigating factors and controls to reduce the impact of the risks. The Committee continues to
closely monitor these risks along with any other emerging risks as they develop and implements mitigating actions as necessary.
The Committee is mindful of the geopolitical political landscape specifically the ongoing military activity in Ukraine and the Middle
East. Geopolitical events such as these can have a significant impact on global financial markets, and hence on the Company’s
portfolio performance. Further information on how the Committee has assessed the Company’s ability to operate as a going
concern and the Company’s longer-term viability can be found on pages 55 and 56 of the Report of the Audit Committee.
The key risks, which are those classified as having the highest risk impact score post mitigation, are detailed below with a high-level
summary of the management through mitigation and status arrows to indicate any change in assessment over the past year.
Risk Cycle
Monitoring
and Review
Identify Risk
Analyse Risk
Build Risk
Strategy
Manage Risks
Governance
Portfolio Management
Investment Performance Trading
Description
Breach of Investment policy, Investment Manager unable to deliver the
Investment Objective leading to poor performance against the benchmark or
market/industry average.
Assessment
Unchanged from previous year.
Mitigation
The Board seeks to mitigate the impact of such risks through the regular
reporting and monitoring of the Company’s investment performance against
its peer group, benchmark and other agreed indicators of relative performance.
A detailed annual review of the investment strategy is undertaken by the
Investment Manager with the Board including analysis of investment markets
and sector trends.
At each meeting the Board discusses developments in healthcare and drug
pipelines with the Investment Manager in addition to the composition and
diversification of the portfolio with sales and purchases of investments and the
degree of risk which the Investment Manager incurs to generate investment
returns. Individual investments are discussed with the Investment Manager
as well as the Investment Manager’s general views on the various investment
markets and the healthcare sector in particular. Analytical performance data
and attribution analysis is presented by the Investment Manager.
The Board is committed to a clear communication program to ensure
shareholders understand the investment strategy. This is maintained through
the use of monthly factsheets which have a market commentary from the
Investment Manager as well as portfolio data, an informative website as well as
annual and half year reports.
Description
Execution of unauthorised trade/dealing error. Error or breach may cause
regulatory investigation leading to fines, reputational damage and risk to
investment trust status.
Assessment
Unchanged from previous year.
Mitigation
Investment limits and restrictions are encoded into the dealing and operations
systems of the Investment Manager and various oversight functions are
undertaken to ensure there is early warning of any potential issue of
compliance or regulatory matters.
Discount/Premium
Description
Persistent discount in excess of Board or Shareholder acceptable levels.
Assessment
Unchanged from previous year.
Mitigation
The Board regularly considers, in comparison to the sector and peers, the level
of premium and discount of the share price to the NAV and ways to enhance
Shareholder value including share issuance and buy backs.
The Board has carefully monitored the discount level and market movements
and has discussed performance with the Managers and advisers. The
discount of the Company narrowed during the year under review and as at
30 September 2024, the discount of the ordinary share price to the NAV per
ordinary share was 4.82% (2023: 7.71%). The Chair also meets regularly
with key shareholders to understand any concerns and views are detailed
in the Chair’s Statement and within the s172 Report. Further detail on the
performance and the impact of market movements on the Company is given in
the Investment Manager’s Report.
Principal Risks and Uncertainties
Description
Non-compliance with statutes, regulations and disclosure requirements,
including FCA UK listed company regime and Companies Act 2006;
s1158/1159 of the Corporation Tax Act 2010, the Companies Act 2006
and other UK, European and overseas legislation affecting UK companies
including MiFID II and the GDPR.
Not complying with accounting standards could result is a suspension
of listing or loss of investment trust status, reputational damage and
Shareholder activism.
Further risks arise from not keeping abreast of changes in legislation and
regulations which have in recent years been substantial.
Assessment
Unchanged from previous year.
Mitigation
The Board monitors regulatory change with the assistance of the Investment
Manager, Company Secretary and external professional suppliers and
implements necessary changes should they be required.
The Board receives regulatory reports for discussion and, if required,
considers the need for any remedial action. In addition, as an investment
company, the Company is required to comply with a framework of tax laws,
regulation and company law.
Description
Financial loss due to unexpected natural disaster or other unpredictable event
disrupting the ability to operate or significant exposure to the economic cycles of the
markets in which the underlying investments conduct their business operations as well
as the economic impact on investment markets where such investments are listed.
Fluctuations in stock markets and currency exchange rates could be
advantageous or disadvantageous to the Company and its performance.
Disruption to trading platforms and support services.
Assessment
Unchanged from previous year.
Mitigation
The Board regularly discusses global geopolitical issues and general economic
conditions and developments.
The impact on the portfolio from other geopolitical changes are monitored
through existing control systems and discussed regularly by the Board. While it is
difficult to quantify the impact of such changes, it is not anticipated that they will
fundamentally affect the business of the Company or make healthcare investing
any less desirable. The longer term effects of geopolitical events in Ukraine and
the Middle East crisis will continue to be assessed by the Audit Committee in light
of how they will impact the Company’s portfolio and the overall economic and
geopolitical environment in which the Company operates.
The Company through the Investment Manager, has a disaster recovery plan in place.
Regulatory Risk Economic And Market Risk
Strategic Report continued
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202436
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 37
Governance
Operational Risk
Service Failure Cyber Risk
Description
Failure in services provided by the Investment Manager, Custodian, Depositary
or other service providers; Accounting, Financial or Custody Errors resulting in
regulatory investigation or financial loss, failure of trade settlement, potential
loss of Shareholder assets and investment trust status.
Assessment
Unchanged from previous year.
Mitigation
The Board carries out an annual review of internal control reports from
suppliers which includes cyber protocols and disaster recovery procedures. Due
diligence and service reviews are undertaken with third-party service providers
including the Custodian and Depositary.
A full review of the internal control framework is carried out at least annually.
Regular reporting is received by the Investment Manager on behalf of the
Board from the Depositary on the safe custody of the Company’s assets.
The Board undertakes independent reviews of the Depositary and external
Administrator services and additional resources have been put in place by
the Investment Manager. Management accounts are produced and reviewed
monthly, statutory reporting and daily NAV calculations are produced by the
external Administrator and verified by the Investment Manager. Accounting
records are tested, and valuations verified independently as part of the year-
end financial reporting process.
Description
Cyber-attack causing disruption to or failure of operational and accounting
systems and processes provided by the Investment Manager creating an
unexpected event and/or adverse impact on personnel or the portfolio.
Assessment
Unchanged from previous year.
Mitigation
The number, severity and success rate of cyberattacks have increased
considerably over recent years. However, controls are in place and the Board
proactively seeks to keep abreast of developments through updates with
representatives of the Investment Manager who undertakes meetings with
relevant service providers.
The Audit Committee once again sought assurance via the Investment Manager,
from each of the Company’s service providers on the resilience of their business
continuity arrangements. These assurances and the subsequent detailed updates
that were given to the Committee provided a satisfactory level of assurance that
there had not been, and there was no anticipation of any disruption in the ability
of each service provider to fulfil their duties as would typically be expected.
Key Person Shareholder Communications
Description
Loss of Investment Manager or other key management professionals. Impact
on investor confidence leading to widening of the discount and/or poor
performance creating a period of uncertainty and potential termination of the
Investment Management Agreement.
Assessment
Unchanged from previous year.
Mitigation
The strength and depth of investment team provides comfort that there is not
over-reliance on one person with alternative portfolio managers available to act
if needed. For each key business process roles, responsibilities and reporting
lines are clear and unambiguous. Key personnel are incentivised by equity
participation in the investment management company.
Description
Failure to effectively communicate significant events to the shareholder and
investor base.
Assessment
Unchanged from previous year.
Mitigation
Polar Capital Sales Team and the Corporate Broker provide periodic reports to
the Board on communications with shareholders and feedback received.
The Board is committed to a clear communication programme to ensure
Shareholders understand the investment strategy. This is maintained through the
use of monthly factsheets which have a market commentary from the Investment
Manager as well as portfolio data, an informative website as well as annual and
half year reports.
Contact details and how to contact the Board are provided in regulatory
announcements and the Board are present at the AGM to speak to shareholders.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202438
Governance
The statutory duties of the Directors are listed in s171-177 of the Companies Act 2006. The Board recognises that under s172,
Directors have a duty to promote the success of the Company for the benefit of its members (our shareholders) as a whole
and in doing so have regard to the consequences of any decision in the long term, as well as having regard to the Company’s
wider stakeholders amongst other considerations. The fulfilment of this duty not only helps the Company achieve its Investment
Objective but ensures decisions are made in a responsible and sustainable way for shareholders.
To ensure that the Directors are aware of, and understand, their duties, they are provided with an induction when they first join
the Board, including details of all relevant regulatory and legal duties as a Director and continue to receive regular and ongoing
updates on relevant legislative and regulatory developments. They also have continued access to the advice and services of the
Company Secretary and, when deemed necessary, the Directors can seek independent professional advice. The Schedule of
Matters Reserved for the Board, as well as the Terms of Reference of its committees, are reviewed annually and further describe
Directors’ responsibilities and obligations and include any statutory and regulatory duties.
The Board seeks to understand the needs and priorities of the Company’s stakeholders and these are taken into account during
discussions and as part of the decision-making process. As an externally managed investment company, the Company does not
have any employees or customers, however the key stakeholders and a summary of the Board’s consideration and actions where
possible in relation to each group of stakeholders are described in the table below.
Stakeholder Group How we engage with them
Shareholders
The Directors have considered this duty when making the strategic decisions during the year that affect
shareholders, including the continued appointment of the Investment Manager and the recommendation that
shareholders vote in favour of the resolutions for the Company to continue and to renew the allotment and buy
back authorities at the AGM. The Directors have also engaged with and taken account of shareholders’ interests
during the year.
The Company’s AGM will be held at 2:00pm on Thursday 13 February 2025 at the offices of Polar Capital,
16 Palace Street, London SW1E 5JD. The Board recognises that the AGM is an important event for shareholders
and the Company and is keen to ensure that shareholders are able to exercise their right to vote and participate.
Any changes to these arrangements will be communicated through the Company’s website and via a Regulatory
Information Service announcement.
The Board believes that shareholder engagement remains important, especially in the current market conditions
and is keen that the AGM be a participative event for all. As was the case in 2024, shareholders will once again
have the opportunity to hear the Managers’ pre-recorded presentation, reviewing the Company’s performance
in the year and the outlook for 2024-2025, in advance of the AGM. The presentation will be uploaded to the
Company’s website ahead of the AGM, on or before 30 January 2025. In addition, Shareholders will also be able
to watch the proceedings of the AGM live via Zoom Conference.
Details of how to access the online link are provided in the Notice of AGM. Please note that the physical
AGM will comprise the formal business and questions only; there will be no live Managers presentation.
Shareholders are encouraged to send any questions ahead of the AGM to the Board via the Company Secretary
at cosec@polarcapital.co.uk stating the subject matter as PCGH-AGM. The Chairs of the Board and of the
Committees, along with the Managers, will be in attendance at the AGM and will be available to respond to
questions and concerns from shareholders.
Should any significant votes be cast against a resolution, the Board will engage with shareholders and explain
in its announcement of the results of the AGM the actions it intends to take to consult shareholders in order to
understand the reasons behind the votes against. Following the consultation, an update will be published no later
than six months after the AGM and the Annual Report will detail the impact the Shareholder feedback has had
on any decisions the Board has taken and any actions or resolutions proposed.
Relations with shareholders
The Board and the Manager consider maintaining good communications and engaging with shareholders through
meetings and presentations a key priority. The Board regularly considers the share register of the Company and
receives regular reports from the Manager and the Corporate Broker on meetings attended with shareholders and
any concerns that are raised in those meetings. The Board also reviews correspondence from shareholders and may
attend investor presentations.
Shareholders are kept informed by the publication of annual and half year reports, monthly fact sheets, access
to commentary from the Investment Manager via the Company’s website and attendance at events at which the
Investment Manager presents.
Shareholders are able to raise any concerns directly with the Chair or the Board without intervention of the Manager
or Company Secretary, they may do this either in person at the AGM or at other events, or in writing either via the
registered office of the Company or to the Chair’s specific email address Chair.PCGH@polarcapital.co.uk.
Section 172 of the Companies Act 2006
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 39
Governance
Stakeholder Group How we engage with them
Shareholders
Continued
The Company, through the sales and marketing efforts of the Investment Manager, encourages retail investment
platforms to engage with underlying shareholders in relation to Company communications and enable those
shareholders to cast their votes on Shareholder resolutions; the Company however has no responsibility over such
platforms. The Board therefore encourage shareholders invested via the platforms to regularly visit the Company’s
website or to make contact with the Company directly to obtain copies of Shareholder communications.
The Company has also made arrangements with its registrar for shareholders, who own their shares directly
rather than through a nominee or share scheme, to view their account online at www.shareview.co.uk. Other
services are also available via this service.
Outcomes and strategic decisions during the year
AGM
To enable more shareholders the opportunity to hear the Investment Manager’s AGM presentation, the Board
has opted to pre-record and upload this to the website ahead of the voting deadline and in-person formal
business AGM. In addition, shareholders will also have the opportunity to watch the proceedings of the AGM live
via Zoom Conference. Details of how to access the online link are provided in the Notice of AGM.
Investment
Manager
Through the Board meeting cycle, regular updates and the work of the Management Engagement Committee
reviewing the services of the Investment Manager annually, the Board is able to safeguard Shareholder interests by:
• Ensuring excessive risk is not undertaken in the pursuit of investment performance;
• Ensuring adherence to the Investment Management Policy and reviewing the agreed management and
performance fees;
• Ensuring compliance with statutory legal requirements, regulations and other advisory guidance such as
consumer duty and aspects of operational resilience; and
• Reviewing the Investment Manager’s decision making and consistency in investment process.
Maintaining a close and constructive working relationship with the Manager is crucial as the Board and the
Investment Manager both aim to continue to achieve consistent, long-term returns in line with the Investment
Objective. The culture which the Board maintains to ensure this involves encouraging open discussion with the
Investment Manager; recognising that the interests of shareholders and the Investment Manager are aligned,
providing constructive challenge and making Directors’ experience available to support the Investment Manager.
This culture is aligned with the collegiate and meritocratic culture which Polar Capital has developed and maintains.
Outcomes and strategic decisions during the year
ESG
The Board continued to engage with the Investment Manager to understand how ESG has been integrated
into the overall house style, the healthcare team investment approach and decision making as well as the
methodology behind this. The Board also receives information on how ESG affects Polar Capital as a business and
the healthcare team in particular.
Consumer Duty
The Board continues to work with the Investment Manager to ensure the obligations of the new Consumer Duty
regulations are adopted appropriately. All communications including the website, fact sheets and other published
documentation, are reviewed ahead of publication to ensure they are appropriate for all end users. A ‘value for money’
assessment is undertaken annually and is made available to distributors on request for their due diligence processes.
Cost Disclosures
The Board has engaged with the Manager to understand the implications of the FCA’s forbearance statement
and explore any changes that could be applied to key documentation to take advantage of the exemption from
PRIIPs and the cost disclosure aspects of MiFID. The Board has reviewed the changes to the Company’s Key
Information Document and Factsheet, both of which have been updated in line with industry guidance.
Management
The Management Engagement Committee has recommended and the Board has approved the continued
appointment of the Investment Manager on the terms set out within the Investment Management Agreement.
Investee
Companies
The Board has instructed the Investment Manager to take into account the published corporate governance
policies of the companies in which it invests.
The Board has also considered the Investment Manager’s Stewardship Code and Proxy Voting Policy. The Voting
Policy is for the Investment Manager to vote at all general meetings of companies in favour of resolutions
proposed by the management where it believes that the proposals are in the interests of shareholders. However,
in exceptional cases, where the Investment Manager believes that a resolution would be detrimental to the
interests of shareholders or the financial performance of the Company, appropriate notification will be given and
abstentions or a vote against will be lodged.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202440
Governance
Stakeholder Group How we engage with them
Investee
Companies
Continued
The Investment Manager has voted at 41 company meetings over the year ended 30 September 2024, with
35.7% of meetings having at least one against, withheld or abstain vote.
The Investment Manager reports to the Board, when requested, on the application of the Stewardship Code and
Voting Policy. The Investment Manager’s Stewardship Code and Voting Policy can be found on the Investment
Manager’s website in the Corporate Governance section (www.polarcapital.co.uk). Further information on how
the Investment Manager considers ESG in its engagement with investee companies can be found in the ESG
report on pages 26 to 29.
Outcomes and strategic decisions during the year
The Board receives information on the ratings of investee companies and is able to use this as a tool to inform
discussions with the Manager during Board meetings.
Service
Providers
The Directors have frequent engagement with the Company’s other service providers through the annual cycle
of reporting and due diligence meetings or site visits. This engagement is completed with the aim of having
effective oversight of delegated services, seeking to improve the processes for the benefit of the Company
and to understand the needs and views of the Company’s service providers, as stakeholders in the Company.
Further information on the Board’s engagement with service providers is included in the Corporate Governance
Statement and the Report of the Audit Committee. During the year under review, due diligence meetings have
been undertaken by the Investment Manager and where possible, service providers have joined meetings to
present their reports directly to the Board or the Audit Committee as appropriate.
Outcomes and strategic decisions during the year
The reviews of the Company’s service providers have been positive and the Directors believe their continued
appointment is in the best interests of the Company. The accounting and administration services of HSBC
Securities Services (HSS) are contracted through Polar Capital and provided to the Company under the terms of
the IMA. The Board continue to monitor service levels and due diligence reviews conducted by the Company
Secretary and is satisfied that the service received continues to be of a high standard.
Proxy Advisors
The support of proxy adviser agencies is important to the Directors, as the Company seeks to retain a reputation
for high standards of corporate governance, which the Directors believe contributes to the long-term sustainable
success of the Company. The Directors consider the recommendations of these various proxy voting agencies when
contemplating decisions that will affect shareholders and also when reporting to shareholders through the Half Year
and Annual Reports.
Recognising the principles of stewardship, as promoted by the UK Stewardship Code, the Board welcomes
engagement with all of its investors. The Board recognises that the views, questions from, and recommendations of
many institutional investors and proxy adviser agencies provide a valuable feedback mechanism and play a part in
highlighting evolving shareholders’ expectations and concerns.
Outcomes and strategic decisions during the year
Where possible the Chair and other representatives of the Company have engaged with the stewardship teams
of some larger investors to understand and address their expectations in terms of board governance, recruitment
and diversity. Prior to AGMs, the Company engages with these agencies to fact check their advisory reports and
clarify any areas or topics contained within the report. This ensures that whilst the proxy advisory reports provided
to shareholders are objective and independent, the Company’s actions and intentions are represented as clearly as
possible to assist with shareholders’ decision making when considering the resolutions proposed at the AGM.
The Company is a member of the AIC and has supported lobbying activities. Representatives of the Manager sit on
a variety of forums run by the AIC which aids development and understanding of new policies and procedures. The
Directors may cast votes in the AIC Board Elections each year and regularly attend AIC events.
Approved by the Board on 12 December 2024
By order of the Board
Tracey Lago, FCG
Polar Capital Secretarial Services Limited
Company Secretary
12 December 2024
Section 172 of the Companies Act 2006 continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 41
Governance
Report of the Directors
The Directors, who are listed on page 41, present their annual
report together with their Report on Corporate Governance,
and the Audited Financial Statements for the year ended
30 September 2024. In addition, the attention of shareholders
is drawn to the Strategic Report Section (Chair’s Statement,
the Investment Manager’s Report, Strategic Report, and the
ESG and Section 172 Statements) which provide further
commentary on the activities and outlook for the Company.
Introduction and Status
The Company is incorporated in England and Wales as
a public limited company and is domiciled in the United
Kingdom. It is an investment company as defined in section
833 of the Companies Act 2006, operating as an investment
trust in accordance with sections 1158 and 1159 of the
Corporation Tax Act 2010 (as amended by section 42(2)
of the Finance Act 2011) and has a premium listing on the
London Stock Exchange.
As an investment trust the Company’s ordinary shares
are excluded from the FCA’s restrictions which apply to
non-mainstream investment products. The Company conducts
its affairs and intends to do so for the foreseeable future so
that the exclusion continues to apply. The Company’s ordinary
shares are eligible for inclusion in a stocks and shares ISA.
Life of the Company
In the absence of any prior proposals, the Articles of Association
of the Company require the Directors to put forward at the
first Annual General Meeting following 1 March 2025 a special
resolution to place the Company into voluntary liquidation. The
voting on that resolution will be enhanced such that, provided
any single vote is cast in favour, the resolution will be passed.
As previously reported, the Company’s wholly owned
subsidiary, PCGH ZDP Plc was incorporated with a limited life
of seven years. The sole purpose of the subsidiary was to issue
zero dividend preference (“ZDP”) shares, the proceeds from
which formed a loan to the parent in the form of structural
gearing. This loan was repaid and the subsidiary was placed
into liquidation on 19 June 2024 in accordance with the Articles
of Association.
Capital Structure
• Issued Share Capital
The Company’s share capital is divided into ordinary shares of
25p each. At the year end, there were 124,149,256 ordinary
shares in issue (2023: 124,149,256 ordinary shares), of which
2,879,256 (2023: 2,879,256) were held in treasury by the
Company. During the year to 30 September 2024, no new
shares were issued from or bought back into treasury.
Further information on transferability and the voting rights
attached to these shares can be found in the shareholder
information section on page 104.
•
Powers to Issue Ordinary Shares and Make
Market Purchases of Ordinary Shares
The Board was granted authority by shareholders at the AGM
in February 2024 to allot equity securities up to a nominal value
of £3,031,750, representing approximately 10 per cent of the
Company’s issued share capital, and to issue those shares for
cash without offering those shares to shareholders in accordance
with their statutory pre-emption rights. New ordinary shares
will not be allotted and issued at below the NAV per share
after taking into account the costs of issue. Any re-issue of
shares from treasury will follow institutional guidelines; it is not
anticipated that such shares would be re-issued below NAV.
The Board also obtained shareholder authority at the AGM in
February 2024 to make market purchases of up to 18,178,373
ordinary shares of the Company for cancellation or holding as
treasury shares in accordance with the terms and conditions set
out in the shareholder resolution.
These authorities will expire at the AGM to be held in February
2025. Renewal of these authorities will be sought at that AGM.
Dividends
The Company has a focus on growth but continues to have
a policy which aims to pay two interim dividends in February
and August each year. These interim dividends will not
necessarily be of equal amounts. Details of the dividends paid
and proposed are set out in Note 11 on page 84.
Shareholders should recognise that circumstances may
arise when it is necessary to reduce the level of dividend
payment or equally there may be instances when the level of
dividend must be increased in order to comply with sections
1158 and 1159 of the Corporation Tax Act 2010. Where
this would result in paying a dividend beyond the Board’s
intended policy, a ‘special dividend’ will be declared and
paid. In accordance with best practice, the Directors will be
proposing a resolution to approve the Company’s dividend
policy at the AGM to be held in February 2025.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 42
Governance
Report on Corporate Governance
Year ended 30 September 2024
Major Interests in Ordinary Shares
As at the year end 30 September 2024, the Company had received notifications from the following shareholders in respect of
their own and their clients’ interests in the voting rights of the Company:
Shareholder Type of Holding Number of Shares
% of Voting
Rights*
Rathbones Investment Management Limited~ Indirect 19,352,914 15.96
1607 Capital Partners Indirect 12,069,633 9.95
Allspring Investments Indirect 6,522,743 5.38
Charles Stanley Indirect 6,106,096 5.04
Evelyn Partners Limited Direct 6,081,962 5.02
Brewin Dolphin Limited Indirect 6,039,197 4.98
City of London Investment Management Company Limited Direct 6,019,216 4.96
Canaccord Genuity Group Indirect 5,872,733 4.84
Cheviot Asset Management Limited Direct 4,805,275 3.96
Schroders plc Indirect Below 5% Below 5%
~ position following the all-share combination of Rathbones Group Plc with Investec Wealth & Investment Limited.
Since the year end and up to the date of this report, the Company has been notified of the following:
Shareholder Type of Holding Number of Shares
% of Voting
Rights*
Rathbones~ Indirect 18,176,691 14.99
* The above percentages are calculated by applying the shareholdings as notified to the issued share capital at 12 December 2024 of 121,270,000 ordinary shares being all the issued ordinary
shares excluding those held in treasury where voting rights are suspended.
Annual General Meeting (‘AGM’)
The Company’s AGM will be held at 2:00pm on Thursday 13 February 2025. Please see page 102 in the shareholder information
section for further information on the resolutions to be proposed. The meeting will be held in person. Shareholders will also be
able to watch the proceedings of the AGM live via Zoom Conference. Details of how to access the online link are provided in
the Notice of AGM.
As was the case in 2024, in advance of the AGM, shareholders will once again have the opportunity to hear the Managers’
pre-recorded presentation, reviewing the Company’s performance in the year and the outlook for 2024-2025. The Company
does not intend to repeat the presentation during the AGM, however the Managers will be available to take questions. It is
anticipated that the presentation will be uploaded to the Company’s website on or before 30 January 2025.
UK Listing Rule 6.6
UK Listing Rule 6.6 requires the Company to include certain further information in relation to the Company which is not
otherwise disclosed. The Directors confirm there are no additional disclosures to be made pursuant to this rule.
By order of the Board
Tracey Lago, FCG
Polar Capital Secretarial Services Limited
Company Secretary
12 December 2024
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 43
Governance
Corporate Governance Framework
The Directors are ultimately accountable to the Company and its Shareholders for the Company’s affairs and are therefore
responsible for the governance of the Company. The Company has no employees and relies on third parties to administer the
Company. The following diagram demonstrates the governance framework within which the Company is managed.
Shareholders
Board of Directors
Chair: Lisa Arnold
Audit
Committee
Management
Engagement Committee
Nomination
Committee
Remuneration
Committee
Third Party
Service Providers
Investment Manager
and AIFM
Chair: Neal Ransome
Members: all independent
NEDs
Chair: Neal Ransome
Members: all independent
NEDs
Functions of the
Nomination Committee
are carried out by the
Board as a whole.
Functions of the
Remuneration Committee
are carried out by the
Board as a whole.
As an externally managed investment trust, some provisions of the FRC UK Code of Corporate Governance (the UK Code)
are not relevant, including those relating to the roles of chief executive, executive directors’ remuneration, statement of gas
emissions and the requirement to have an internal audit function, therefore the Board has considered the Principles and
Provisions of the Association of Investment Companies Code of Corporate Governance 2019 (the AIC Code) and considers that
reporting against the Principles and Provisions of the AIC Code provides more relevant information to Shareholders.
The AIC Code addresses the relevant principles set out in the Financial Report Council (‘FRC’) UK Code as well as additional
principles and recommendations on issues that are specific to investment trust companies. The FRC has endorsed the AIC Code
and confirmed that by following the AIC Code, boards of investment companies (including those structured as investment
trusts) will meet their obligations under the UK Code.
The AIC Code is available on the AIC website (www.theaic.co.uk). It includes an explanation of how the AIC Code adapts the
Principles and Provisions set out in the UK Code to make them relevant for investment companies.
The Board is aware of the recent revisions to the AIC Code to reflect the recent changes made to the UK Code and will report
on any applicable changes in the Annual Report following the effective date.
Statement of Compliance and Application of the AIC Code’s Principles
The Board believes that the Company’s current practices are consistent in all material respects in applying the principles and
complying with the provisions of the AIC Code. The Board will continue to observe the principles and recommendations set out
in the AIC Code.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 44
Governance
Report on Corporate Governance continued
Year ended 30 September 2024
The AIC Code’s principles and provisions are structured into five sections: Board leadership and purpose; division of
responsibilities; composition, succession and evaluation; audit, risk and internal control; and remuneration. The Company’s
application of the principles and compliance with the provisions of each section is detailed on the following pages.
Purpose
The purpose of the Company is to provide a vehicle for investors in which assets are invested across a diversified global portfolio
of healthcare stocks which aim to deliver long term capital growth to shareholders. The purpose is achieved through the
Investment Objective and policy incorporating parameters to ensure excessive risk is not undertaken.
The Investment Policy seeks to generate capital growth by investing in a global portfolio of healthcare stocks. The Company will
seek to achieve its objective by investing in a diversified global portfolio consisting primarily of listed equities. The portfolio is
diversified by geography, industry subsector and investment size. As an externally managed investment trust, the culture of the
Company is a consequence of the Board’s diversity, decisions and behaviours which are aligned with the values and behaviours
of the Investment Manager, interaction between the two and engagement with the Company’s stakeholders. The Board
monitors this culture, including the policies and practices it implements to maintain it.
Board Leadership
In promoting the long-term sustainable success of the Company, the performance of the Company’s portfolio is constantly
reviewed in pursuit of value generation for shareholders by achievement of the Investment Objective. Investment management
fees are reviewed periodically, with the last change occurring with effect from 1 October 2020. The Investment Manager is
entitled to a management fee at the rate of 0.75% per annum of the lower of the Company’s market capitalisation and the
Company’s adjusted net asset value. The Company’s performance over the previous ten years can be found on page 3 and how
the Board views its duties is considered in the s172 statement on pages 38 to 40. The Board’s engagement with shareholders
and stakeholders and how it contributes to strategic decision making is also discussed within the s172 statement. Participation
from both groups is encouraged and the Board can be contacted through the Company Secretary. The Company’s service
providers are subject to periodic site visits and attend service review and other meetings throughout the year, ensuring effective
engagement. Fulfilling the Investment Objective and the Company’s performance is the focus of the Board’s discussions.
The Board’s effectiveness, including how it promotes the long-term sustainable success of the Company, is reviewed annually.
The process and outcomes of the Board evaluation are detailed on page 48.
Role, Responsibilities and Committees of the Board
The Board has delegated to the Audit Committee and the Management Engagement Committee specific remits for
consideration and recommendation but the final responsibility in these areas remains with the Board. The Board determined
that due to its size, and the fact that all the Directors are non-executive and independent, the functions of the nomination
committee and remuneration committee would be carried out by the full Board.
Separate reports of the work of the Audit Committee and Management Engagement Committee over the year are set out on
pages 51 to 56 and page 57 respectively.
The Directors’ Remuneration Report, including the processes undertaken when reviewing remuneration, can be found on
pages 58 to 62.
In addition to formal meetings, the Board creates ad hoc committees from to time to enact policies or actions agreed in principle
by the whole Board. The number of formal meetings of the Board and its Committees held during the year ended 30 September
2024 and the attendance of individual Directors can be found on page 7.
BOARD LEADERSHIP AND PURPOSE (Principles A-E, Provisions 1-7)
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 45
Governance
Role of the Investment Manager
The Board has contractually delegated the management of the portfolio to the Manager. It is the Manager’s sole responsibility
to take decisions as to the purchase and sale of individual investments other than unquoted investments where the Board is
consulted (no unquoted investments were held at the year-end or date of reporting). The Manager has responsibility for asset
allocation and sector selection within the guidelines established and regularly reviewed by the Board.
The Manager is responsible for providing or procuring accountancy services, company secretarial and administrative services
including the monitoring of third-party suppliers who are directly appointed by the Company. The Manager also ensures that
all Directors receive in a timely manner all relevant management, regulatory and financial information. Representatives of the
Investment Manager attend all Board meetings in a variety of capacities including investment management, compliance, risk and
marketing, enabling the Directors to probe further on matters of concern or seek clarification on certain issues.
The whole Board reviews the performance of the Investment Manager in all service disciplines and, at each Board meeting,
the Company’s performance against the market and a peer group of funds with a similar Investment Objective is reviewed.
The investment team provided by the Investment Manager has long experience of investment in the healthcare sector.
In addition, the Investment Manager has other investment resources which support the investment team and have experience in
managing and administering other investment trust companies.
The Board and Investment Manager work in a collaborative manner and the Chair encourages open discussion and debate.
Chair
The Chair is responsible for the leadership of the Board and works with the Company Secretary for setting the Board’s meeting
agendas and for balancing the issues presented to each meeting. Open and honest debate is encouraged at each Board meeting
and the Chair keeps in touch with both the Company Secretary and other Directors between Board meetings. Lisa Arnold was
appointed to the Board in 2018 and appointed as Chair in February 2020. The Chair was independent on appointment and
continues to meet the criteria for independence. The Board considers the competence and independence of the Directors on an
annual basis. Under the Company’s Chair Tenure Policy, having been appointed following time spent as an NED, the Chair may,
if deemed appropriate or necessary, remain on the Board for up to twelve years.
Senior Independent Director
Due to the size and structure of the Board it is considered unnecessary to identify a senior independent non-executive director.
The Board considers that all Directors have different qualities and areas of expertise on which they may lead where issues arise
and to whom concerns may be conveyed. As and when required, the Chair of the Audit Committee leads on specific matters
such as the annual evaluation of the Chair.
Board Responsibilities
The Board currently comprises three non-executive Directors who are all considered to be independent. The Board considers
that its overall composition is adequate for the effective governance of the Company. No Director has any former or present
connection with the Investment Manager. A formal schedule of matters specifically reserved for decision by the full Board
has been defined and a procedure has been adopted for Directors, in the furtherance of their duties, to take independent
professional advice at the expense of the Company. No professional advice has been independently sought during the year.
BOARD LEADERSHIP AND PURPOSE (Principles A-E, Provisions 1-7) continued
DIVISION OF RESPONSIBILITIES (Principles F-I, Provisions 8-21)
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 46
Governance
Report on Corporate Governance continued
Year ended 30 September 2024
Company Secretary
The Directors have access to the advice and services of the Company Secretary which is provided in compliance with the IMA
through Polar Capital Secretarial Services Limited. An appointed representative, Tracey Lago, is responsible to the Board for
ensuring that Board procedures are followed, and that applicable rules and regulations are complied with. The Board and
Investment Manager operate in a supportive, co-operative and open environment. The Board acknowledges that PIRC (Pensions
and Investment Research Consultants Limited, an independent corporate governance and shareholder advisory consultancy)
recommend voting against the laying of the Annual Report at an AGM where the Investment Manager provides company
secretarial services to the Company. The Board believes that the benefits gained by utilising the services of a Company Secretary
provided by the Investment Manager significantly outweigh any perceived risk or conflicts in the view of PIRC. The Company
Secretary is provided to the Company as an independent service and the appointed representative acts as an officer of the
Company and not an employee of the Investment Manager when working with the Board and the Company.
Meetings
The Board has a schedule of regular meetings through the year and meets at additional times as required. During the year,
Board and Committee meetings were held to deal with the ongoing stewardship of the Company and other matters including
the setting and monitoring of investment strategy and performance, review of the Financial Statements, ESG and considering
any shareholder feedback. The level of the ordinary share price discount or premium to the Net Asset Value are kept under
review along with matters affecting the industry and the evaluation of third-party service providers. The Board is also responsible
for considering, reviewing and implementing appropriate policies in respect of regulatory changes that impact the Company.
The full investment strategy was revised during the reconstruction exercise undertaken in early 2017. The Board continues
to consider the Company’s strategy and its relevance to the market and shareholders as a whole at each Board meeting and
at least one Board meeting per year includes an in-depth focus on strategy. Through this process the Board supervises the
management of the investment portfolio, the work of the Investment Manager, the risks to which the Company is exposed and
their mitigation, and the quality of services received by the Company.
Directors’ Professional Development
When new Directors are appointed, they are offered an induction course provided by the Investment Manager. Directors
are welcome to visit the Manager at any time to receive an update on any aspect of interest or a refresher on the Manager’s
operations both generally and those which are specific to the Company. Directors are also provided on a regular basis with key
information on the Company’s policies, regulatory and statutory obligations and internal controls. Changes affecting Directors’
responsibilities are advised to the Board as they arise. Directors may also participate in professional and industry seminars and
may use the Manager’s online compliance training resources to ensure they maintain their knowledge.
Conflicts of Interest
The Board has in place a policy to govern situations where a potential conflict of interest may arise, for example where a
Director is also a director of a company in which the Company invests or may invest. The Company’s Articles contain provisions
to permit the Board to authorise acceptable conflicts or potential conflicts. Where a conflict situation arises, the conflicted
Director may be excluded from any discussions, decisions or votes relating to the matter of conflict.
Each Director has provided the Company with a statement of all conflicts of interest and potential conflicts of interest, which
have been approved by the Board and recorded in a register. The Conflicts Register is reviewed at every Board meeting and
the Directors are reminded of their obligations for disclosure. No Director has declared receipt of any benefits other than their
emoluments and associated expenses in their capacity as a Director of the Company. The Board as part of its year-end review
has considered the full register of conflicts, any conditions imposed on such conflicts or potential conflicts and the operation of
the notification and authorisation process.
There were no contracts subsisting during or at the end of the year in which a Director is or was interested and which is or
was significant in relation to the Company’s business or to the Director. All the Directors were considered independent of the
Investment Manager and had no relationship or conflicts which were likely to affect their judgement.
The Directors’ interests in the ordinary shares of the Company are set out on page 61 of the Directors’ Remuneration Report.
DIVISION OF RESPONSIBILITIES (Principles F-I, Provisions 8-21) continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 47
Governance
Capacity and Overboarding
Prior to appointment, current and planned commitments of board candidates are considered and it is determined before
interview stage whether the Board feels that the candidate has the capacity to dedicate to the Company. Once appointed,
all Directors are required to seek permission and approval from the Board prior to accepting any new appointments, including
a change of role. Following notification, the Board will give particular consideration to the type of role, expected time
commitments and the impact on the Director’s ability to discharge their duties to the Company. Directors are also required to
provide a list of their existing significant external commitments and estimated time commitments for each in order for the Board
to assess any risk of insufficient capacity or overboarding.
The Board continues to be satisfied that the external commitments of all non-executive Directors serve to enhance their skills
and experience and do not affect their ability to commit sufficient time to their roles as Directors of the Company, as evidenced
by their attendance records and contributions in meetings.
Board Composition, Diversity and Recruitment
The Board is responsible to shareholders for the overall management of the Company’s affairs. During the full year under review
there were four non-executive Directors, reducing to three following the resignation of Andrew Fleming on 21 October 2024.
Each Director has different qualities and areas of expertise on which they may lead should issues arise. The Board has a policy to
consider diversity and seeks to follow the diversity recommendations of the Hampton-Alexander and Parker Reviews, amongst
other factors. Consideration is given to all forms of diversity in order to balance both the expertise on, and the structure of, the
Board as a whole.
The Board notes the reporting requirements of the FCA Diversity and Inclusion Policy and has chosen to align its diversity
reporting reference date with the Company’s financial year end, 30 September 2024. Whilst the Board does not currently meet
the gender requirements (being a minimum of 40% female Board members) or ethnicity requirements (at least one non-white
ethnic minority Board member), it does have at least one senior female appointment who is currently Chair of the Board. The
Board continues to keep this under consideration as part of the Board’s reconstruction and future succession plans and hopes to
meet all aspects of the FCA’s Diversity policy in future. The Board will consider diversity at all stages of recruitment to the Board
and will work hard to ensure the broadest range of candidates are found when recruiting new directors.
As required under UKLR 16.3.29, further detail in respect of the diversity targets as at 30 September 2024 are provided in the
tables below. As an externally managed investment trust, the Company has no executive directors or employees therefore
columns relating to executive roles/management have been omitted from the tables. As per the AIC’s Guidance, the Company
considers the role of Board Chair and Chair of the Audit Committee as senior board positions and the below disclosures are
made on this basis.
Number of board
members
~
Percentage of the
board
Number of senior
positions on the
board (Chair and
Audit Chair)
Men 3 75% 1
Women 1 25% 1
Number of board
members
~
Percentage of the
board
Number of senior
positions on the
board (Chair and
Audit Chair)
White British or other (including minority-white groups) 4 100% 2
Minority Ethnic - - -
~ As noted above, during the full year under review there were four non-executive Directors, reducing to three following the resignation of Andrew Fleming on 21 October 2024.
DIVISION OF RESPONSIBILITIES (Principles F-I, Provisions 8-21) continued
COMPOSITION, SUCCESSION AND EVALUATION (Principles J-L, Provisions 22-28)
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 48
Governance
Report on Corporate Governance continued
Year ended 30 September 2024
The Board as the Nomination Committee met in October 2024 and considered the near-term recruitment needs of the Board.
Having considered a variety of factors, the Committee concluded that at the present time, the Board worked efficiently and had
the requisite skill sets to lead the Company effectively. Noting the requirement for greater diversity, the Committee concluded that,
with a fixed life, the appropriate time for recruitment of new directors would be shortly before or after any reconstruction plans.
In support of increasing diversity and expanding the pool of potential NED candidates of the future, the Board, in collaboration
with “board apprentice”, welcomed a board apprentice in FY23. Board Apprentice is a not-for-profit organisation dedicated to
increasing diversity on boards by widening the pool of non-executive, board-ready candidates. The board apprentice is invited to
attend all Board and Committee meetings as an observer and is mentored through the process by a Board member.
The Board as the Nomination Committee also considered the contribution and performance of each Director as part of the
Director and Board performance evaluation. The Board believes that the Directors demonstrate a breadth of experience across
the investment and financial services industry and exposure to the healthcare sector. Each Director effectively contributes to
the operation of the Board and demonstrates independent views on a range of subjects. All the Directors were considered
independent of the Investment Manager and had no relationship or conflicts which were likely to affect their judgement.
Succession
The Board has determined that due to the fixed life of the Company there is no need for a formal policy on the length of
service for Directors. The reconstruction approved by shareholders in June 2017 extended the life of the Company until the
first AGM to be held after 1 March 2025 (in the absence of any prior proposals). Once the reconstruction was completed the
Company’s original board was replaced in two phases, a process which completed in December 2019. The Board considers that
its overall composition is well placed for the effective governance of the Company and it is anticipated that the process of board
succession and recruitment will be reassessed as part of any future reconstruction plans.
Evaluation
The evaluation of the Board, the Committees and individual Directors is carried out annually. The process involves the use of
a written questionnaire to assess the balance of skills, experience, knowledge, independence and effectiveness of the Board,
including how the Directors interact as a unit on the Board. The responses to the questionnaire are reviewed and discussed
individually with the Chair where appropriate and by the full Board and, should it be deemed necessary, additional reporting
measures or operations would be put in place. The review of the Chair’s performance is conducted by the Board led by the
Chair of the Audit Committee. The Chair of the Board did not participate in this discussion.
In carrying out these evaluations, each Director is assessed on their relevant experience, their strengths and weaknesses in
relation to the overall requirements of the Board and their commitment to the Company in terms of time by regular attendance
and participation at Board meetings. The process is constructed to assess the contribution of individual Directors to the overall
operation of the Board and its Committees. The Board, through the work of the Nomination Committee, has determined that
each Director standing for re-election continues to offer relevant experience, effectively contributes to the operation of the
Board and has demonstrated independent views on a range of subjects. The Committee is satisfied that the structure, mix of
skills and operation of the Board continue to be effective and relevant for the Company.
Performance and Re-election
In accordance with the Company’s adopted practices, all Directors will retire and offer themselves for re-election at the AGM of
the Company to be held in February 2025. Having undertaken a Board Evaluation process and discussed the areas of expertise
required to run the Company, the Board have confirmed their support and rationale for each Directors’ re-election. The Directors
believe that they have a balance of experience, expertise and sufficient diversity and that they work well together, each director
brings multiple qualities and areas of expertise to the Board. The Board rationale for re-appointment of each Director is given on
page 6 and in the letter accompanying the Notice of AGM.
COMPOSITION, SUCCESSION AND EVALUATION (Principles J-L, Provisions 22-28) continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 49
Governance
Chair Tenure Policy
The Board considers that in the circumstances of an investment company, where corporate knowledge and continuity can
add value, there may be merit in appointing one of its members to the Chair. In addition, there may be circumstances where
succession plans are disrupted such that an internal candidate with some years’ existing experience is the most appropriate
candidate for the Chair. In other circumstances an external candidate may be more appropriate.
As per provision 24 of the AIC Code, the Board’s policy is that the maximum Board tenure for its Chair is up to 12 years (where
up to 9 years of this could be served as a non-executive Director). The Board believes that due to the staggered nature of the
appointment dates of existing Directors, and the expectation that Directors, unless assuming the role of Chair or there being
unforeseen circumstances, will retire from the Board after nine years of service, there will be regular refreshment of the Board.
Internal Controls
The Board has overall responsibility for the Company’s system of internal control, for reviewing its effectiveness and ensuring
that risk management and control processes are embedded in the Company’s day-to-day operations which are operated or
overseen by the Investment Manager.
The Investment Manager has an internal control framework to provide reasonable but not absolute assurance on the
effectiveness of the internal controls operated on behalf of its clients. The Manager is authorised and regulated by the Financial
Conduct Authority and its compliance department monitors the Company’s compliance with the various rules and regulations
applicable to it including the FCA’s rules, AIFMD, MiFID II and GDPR, for example.
The Board, through the Audit Committee, has established a process for identifying, evaluating, monitoring and managing any
principal risks faced by the Company. This is documented through the use of a Risk Map which is subject to regular review by
the Audit Committee and accords with the Guidance on Risk Management, Internal Control and Related Financial and Business
Reporting issued in September 2014 by the Financial Reporting Council. The controls are embedded within the business and aim
to ensure that identified risks are managed and systems are in place to report on such risks. The internal controls seek to ensure
the assets of the Company are safeguarded, proper accounting records are maintained, and the financial information used by
the Company and for publication is reliable. Controls covering the risks identified, including financial, operational, compliance
and risk management controls, are monitored by a series of regular reports covering investment performance, attribution
analysis, reports from various third parties and from the Investment Manager.
As the Company has no employees and its operational functions are carried out by third parties, the Audit Committee does not
consider it necessary for the Company to establish its own internal audit function.
Contracts with suppliers are entered into after full and proper consideration by the Board of the quality and cost of the services
offered, including the control systems in operation in so far as they relate to the affairs of the Company.
Operation of internal Controls
The process was active throughout the year and up to the date of approval of this Annual Report. However, such a system is
designed to manage rather than eliminate risks of failure to achieve the Company’s business objectives and can only provide
reasonable and not absolute assurance against material misstatement or loss.
The Board, in assessing the effectiveness of the Company’s internal controls has, through the Audit Committee, received formal
reports on the policies and procedures in operation. Where control failures have occurred an exceptions report is provided
along with mitigation in place to ensure the control is met in future. For the year under review, no material errors or control
failures were identified. The Manager and key service providers have subsequently provided confirmation that their control
environments continued to operate effectively up to the date of signing these Financial Statements.
COMPOSITION, SUCCESSION AND EVALUATION (Principles J-L, Provisions 22-28) continued
AUDIT, RISK AND INTERNAL CONTROL (PRINCIPLES M-O, PROVISIONS 29-36)
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 50
Governance
The Manager has delegated the provision of accounting, portfolio valuation and trade processing to HSBC Securities Services
but remains responsible to the Company for these functions and provides the Board with information on these services.
Based on the work of the Audit Committee and the reviews of the reports received by the Audit Committee on behalf of the
Board, the Board has concluded that there were no material control failures during the year and up to the date of this report.
Due to the fully independent non-executive Board comprising three Directors, the Board has deemed it appropriate for the full
Board to fulfil the role of the Remuneration Committee. The Board, acting as the Committee, meets at least annually and is
responsible for consideration and recommendations in relation to Directors’ remuneration.
The remuneration of the Directors is reviewed on an annual basis but will not necessarily lead to a change in remuneration
level awarded. Industry guidance, peer investment trust companies’ remuneration, the work undertaken by the Board in the
prior year along with plans for the current year and the overall regulatory environment are all considered when reviewing
remuneration.
Remuneration levels are set to attract candidates of high calibre to the Board. The Company’s remuneration policy was
approved by shareholders at the AGM in February 2023, is detailed within the Directors’ Remuneration Report on page 58 and
explains how the policy is designed to support strategy and promote long-term sustainable success.
Tracey Lago, FCG
Polar Capital Secretarial Services Limited
Company Secretary
12 December 2024
AUDIT, RISK AND INTERNAL CONTROL (PRINCIPLES M-O, PROVISIONS 29-36) continued
REMUNERATION (PRINCIPLES P-R, PROVISIONS 37-42)
Report on Corporate Governance continued
Year ended 30 September 2024
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 51
Governance
I am pleased to present my Report to you as Chair of the Audit Committee.
The Committee comprises all the Directors and the Board
is satisfied that the Committee has sufficient recent and
relevant financial experience and has competence relevant
to the sector in which the Company operates to discharge
its functions effectively. The experience of the members
of the Committee can be assessed from the Directors’
biographies set out on page 6. I am a chartered accountant
and a former partner and head of the pharmaceutical and
healthcare M&A practice of PricewaterhouseCoopers LLP
(‘PwC’). I hold the ICAEW’s FCA, BFP and CF qualifications
and am therefore deemed to have appropriate experience
and expertise to carry out the role of Chair of the Audit
Committee. The Committee has written terms of reference
which are available to view on the Company’s website,
www.polarcapitalglobalhealthcaretrust.co.uk
During the year the Audit Committee met three times, with
all members of the Committee attending each meeting.
Matters Considered during the Financial
Year Ended 30 September 2024:
During the year the Audit Committee considered a variety of
matters, including:
Audit Regulation
Since my last report to you, the Committee has not had
to consider any new material regulations, however it
continues to follow developments in the relevant regulatory
environment to consider any new and ongoing requirements
and determine how to apply any relevant best practice to the
Company. The Committee is aware of the recent revisions to
the UK Code, specifically those relating to risk management,
material and internal controls which are applicable to
accounting periods beginning on or after 1 January 2026.
The AIC has recently updated the AIC Code of Corporate
Governance to reflect relevant changes made to the UK Code
and the Committee will report on any applicable changes in
the Annual Report following the effective date. In addition,
the Committee continues to review the outcomes of the
FRC’s annual Audit Quality Reviews and discusses the findings
with the Auditors.
Annual External Audit
• the scope of the annual audit and agreement with the
Auditors of the key areas of focus;
• the reports from the Auditors concerning their audit of
the annual Financial Statements of the Company;
• the performance of the Auditors and the level of fees
charged for their services;
• the independence and objectivity of the Auditors;
• the appointment of the Auditors;
• the policy for non-audit services which may be provided
by the Auditors in line with the FRC guidance; and
• the extent of the non-audit services, the quality of such
work and the fees.
Internal Audit
• the potential need for an internal audit function, which
we continue to conclude is unnecessary for an externally
managed investment trust.
Audit Committee
Report
Neal Ransome
Chair of the Audit Committee
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 52
Governance
Audit Committee Report continued
Accounting Policies and related matters
• the appropriateness and any changes to the accounting
policies of the Company including any judgements
required by such policies and the reasonableness of
such. During the year the Committee ensured that the
accounting policies as set out on pages 76 to 81 were
applied consistently throughout the year. During the year
there were no changes to currently adopted policies and
no new UK-adopted international accounting standards
(“UK-adopted IAS”) or amendments to UK adopted IAS
which had any significant impact on the Company’s
financial Statements.
• the financial disclosures contained in the Annual Report
and Half Year Report to shareholders.
• the going concern statement, longer-term viability
statement and the requirement that the Annual Report
and Financial Statements, when taken as a whole, are fair,
balanced and understandable.
The Company’s Subsidiary, PCGH ZDP Plc
• the Audit Committee has historically considered the Financial
Statements and audit requirements of the Company’s wholly
owned subsidiary, PCGH ZDP Plc. The subsidiary was created
as part of the Company’s restructure in 2017 for the sole
purpose of providing a loan to the Company. As previously
reported and announced, the subsidiary company was
incorporated with a limited life of seven years and following
repayment of the loan advanced, was placed into liquidation
on 19 June 2024 in accordance with the Articles of
Association. Consequently, there are no Financial Statements
for PCGH ZDP Plc for the year ended 30 September 2024,
and no audit requirement.
• the Audit Committee considered the accounting implications
of the redemption and cancellation of the Company’s ZDP
shares which was completed in June 2024.
Investment Matters
• the investment management process, including
confirmation of the existence and ownership of
investments through the review of quarterly Depositary
Reports and meeting with the Depositary in relation to
the safeguarding of the Company’s assets. No errors have
been reported during the year under review.
Internal Controls and Risk
• the Risk Map covering the identification of new and
emerging risks, adjustments to existing risks and the
mitigation and controls in place to manage those risks; and
• reports from the Investment Manager and the Investment
Manager’s external Auditors on the effectiveness of the
system of internal financial controls including the Risk Map.
Dividend Policy
• the Committee considered the Company’s Dividend
Policy as approved by shareholders at the Annual General
Meeting held in February 2024 and recommended to the
Board that it continue in force. The Dividend Policy will be
proposed for approval by shareholders at the Company’s
AGM to be held in February 2025. The Company’s focus
remains on capital growth, and while the Company
continues to aim to pay two dividends per year these are
expected to be a small part of shareholders’ total return.
Consideration of the Half Year Report and
Financial Statements
• prior to publication, the Committee considered and
reviewed the Half Year Report and Financial Statements,
which were not audited, to ensure that they were
prepared on a basis consistent with the accounting
policies used in the Annual Report and Financial
Statements for the year ended 30 September 2023.
Consideration of the Annual Report and
Financial Statements
• the Committee performed this role through monitoring
the integrity of the Financial Statements of the Company
and the system of accounting to ensure compliance with
the relevant and appropriate accounting standards. The
scope of the audit was agreed in advance with a focus
on areas of audit risk and the appropriate level of audit
materiality.
• the Auditors reported to the Committee on the results of
the audit work and highlighted any issues which the audit
work had discovered, or the Committee had previously
identified as significant or material in the context of the
Financial Statements. Following a comprehensive review
process the Audit Committee presented its conclusions to
the Board.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 53
Governance
Significant Matters in Relation to the Financial
Statements for the Year Ended 30 September
2024
• in addition to the matters considered by the Committee
informing its opinions on going concern and longer-term
viability (described below) and in concluding that the
Annual Report and Financial Statements, when taken
as a whole, are fair, balanced and understandable, the
Committee also considered the following matters in
relation to the Financial Statements:
Significant Matter How the Issue was Addressed
Valuation, existence and ownership of
investments
The valuation is carried out in accordance with the accounting policies of the
Company as described in note 2(g). The Depositary has reported on its work and
safe keeping of the Company’s investments and a report from the Depositary is
provided on the Company’s website: www.polarcapitalglobalhealthcaretrust.co.uk
Compliance with s1158 and s1159 of
the Corporation Tax Act 2010
Consideration of compliance with the requirements of investment trust status is
carried out at each Board meeting throughout the year.
Repayment of the loan provided by the
subsidiary company, PCGH ZDP Plc.
Consideration of the accounting implications of the repayment of the loan and of the
redemption and cancellation of the Company’s ZDP shares on 19 June 2024.
There were no adverse matters brought to the Audit
Committee’s attention in respect of the 2024 audit which
were material or significant, or which should be brought to
shareholders’ attention.
Conclusions in Respect of the Annual Report
and Financial Statements
In order to reach the conclusion that the Annual Report
and Financial Statements when taken as a whole are fair,
balanced and understandable, the Board has requested that
the Committee advise on whether it considers these criteria
satisfied. In so doing the Committee has considered the
following:
• the ongoing comprehensive control framework around
the production of the Annual Report, including the
verification processes in place to deal with the factual
content;
• the extensive levels of review undertaken in the
production process, by the Investment Manager and the
Committee;
• the internal control environment as operated by the
Investment Manager and other suppliers including any
checks and balances within those systems; and
• the unqualified audit report from the Auditors confirming
their work based on substantive testing of the Financial
Statements.
As a result of the work performed, the Committee has
concluded that the Annual Report and Financial Statements
for the year ended 30 September 2024, 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, and it
has reported on these findings and provided such conclusion
to the Board.
External Auditors
Appointment of Auditors, Fees and Tenure
The Committee considers by way of meetings and reports,
the appointment, remuneration and work of the Auditors.
PwC (or the ‘Auditors’) have provided audit services to
the Company from its incorporation in 2010. Following a
formal and competitive tender process in 2020, PwC were
re-appointed as the Company’s auditors. The re-appointment
of PwC as Auditors to the Company has been submitted
annually for shareholder approval and will be submitted once
again at the AGM to be held in February 2025, together with
a separate Resolution to authorise the Directors to set the
remuneration of the Auditors. In accordance with current
legislation, the Company is required to undertake or initiate
an audit tender process at least every 10 years and will be
required to change its auditors after a maximum of 20 years’
engagement.
The Auditors are invited to all Committee meetings and
receives copies of all relevant papers and meeting minutes.
As part of the year end audit, the Committee considered
and re-confirmed the level of fees pre-agreed and payable to
the Auditor bearing in mind the nature of the audit and the
quality of services received. The fees paid to PwC in respect of
the audit of the annual Financial Statements of the Company
amounted to £55,000 (2023: £51,525 in addition to £8,000
for the audit of the Company’s subsidiary PCGH ZDP Plc).
The fee represents a 6.7% increase on the prior year.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 54
Governance
Effectiveness of Audit Process
The Committee, on behalf of the Board, is responsible for
overseeing the relationship with the Auditors including
ensuring the quality and effectiveness of the audit.
The Audit Committee monitored and evaluated the
effectiveness of the Auditors and any changes in the terms
of their appointment based on an assessment of their
performance, qualification, knowledge, expertise and
resources. The Auditor’s independence was also considered
along with other factors such as audit planning and
interpretations of accounting standards. This evaluation
has been carried out throughout the year by meetings held
with the Auditors, by review of the audit process and by
comments from the Investment Manager and others involved
in the audit process. Based on its review the Audit Committee
concluded that the Auditors remained independent and
continued to act in an independent manner. The Auditors
are provided with an opportunity to address the Committee
without the Investment Manager present to raise any
concerns or discuss any matters relating to the audit work
and the cooperation of the Investment Manager and others
in providing information and the quality of that information
including the timeliness in responding to audit requests.
Non-Audit Services
The Audit Committee’s policy for the provision of non-
audit services by the Auditors is to ensure that there is a
clear separation of audit work and non-audit work and
that the cost of any non-audit work is justified and is not
disproportionate to the audit fees, to the extent that the
independence of the Auditors would be compromised. The
Audit Committee’s policy on the provision of non-audit
services by the Auditors is available on the Company’s
website. The policy is produced in line with the FRC Ethical
Standards (revised January 2024) and any non-audit services
are required to be pre-approved by the Audit Committee. In
both the year under review and the prior year, no non-audit
services were provided by the Auditors.
Overview of Risk and Internal Controls
The Board has ultimate responsibility for the management
of risk throughout the Company and has asked the Audit
committee to assist in maintaining an effective internal
control environment.
The Company maintains a Risk Map which seeks to identify,
monitor and control principal risks as well as identifying
emerging risks. The Committee has continued to review
the Risk Map to identify the principal and emerging risks
facing the business including those that might threaten its
business model, future performance, liquidity and reputation.
Alongside this, the Committee considered the likelihood,
impact, mitigating factors and controls to reduce the impact
of such risks as described on pages 35 to 37. This process was
carried out throughout the year and is the means by which
the Risk Map is monitored and kept relevant by reflecting any
changes to the source and level of risks facing the Company.
The Committee has met to discuss and assess emerging risks
and where appropriate recommends changes to the Risk
Map. The Committee will actively continue to monitor the
system of internal controls through the regular review of the
Risk Map and the internal control environment in order to
provide assurance that they continue to operate as intended.
As part of the year end processes the Audit Committee
also undertook a review of the effectiveness of the system
of internal controls considering any issues that had arisen
during the course of the year. The Committee acknowledges
that the Company is reliant on the systems utilised by
external suppliers. Representatives of the Investment
Manager reported to the Committee on the system of
internal controls that is in place for the performance of the
Investment Manager’s duties under the IMA. The Committee
and the Manager also received presentations and internal
control reports from other key suppliers on the quality and
effectiveness of the services provided to the Company. In
addition, employees of the Manager conducted an onsite
due diligence visit with HSBC where they received thorough
presentations from representatives covering the work of the
Operations, Risk Administration and Accounting Teams, in
addition to the Custodian and Depositary. No matters of
concern with any areas of service were raised at any of the
meetings or on reviewing the internal controls reports.
The Audit Committee has also discussed the Investment
Manager’s policies on whistleblowing, cyber security,
antibribery and the Modern Slavery Act and is satisfied
that the Investment Manager has controls and monitoring
processes to implement their policies across the main
contractors which supply goods and services to the
Investment Manager and to the Company. The Company
has adopted an Anti-Corruption policy which incorporates
Anti-Bribery, Anti-Slavery and the Corporate Criminal Offence
of Tax Evasion. In addition to this the Company has issued a
data privacy notice in relation to the General Data Protection
Regulation. All such policies can be found on the Company’s
website www.polarcapitalglobalhealthcaretrust.co.uk.
The Audit Committee also considered the policy and controls
used by the Investment Manager surrounding the use of
brokerage commissions generated from transactions in the
Company’s portfolio and the obtaining of best execution on
all transactions. There were no issues of concern arising from
the reviews of or within the internal controls environment the
Company relied upon during the course of the year ended
30 September 2024 and up to the date of this report.
Audit Committee Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 55
Governance
Geopolitical Events
During the financial year under review, the Committee
continued to monitor the geopolitical landscape specifically the
ongoing military activity in the Ukraine and the Middle East.
Geopolitical events such as these can have a significant impact
on global financial markets, and hence on the Company’s
portfolio performance. The Committee continues to monitor
the impact of these and other events which appear in our
assessment of risk and of the ability of the Company to achieve
its investment objective.
The Committee regularly reviews the operational resilience of
its various service providers in connection with the mitigation
of the business risks posed by geopolitical events. The
Committee is pleased to confirm that all service providers have
continued to demonstrate their ability to provide services to
the expected level, with no breaks in the services provided or
significant operational failures.
Going Concern and Longer-term Viability
Going Concern
At the request of the Board, the Audit Committee has
considered the ability of the Company to adopt the going
concern basis for the preparation of the Financial Statements.
The Committee has considered the financial position of
the Company, its cashflows and its liquidity position. The
Committee has also considered any material uncertainties and
events that might cast significant doubt upon the Company’s
ability to continue as a going concern. The Audit Committee
has considered:
• the ability of the Company to liquidate its portfolio to
meet any liabilities as they fall due;
• the level of budgeted expenses and the exposure to
currency and credit risk;
• the factors impacting the forthcoming year as set out
in the Strategic Report Section and comprising the
Chair’s Statement, the Investment Manager’s Report
and the Strategic Review. The financial position of the
Company and its cash flows and liquidity position are
described in the Strategic Report and the Financial
Statements. Note 26 to the Financial Statements includes
the Company’s policies and process for managing its
capital, its financial risk management objectives, details of
financial instruments and hedging activities. Exposure to
credit risk and liquidity risk are also disclosed; and
• the requirement to put forward a resolution to place
the Company into liquidation at the first AGM following
1 March 2025 (in the absence of prior proposals).
Based on the information provided to the Committee, its
assessment of the financial position of the Company, and
having regard to the continuing impact of geopolitical
events on market stability, the Directors have not identified
conditions or events that call into question the Company’s
ability to continue to be a going concern other than the
liquidation vote. In the absence of any prior alternative
proposals, the Articles of Association of the Company require
the Directors to put forward at the first Annual General
Meeting to be held after 1 March 2025 a resolution to place
the Company into members voluntary liquidation. Although
taking place more than 12 months after the signing date of
the 2024 annual report and financial statements, it is relevant
to consider this as part of the going concern assessment.
Should a liquidation resolution be proposed to the AGM and
a single vote be cast in favour, the resolution will pass, and
the Company would be placed into liquidation. Therefore,
it has been concluded that a material uncertainty exists in
relation to going concern surrounding the liquidation vote
which may cast significant doubt about the Company’s ability
to continue as a going concern.
However, subject to consultation with shareholders
and advisors, the Directors intend to review alternative
reconstruction proposals during 2025. On the assumption
that these deliberations result in alternative resolutions being
put to and approved by shareholders, a liquidation resolution
would not be required. As such, the Audit Committee
concluded that it remained appropriate to continue to
prepare the financial statements on a going concern basis.
Longer-term Viability
The Board has also asked the Audit Committee to address
the requirement that a longer-term viability statement be
provided to shareholders. This statement should take account
of the Company’s financial position, the principal risks as set
out on pages 35 to 37 together with the mitigating factors
which are assumed to operate appropriately so that the Board
may state that they have a reasonable expectation that the
Company will be able to continue in operation and meet its
liabilities as they fall due over the period of their assessment.
To provide this assessment, the Audit Committee has
considered the Company’s financial position as described
above including its ability to liquidate its portfolio and meet
its expenses as they fall due:
• the portfolio comprises investments traded on major
international stock exchanges, and there is a spread
of investments by market capitalisation of company.
Approximately 98.7% of the portfolio as at 30 September
2024 could be liquidated within seven trading days and
there is no expectation that the nature of the investments
held within the portfolio will be materially different in
future;
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 56
Governance
• the expenses of the Company are predictable and modest
in comparison with the assets of the Company and there
are no capital commitments foreseen which would alter
that position; and
• the Company has no employees and consequently has no
employment-related liabilities or responsibilities.
The Audit Committee has also had regard to the following
assumptions in considering the Company’s longer-term
viability:
• healthcare will continue to be an investable sector of the
international stock markets and investors will still wish to
have an exposure to such investments;
• closed ended investment trusts will continue to be wanted
by investors;
• regulation will not increase to a level that makes the running
of the Company uneconomical in comparison to other
competitor products;
• should the performance of the Company be less than the
Board deems acceptable it has appropriate powers to replace
the Investment Manager; and
• there will be no material or significant changes in the
principal risks and uncertainties.
Stress Testing
In addition to the above, stress testing was undertaken in
determining the Company’s longer-term viability and the
appropriateness of preparing the Financial Statements on
a going concern basis. In conducting the stress tests, the
Company’s principal risks were grouped into three buckets
according to their post mitigation scores and, where possible,
material values were attached to the key risks materialising
and evaluated to assess the effect of this on the Company’s
ability to continue as a going concern and its viability over a
five-year period which assumes continuation of the Company
beyond the fixed life expiry as noted below. The stress tests
also used a variety of falling parameters to demonstrate
the impact on the Company’s share price and NAV. As
mentioned above, 98.7% of the Company’s portfolio can be
liquidated within seven trading days.
The results of the stress testing demonstrated the impact on
the NAV and reaffirmed the Company’s ability to continue as
a going concern.
The Audit Committee also notes that, in the absence of
any prior proposals, the Company’s Articles of Association
require the Directors to put forward at the first AGM
following 1 March 2025 a resolution to place the Company
into liquidation. The voting on that resolution will be
enhanced such that, provided any single vote is cast in favour,
the resolution will be passed. Taking into account these
considerations the Audit Committee has recommended to
the Board that a statement may be made on the Company’s
longer-term viability to continue its operations and meet its
expenses and liabilities as they fall due until the liquidation
vote at the first AGM following 1 March 2025.
Effectiveness of the Audit Committee
The services provided to the Board by the Audit Committee
are reviewed within the Annual Board Evaluation, including
consideration of actions undertaken by the Audit Committee
with the Investment Manager and Auditors to ensure an
appropriate audit process is undertaken. I am pleased to
confirm that the evaluation result was positive and no matters
of concern or requirements for change were highlighted. The
Committee continually seeks to improve its effectiveness and
follow best practice guidance from the FRC and other bodies.
Neal Ransome
Chair of the Audit Committee
12 December 2024
Audit Committee Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 57
Governance
Management Engagement
Committee Report
Neal Ransome
Chair of the Management Engagement Committee
Report of the Management Engagement
Committee
The Management Engagement Committee (“the
Committee”) comprises all of the directors, all of whom are
independent and non-executive, is chaired by Neal Ransome,
and meets at least once a year and at such other times as
may be necessary. The Committee has written terms of
reference, which are available to view on the Company’s
website, www.polarcapitalglobalhealthcaretrust.co.uk. The
terms of reference define the Committee’s responsibilities
and duties.
The Committee is responsible for reviewing the performance
of the Investment Manager along with the Company’s
other service providers. The Committee is also responsible
for keeping under review the terms of the Investment
Management Agreement (‘IMA’) and the Manager’s
appointment as AIFM, prior to making its recommendation
to the Board on whether the retention of the Investment
Manager is in the interests of shareholders.
Performance Evaluation Process
Investment Manager
During the year ended 30 September 2024 the Management
Engagement Committee met once to carry out the detailed
review of the Investment Manager and consider its continued
appointment for the next financial year ending 30 September
2025.
In addition, the Committee reviewed the current fee
arrangements with the Manager taking into consideration the
performance of the Manager in managing the assets of the
Company, the performance of the Company in both absolute
and relative terms against its benchmark since launch and since
reconstruction in June 2017. No change to the fee arrangements
were proposed for the year under review or the year ahead.
The review of the Investment Manager also considered the
strength of the investment team, depth of other resources
provided by the Manager and quality of the services
provided or procured by the Manager including shareholder
communications, company secretarial, accounting and
administration. Following this review, the Committee
concluded that it is in the best interests of shareholders that
the appointment of Polar Capital LLP as Investment Manager is
continued.
Other Suppliers
The Board also monitors directly or through the Investment
Manager the performance of its other key service providers
and whether they continue to provide value for money.
• The Board has directly appointed HSBC Bank Plc as
Depositary and Panmure Gordon & Co as Corporate
Broker. The Depositary reports quarterly and makes an
annual presentation to the Board. The Corporate Broker
provides reports to each Board meeting and joins the
Board on request to discuss markets and other issues.
• The Registrar, Equiniti Limited, is directly appointed by the
Board and the performance of its duties is monitored by
the Company Secretary.
• Other suppliers such as printers, website designers and
PR agents are monitored by the Company Secretary and
each supplier reports to the Board as and when deemed
necessary.
Committee Evaluation
The activities of the Management Engagement Committee
were considered as part of the annual Board evaluation
process. This year, an internal evaluation was completed and
the findings of the evaluation processes were positive with no
matters of concern or requirements for change needed.
Neal Ransome
Chair of the Management Engagement Committee
12 December 2024
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 58
Governance
Directors’ Remuneration Report
Introduction
This report is submitted in accordance with the Large and Medium-Sized Companies and Groups (Accounts and Reports)
Regulations 2008 (as amended) (the ‘Regulations’) and the Listing Rules of the Financial Conduct Authority in respect of the year
ended 30 September 2024. It has been audited where indicated.
Chair’s Report
The Board has determined that due to its size, and the fact that all the Directors are non-executive and independent, the
functions normally carried out by a remuneration committee will be performed by the full Board.
Shareholders approved the current Directors’ Remuneration Policy by way of an ordinary resolution passed at the AGM held
on 9 February 2023. Such policy came into effect on 1 October 2023 and shall remain in force until 30 September 2026 unless
amended during any earlier proposed reconstruction following the end of the fixed life:
Company’s Policy on Directors’ Remuneration effective until 30 September 2026
How policy supports strategy and promotes long-term
sustainable success Operation
The Board consists entirely of non-executive Directors, who
meet regularly to deal with the Company’s affairs.
Non-executive Directors have formal letters of appointment
which contain the responsibilities and obligations of the
Directors in relation to undertaking their role and managing
conflicts of interest; their remuneration is determined by the
Board within the limits set by the Articles of Association.
The intention is that fees payable reflect the time spent by
them individually and collectively, be of a level appropriate
to their responsibilities and be in line with market practice,
sufficient to enable candidates of high calibre to be recruited
and retained.
Directors are not entitled to payment for loss of office and do
not receive any bonus, nor do they participate in any long-
term incentive schemes or pension schemes. All fees are paid
in cash, monthly in arrears, to the Director concerned.
The Company’s policy in relation to fees is to offer only
fixed basic fee in line with equivalent roles within the sector
with additional fees for the roles of Chair of the Company
and Chair of the Audit Committee. As the Company is an
investment trust and all the Directors are non-executive, it
is considered inappropriate to have any long-term incentive
schemes or benefits.
Rates are reviewed annually but the review will not necessarily
result in any change to rates. Non-executive Directors are
subject to annual re-election by shareholders.
In accordance with article 98(2) of the Company’s Articles
of Association, any Director who performs, or undertakes
to perform, services which the Directors consider go beyond
the ordinary duties of a Director may be paid such additional
remuneration (whether by way of fixed sum, bonus,
commission, participation in profits or otherwise) as the
Directors may determine.
There are no performance conditions relating to non-
executive Directors fees.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 59
Governance
As per previous AGM resolutions, shareholders will be asked to consider a non-binding vote for the approval of the following
Directors’ Remuneration Implementation Report, which reports on how the Remuneration Policy has operated during the
year ended 30 September 2024. The result of the shareholder votes on the Directors’ Remuneration Policy and the latest
Implementation Report were as follows:
Implementation Report
for the
Year ended
30 September 2023
Remuneration Policy
for the
three years ended
30 September 2026
Approved at AGM on 8
February 2024
Approved at AGM on 9
February 2023
Votes for 99.99% 99.98%
Votes against 0.01% 0.02%
Votes abstained 0.00% 0.00%
The Board considers this level of support from shareholders a positive endorsement of both its Remuneration Policy and the policy
implementation. There has been no communication from shareholders regarding any aspect of the Directors’ remuneration.
Implementation Report
Directors’ Remuneration Paid for the Year Ended 30 September 2024
Annual Fees Review
The review of Directors’ fees is carried out on an annual basis and involves consideration of the time and commitment required
of the Directors, including any significant increase in requirements due to regulatory or other changes. For comparative purposes
the remuneration awarded to directors of similar companies and relevant market data is also considered. While such a review
will not necessarily result in any change to the rates the Committee believes that it is important that these reviews happen
annually.
The appointment of an external remuneration consultant was considered unnecessary. No Director is involved in deciding their
own remuneration and all Directors exercise independent judgement and discretion when considering fees.
In October 2024, the Committee carried out a review of Directors’ remuneration which included a selection of peer comparisons
and external reports including the Trust Associates 2024 NED Remuneration Report. Consideration was also given to the rise
in inflation, the increased level of input and responsibility members of the Board have in relation to enhanced regulations,
the upcoming reconstruction of the Company and the need to attract and retain Directors particularly ahead of any NED
recruitment. As a result, the Committee decided to implement the following increases with effect from 1 October 2024:
• Chair: £45,000pa to £46,000pa (2.2% increase).
• NED: £32,500pa to £33,250pa (2.3% increase).
• Chair of the Audit Committee supplement: £6,000 to £6,250 (4.2% increase).
Directors’ fees for the year ending 30 September 2025, based on the current board membership, are expected to total
£120,625 in aggregate. The maximum aggregate amount provided for in the Company’s Articles of Association (the Articles) for
directors’ fees is £200,000.
In order to provide headroom and flexibility particularly ahead of the Company’s reconstruction (at which succession planning
may be considered), it is proposed that Shareholder approval is sought at the Company’s AGM in February 2025 to increase
the aggregate amount to £250,000 per annum. Should the ordinary resolution be passed by Shareholders, the Articles will be
amended accordingly.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 60
Governance
Directors’ Remuneration Report continued
In accordance with the Shareholder Rights Directive, the Board confirms that there were no variable pay awards made to the
Directors and there were no deferral periods or share based pay equivalents. The annual percentage change in remuneration in
respect of the five financial years prior to the current year in respect of each Director role is as follows:
Financial year to:
30 Sept
2019
30 Sept
2020
30 Sept
2021
30 Sept
2022
30 Sept
2023
30 Sept
2024
Year to
30 Sept
2025
Chair 0% 5.4% 0% 5.1% 4.9% 4.7% 2.2%
Non-Executive Director 0% 5.7% 0% 5.4% 5.1% 4.8% 2.3%
Chair of the Audit Committee 0% 10.0% 0% 0% 4.5% 4.3% 4.2%
Expenses
The Directors are entitled to be reimbursed for reasonable expenses incurred by them in connection with the performance of
their duties and attendance at Board and General Meetings. In certain circumstances, under HMRC rules, travel and other out of
pocket expenses reimbursed to the Directors may be considered as taxable benefits. The taxable expenses comprise of expenses
incurred by the Directors attending Board and other meetings held in London. Such expenses are paid to the Directors grossed
up for taxation and shown in the taxable column of the Directors remuneration table.
Letters of Appointment
In accordance with recommended practice, the Directors do not have service agreements but instead each Director has received a
letter setting out the terms of their appointment under which they provide their services to the Company. A Director may resign by
giving one month’s notice in writing to the Board at any time. The Directors are not entitled to payment for loss of office.
New Directors are appointed and elected with the expectation that they will serve for a period of at least three years. In accordance
with the Articles of Association any new Director is required to stand for election at the first AGM following their appointment,
and in accordance with good corporate governance practice, all Directors shall stand for re-election every year following their first
election by shareholders. While it is encouraged, there is no requirement for Directors to hold shares in the Company.
Directors’ and Officers’ Liability Insurance
Directors’ and Officers’ liability insurance cover is held by the Company in respect of the Directors. The Company has, to the
extent permitted by law and the Company’s Articles of Association, provided each Director with a Deed of Indemnity which,
subject to the provisions of the Articles of Association and s234 of the Companies Act 2006, qualifying third party indemnity
provisions, indemnifies the Director in respect of costs which they may incur relating to the defence of any proceedings brought
against them arising out of their position as Directors (excluding criminal and regulatory penalties). Directors’ legal costs may be
funded up-front provided they reimburse the Company if the individual is convicted or, in an action brought by the Company,
judgment is given against them. These provisions were in force during the year and remain in force at the date of this report.
Remuneration (Audited)
In the year under review the Directors’ fees were paid at the following annual rates, the Chair £45,000; other Directors £32,500
with the Chair of the Audit Committee receiving an extra £6,000 supplement for performing that additional role.
Year ended 30 September 2024 Year ended 30 September 2023
Director Fixed fee
Taxable
expenses
1
Total
remuneration Fixed fee
Taxable
expenses
1
Total
remuneration
Lisa Arnold £45,000 – £45,000 £43,000 – £43,000
(Chair)
Neal Ransome £38,500 – £38,500 £36,750 – £36,750
(Chair of the Audit and Management Engagement
Committees)
Andrew Fleming~ £32,500 – £32,500 £31,000 – £31,000
Jeremy Whitley £32,500 £1,271 £33,771 £31,000 £1,642 £32,642
Total* £148,500 £1,271 £149,771 £141,750 £1,642 £143,392
* See note 8 on page 82
~ resigned 21 October 2024
1
Taxable travel and subsistence expenses incurred in attending Board and Committee meetings. The amounts disclosed are the grossed figures.
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 61
Governance
No pension or other contributions were paid by the Company during the year to any of the Directors. Consequently, the figures
shown above comprise the single total remuneration figure for each Director.
Directors’ Share Interests (Audited)
The interests of Directors in the ordinary shares of the Company on 30 September 2024 (and 2023) are as follows:
2024 2023
Lisa Arnold 20,000 20,000
Andrew Fleming~ 10,000 10,000
Neil Ransome 10,073 10,073
Jeremy Whitley 20,000 20,000
~resigned 21 October 2024
There have been no changes in these interests between the end of the financial year and 12 December 2024.
Performance
The Regulations require a line graph to be included in the Directors’ Remuneration Report showing the total shareholder
return for each of the financial years in the relevant period. Each annual graph is required to increase by one year until the
maximum relevant period of ten years is reached; thereafter the relevant period will continue to be ten years. The Company was
incorporated on 12 May 2010 and commenced trading on 15 June 2010, the performance comparison is therefore shown for
the period of 10 years from 1 October 2014 to 30 September 2024.
Performance comparison
50
100
150
200
250
300
350
MSCI ACWI Healthcare Index in sterling with dividends reinvested (TR)
(TR: Total Return, rebased to 100 at 30 September 2014)
Company reconstruction 20 June 2017
Ordinary Share Price (TR)
Sep
2024
Mar
2024
Sep
2023
Mar
2023
Sep
2022
Mar
2022
Sep
2021
Mar
2021
Sep
2020
Mar
2020
Sep
2019
Mar
2019
Sep
2018
Mar
2018
Sep
2017
Mar
2017
Sep
2016
Mar
2016
Sep
2015
Mar
2015
Sep
2014
The MSCI ACWI Healthcare Index (total return in sterling with dividends reinvested) is used as the comparator because, as a
market capitalisation weighted index, the Board considers that it is the most appropriate single market index.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 62
Governance
Relative Importance of Spend on Pay
Under the Regulations, the Directors’ Remuneration Report must set out in a graphical or tabular form that shows in respect
of the relevant financial year and the immediately preceding financial year the actual expenditure of the company, and
the difference in spend between those years, on remuneration paid to or receivable by all employees; and distributions to
shareholders by way of dividend and share buyback; and any other significant distributions and payments or other uses of profit
or cash-flow deemed by the Directors to assist in understanding the relative importance of spend on pay.
The Company has no employees and while the Directors do not consider that the comparison of Directors’ remuneration with
distributions to shareholders as a meaningful measure of the Company’s overall performance having regard to the Company’s
objective of capital growth, for comparison purposes the table below compares Directors’ fee with the level of dividends paid
out, profit after tax and the cost of share buy backs undertaken by the Company.
Change
2024
£’000
2023
£’000
£’000 %
Directors’ total remuneration 150 143 7 5
Dividends paid or declared in respect of
the financial year
2,910 2,547 363 14
Profit on ordinary activities after tax 62,801 16,896 45,905 272
Approved by the Board and confirmed as a true reflection of the major decisions made by the Board acting in the capacity of a
remuneration committee, in relation to the remuneration of the Directors including any changes made on 12 December 2024.
Lisa Arnold
Chair
12 December 2024
Directors’ Remuneration Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 63
Governance
The Directors are responsible for preparing the Annual Report
and the financial statements in accordance with applicable
law and regulations.
Company law requires the Directors to prepare Financial
Statements for each financial year. Under that law the
Directors have prepared the Company’s Financial Statements
in accordance with the UK-adopted International Accounting
Standards (UK-adopted IAS) and applicable law. Additionally,
the Financial Conduct Authority’s Disclosure Guidance and
Transparency Rules require the directors to prepare the
Financial Statements in accordance with UK-adopted IAS.
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 of the Company for that period. In
preparing the financial statements, the Directors are required
to:
• select suitable accounting policies and then apply them
consistently;
• state whether they have been prepared in accordance
with UK-adopted IAS, subject to any material departures
disclosed and explained in the Financial Statements;
• make judgements and accounting estimates that are
reasonable and prudent; and
• prepare the Financial Statements on the going concern
basis unless it is inappropriate to presume that the
Company will continue in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Company
and enable them to ensure that the Financial Statements
and the Directors’ Remuneration Report comply with
the Companies Act 2006. They are responsible for such
internal controls as they determine is necessary to enable
the preparation of Financial Statements that are free from
material misstatement, whether due to fraud or error,
and have general responsibility for taking such steps as
are reasonably open to them to safeguard the assets of
the Company and to prevent and detect fraud and other
irregularities.
Under applicable law and regulations, the Directors are
also responsible for preparing a Strategic Report, Directors’
Report, Directors’ Remuneration Report and Corporate
Governance Statement that comply with that law and those
regulations.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the company’s website. Legislation in the UK governing
the preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.
Directors’ confirmations
The Directors consider that the annual report and financial
statements, taken as a whole, is fair, balanced and
understandable and provides the information necessary
for shareholders to assess the Company’s position and
performance, business model and strategy.
Each of the directors, whose names and functions are listed
in the Strategic Report confirm that, to the best of their
knowledge:
• the Company Financial Statements, which have been
prepared in accordance with the applicable set of
accounting standards, give a true and fair view of the
assets, liabilities, financial position and profit/loss of the
company;
• the Strategic Report includes a fair review of the
development and performance of the business and the
position of the Company, together with a description of
the principal risks and uncertainties that it faces.
In the case of each director in office at the date the Directors’
Report is approved:
• so far as the director is aware, there is no relevant
audit information of which the Company’s auditors are
unaware; and
• they have taken all the steps that they ought to have
taken as a director in order to make themselves aware of
any relevant audit information and to establish that the
Company’s auditors are aware of that information.
Lisa Arnold
Chair
12 December 2024
Statement of Directors’
Responsibilities
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 64
Governance
Report on the audit of the financial statements
Opinion
In our opinion, Polar Capital Global Healthcare Trust plc’s financial statements:
• give a true and fair view of the state of the Company’s affairs as at 30 September 2024 and of its profit and cash flows for
the year then ended;
• have been properly prepared in accordance with UK-adopted international accounting standards; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”),
which comprise: the Balance sheet as at 30 September 2024; the Statement of Comprehensive Income, the Statement of
Changes in Equity, and the Cash Flow Statement for the year then ended; and the notes to the financial statements, comprising
material accounting policy information and other explanatory information.
Our opinion is consistent with our reporting to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our
responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements
section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Independence
We remained independent of the Company in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were not
provided.
We have provided no non-audit services to the Company in the period under audit.
Material uncertainty related to going concern
In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure
made in note 2 (a) to the financial statements concerning the Company’s ability to continue as a going concern. Per the Articles
of Association of the Company, there would be a requirement for a special resolution for the winding up of the Company to
be proposed to the shareholders at the AGM to take place after 1 March 2025 unless alternative reconstruction proposals have
been approved by the shareholders prior to that date. Should a single vote be cast in favour of the resolution, irrespective of the
performance of the trust, the resolution will pass and the company would be placed into liquidation. The conditions explained
in note 2 (a) to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about
the Company’s ability to continue as a going concern. The financial statements do not include the adjustments that would result
if the Company were unable to continue as a 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.
Independent Auditors’ Report to the
Members of Polar Capital Global
Healthcare Trust plc
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 65
Governance
Our evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the going concern basis of accounting
included:
• evaluating the Directors’ updated risk assessment and considering whether it addressed relevant threats;
• evaluating the Directors’ assessment of potential operational impacts, considering their consistency with other available
information and our understanding of the business, including the Director’s intention to propose alternative proposals to a
special resolution to wind up the company and assessed the potential impact on the financial statements;
• reviewing the Directors’ assessment of the Company’s financial position in the context of its ability to meet future expected
operating expenses, their assessment of liquidity as well as their review of the operational resilience of the Company and
oversight of key third-party service providers;
• assessing the premium/discount at which the Company’s share price trades compared to the net asset value per share; and.
• assessing the implication of significant reductions in net assets as a result of market performance on the ongoing ability of
the Company to operate.
In relation to the Directors’ reporting on how they have applied the UK Corporate Governance Code, other than the material
uncertainty identified in note 2 (a) to the financial statements, 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, or in respect of the Directors’ identification in the financial statements of any other material
uncertainties to the Company’s ability to continue to do so over a period of at least twelve months from the date of approval of
the financial statements.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections
of this report.
Our audit approach
Overview
Audit scope
• The Company is an Investment Trust Company and engages Polar Capital LLP (the “Manager”) to manage its assets and to
manage its day to day operations.
• We conducted our audit of the financial statements using information from HSBC Securities Services (the “Administrator”)
to whom the Manager has, with the consent of the Directors, delegated the provision of certain administrative functions.
• We tailored the scope of our audit taking into account the types of investments within the Company, the involvement of the
third parties referred to above, the accounting processes and controls, and the industry in which the Company operates.
• We obtained an understanding of the control environment in place at both the Manager and the Administrator and adopted
a fully substantive testing approach using reports obtained from the Administrator.
Key audit matters
• Material uncertainty related to going concern
• Valuation and existence of investments
• Income from investments
Materiality
• Overall materiality: £4,790,000 (2023: £4,190,000) based on approximately 1% of net assets.
• Performance materiality: £3,592,500 (2023: £2,985,000).
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 66
Governance
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement (whether or
not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the
allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we
make on the results of our procedures thereon, were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to going concern, described in the Material uncertainty related to going concern section above, we determined the
matters described below to be the key audit matters to be communicated in our report. This is not a complete list of all risks
identified by our audit.
The key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Valuation and existence of investments
Refer to Note 2 Accounting Policies (g) Investments held at fair value
through profit and loss and Note 13 Investments held at fair value.
The investment portfolio at the year-end comprised listed equity
investments.
We focused on the valuation and existence of investments because
investments represent the principal element of the net asset value as
disclosed in the Balance Sheet in the financial statements.
We also focused on the accounting policy for the valuation of
investments held at fair value through profit or loss as incorrect
application could indicate a misstatement in the valuation of
investments.
We tested the valuation of the listed equity investments by agreeing
100% of the prices used in the valuation to independent third-party
sources.
We tested the existence of the investment portfolio by agreeing
100% of investment holdings to an independent confirmation
obtained from the custodian.
We assessed the accounting policy for investments held at fair value
through profit or loss for compliance with accounting standards and
performed testing to check that investments are accounted for in
accordance with the stated accounting policy.
We did not identify any material matters to report.
Income from investments
Refer to the Note 2 Accounting Policies (c) Income, (g) Investments
held at fair value through profit and loss, Note 3 Investment income
and Note 5 Gains on investments held at fair value.
We focused on the accuracy, occurrence and completeness both of
net capital gains on investments and of dividend income recognition.
ISAs (UK) presume there is a risk of fraud in income recognition. We
considered this risk to relate to the risk of overstating investment
gains and the misclassification of dividend income as capital due
to the pressure management may feel to achieve a certain level of
capital or growth in line with the objective of the Company.
We also focused on the accounting policy for investment income
recognition and its presentation in the Statement of Comprehensive
Income as set out in the requirements of The Association of
Investment Companies Statement of Recommended Practice (the
“AIC SORP”) as incorrect application could indicate a misstatement in
income recognition.
We assessed the accounting policy for income recognition for
compliance with accounting standards and the AIC SORP, and that
income from investments has been accounted for in accordance with
the stated accounting policy.
We tested the accuracy of dividend receipts by agreeing the dividend
rates from investments to independent third-party data.
We tested occurrence by testing that the dividends recorded in the
year had been declared in the market by investment holdings, and we
traced a sample of dividends received to bank statements.
To test for completeness, we tested that the appropriate dividends
had been received in the year by reference to independent data of
dividends declared for dividends during the year.
We also tested the allocation and presentation of dividend income
between the revenue and capital return columns of the Statement of
Comprehensive Income in line with the requirements set out in the
AIC SORP by determining reasons behind dividend distributions.
The gains and losses on investments held at fair value comprise
realised and unrealised gains and losses. For unrealised gains and
losses, we tested the valuation of the portfolio at the year-end,
together with testing the reconciliation of opening and closing
investments. For realised gains and losses, we tested a sample of
disposals by agreeing the proceeds to bank statements and we
reperformed the calculation of a sample of realised gains and losses.
Independent Auditors’ Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 67
Governance
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the Company, the accounting processes and controls, and the
industry in which it operates.
The Company’s accounting is delegated to the Administrator who maintains the Company’s accounting records and who has
implemented controls over those accounting records. We obtained our audit evidence from substantive tests. However, as per
our risk assessment, we understood and assessed the internal controls in place at both the Manager and the Administrator
to the extent relevant to our audit. This assessment of the operating and accounting structure in place at both organisations
involved obtaining and analysing the relevant control-reports issued by the Manager and the Administrator and the work
conducted by the independent service auditor in accordance with generally accepted assurance standards for such work.
Following this assessment, we applied professional judgement to determine the extent of testing required over each balance in
the financial statements.
The impact of climate risk on our audit
In conducting our audit, we made enquiries of the Directors and the Investment Manager to understand the extent of the
potential impact of climate change risk on the Company’s financial statements. The Directors and Investment Manager
concluded that the impact on the measurement and disclosures within the financial statements is not material because the
Company’s investment portfolio is made up of level 1 quoted securities which are valued at fair value based on market prices.
We found this to be consistent with our understanding of the Company’s investment activities. We also considered the
consistency of the climate change disclosures included in the Strategic Report with the financial statements and our knowledge
from our audit.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality.
These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and
extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of
misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Overall Company materiality £4,790,000 (2023: £4,190,000).
How we determined it approximately 1% of net assets
Rationale for benchmark applied We believe that net assets is the primary measure used by the shareholders in
assessing the performance of the Company, and is a generally accepted auditing
benchmark for investment trust audits.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and
undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of
our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in
determining sample sizes. Our performance materiality was 75% (2023: 75%) of overall materiality, amounting to £3,592,500
(2023: £2,985,000) for the Company financial statements.
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment
and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range
was appropriate.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £239,500
(2023: £199,000) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our
auditors’ report thereon. The Directors are responsible for the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 68
Governance
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained
in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial
statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based
on these responsibilities.
With respect to the Strategic Report and Report of the Directors, we also considered whether the disclosures required by the UK
Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions
and matters as described below.
Strategic Report and Report of the Directors
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and
Report of the Directors for the year ended 30 September 2024 is consistent with the financial statements and has been prepared
in accordance with applicable legal requirements.
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we did
not identify any material misstatements in the Strategic Report and Report of the Directors.
Directors’ Remuneration
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the
Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the Directors’ statements in relation to going concern, longer-term viability and that
part of the corporate governance statement relating to the Company’s compliance with the provisions of the UK Corporate
Governance Code specified for our review. Our additional responsibilities with respect to the corporate governance statement as
other information are described in the Reporting on other information section of this report.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate
governance statement is materially consistent with the financial statements and our knowledge obtained during the audit, and,
except for the matters reported in the section headed ‘Material uncertainty related to going concern’, we have nothing material
to add or draw attention to in relation to:
• The Directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging
risks and an explanation of how these are being managed or mitigated;
• T he Directors’ statement in the financial statements about whether they considered it appropriate to adopt the going
concern basis of accounting in preparing them, and their identification of any material uncertainties to the Company’s
ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements;
• The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers and why
the period is appropriate; and
• The Directors’ statement as to whether they have a reasonable expectation that the Company will be able to continue in
operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures drawing
attention to any necessary qualifications or assumptions.
Our review of the Directors’ statement regarding the longer-term viability of the Company was substantially less in scope than
an audit and only consisted of making inquiries and considering the Directors’ process supporting their statement; checking
that the statement is in alignment with the relevant provisions of the UK Corporate Governance Code; and considering whether
the statement is consistent with the financial statements and our knowledge and understanding of the Company and its
environment obtained in the course of the audit.
Independent Auditors’ Report continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 69
Governance
In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the
corporate governance statement is materially consistent with the financial statements and our knowledge obtained during the
audit:
• The Directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and
provides the information necessary for the members to assess the Company’s position, performance, business model and
strategy;
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems;
and
• The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the Directors’ statement relating to the Company’s
compliance with the Code does not properly disclose a departure from a relevant provision of the Code specified under the
Listing Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the Directors for the financial statements
As explained more fully in the Statement of Directors’ Responsibilities, the Directors are responsible for the preparation of the
financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view.
The Directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws
and regulations related to breaches of Section 1158 of the Corporation Tax Act 2010, and we considered the extent to which
non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that
have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management’s incentives and
opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined
that the principal risks were related to posting inappropriate journal entries to increase revenue (investment income and capital
gains) or to overstate the value of investments and increase the net asset value. Audit procedures performed by the engagement
team included:
• discussions with the Manager and Audit Committee, including consideration of known or suspected instances of non-
compliance with laws and regulation and fraud where applicable;
• reviewing relevant committee meeting minutes, including those of the Board and Audit Committee;
• review of financial statement disclosures to underlying supporting documentation;
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 70
Governance
• identifying and testing manual journal entries posted by the Administrator during the preparation of the financial
statements; and
• designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of
non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial
statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one
resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or
through collusion.
Our audit testing might include testing complete populations of certain transactions and balances, possibly using data
auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete
populations. We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we
will use audit sampling to enable us to draw a conclusion about the population from which the sample is selected.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with
Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or
assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not obtained all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received
from branches not visited by us; or
• certain disclosures of Directors’ remuneration specified by law are not made; or
• the financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the
accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Audit Committee, we were appointed by the members on 12 May 2010 to audit the
financial statements for the year ended 31 December 2011 and subsequent financial periods. The period of total uninterrupted
engagement is 14 years, covering the years ended 31 December 2011 to 30 September 2024.
Kevin Rollo (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Edinburgh
12 December 2024
Independent Auditors’ Report continued
Corporate Governance
Financial
Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 71
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 72
Statement of Comprehensive Income
For the year ended 30 September 2024
Year ended 30 September 2024 Year ended 30 September 2023
Note
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
Gains on investments held at fair value 5 – 63,240 63,240 – 19,574 19,574
Investment income 3 5,369 – 5,369 4,804 – 4,804
Other operating income 4 122 – 122 104 – 104
Other currency gains/(losses) 6 – 281 281 – (1,130) (1,130)
Total income 5,491 63,521 69,012 4,908 18,444 23,352
Expenses
Investment management fee 7 (687) (2,747) (3,434) (650) (2,598) (3,248)
Other administrative expenses 8 (833) (100) (933) (712) (13) (725)
Total expenses (1,520) (2,847) (4,367) (1,362) (2,611) (3,973)
Profit before finance costs and tax 3,971 60,674 64,645 3,546 15,833 19,379
Finance costs 9 (14) (882) (896) (9) (1,161) (1,170)
Profit before tax 3,957 59,792 63,749 3,537 14,672 18,209
Tax 10 (708) (240) (948) (598) (715) (1,313)
Net profit for the year and total
comprehensive income
3,249 59,552 62,801 2,939 13,957 16,896
Earnings per Ordinary share (pence) 12 2.68 49.11 51.79 2.42 11.51 13.93
The total column of this statement represents Company’s Statement of Comprehensive Income, prepared in accordance with
UK-adopted International Accounting Standards.
The revenue return and capital return columns are supplementary to this and are prepared under guidance published by the
Association of Investment Companies.
The Company does not have any other income or expense that is not included in net profit for the year. The net profit for the
year disclosed above represents the Company’s total comprehensive income.
There are no dilutive securities and therefore the Earnings per Share and the Diluted Earnings per share are the same.
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or
discontinued in the year.
The notes on pages 76 to 95 form part of these financial statements.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 73
Statement of Changes in Equity
For the year ended 30 September 2024
Year ended 30 September 2024
Called
up share
capital
Capital
redemp-
tion
reserve
Share
premium
reserve
Special
distrib-
utable
reserve
Capital
reserves
Revenue
reserve
Total
Equity
Note £’000 £’000 £’000 £’000 £’000 £’000 £’000
Total equity at 1 October 2023 31,037 6,575 80,685 3,672 294,748 2,465 419,182
Total comprehensive income:
Profit for the year ended
30 September 2024
– – – – 59,552 3,249 62,801
Transactions with owners,
recorded directly to equity:
Equity dividends paid 11 – – – – – (2,910) (2,910)
Total equity at 30 September 2024 31,037 6,575 80,685 3,672 354,300 2,804 479,073
Year ended 30 September 2023
Called
up share
capital
Capital
redemp-
tion
reserve
Share
premium
reserve
Special
distrib-
utable
reserve
Capital
reserves
Revenue
reserve
Total
Equity
Note £’000 £’000 £’000 £’000 £’000 £’000 £’000
Total equity at 1 October 2022 31,037 6,575 80,685 3,672 280,791 2,073 404,833
Total comprehensive income:
Profit for the year ended
30 September 2023
– – – – 13,957 2,939 16,896
Transactions with owners,
recorded directly to equity:
Equity dividends paid 11 – – – – – (2,547) (2,547)
Total equity at 30 September 2023 31,037 6,575 80,685 3,672 294,748 2,465 419,182
The notes on pages 76 to 95 form part of these financial statements.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 74
Balance Sheet
As at 30 September 2024
Notes
30 September
2024
£’000
30 September
2023
£’000
Non-current assets
Investments held at fair value 13 474,136 458,255
Investment in subsidiary 13 – 50
Current assets
Cash and cash equivalents 24 9,552 4,630
Overseas tax recoverable 842 678
Receivables 14 180 505
10,574 5,813
Total assets 484,710 464,118
Current liabilities
Payables 15 (5,263) (3,981)
Bank overdraft 24 (374) (2,014)
Loan from subsidiary 16 – (38,687)
(5,637) (44,682)
Non-current liabilities
Indian capital gains tax provision – (254)
Total liabilities (5,637) (44,936)
Net assets 479,073 419,182
Equity attributable to equity shareholders
Called up share capital 17 31,037 31,037
Share premium reserve 19 80,685 80,685
Capital Redemption reserve 18 6,575 6,575
Special distributable reserve 20 3,672 3,672
Capital reserves 21 354,300 294,748
Revenue reserve 22 2,804 2,465
Total equity 479,073 419,182
Net asset value per Ordinary share (pence) 23 395.05 345.66
The financial statements on pages 72 to 75 were approved and authorised for issue by the Board of Directors on 12 December
2024 and signed on its behalf by
Lisa Arnold
Chair
The notes on pages 76 to 95 form part of these financial statements.
Registered number 7251471
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 75
Cash Flow Statement
For the year ended 30 September 2024
Year ended
30 September
2024
£’000
Year ended
30 September
2023
£’000
Cash flows from operating activities
Profit before finance costs and tax 64,645 19,379
Adjustment for non-cash items:
Gains on investments held at fair value through profit or loss (63,240) (19,574)
Adjusted profit/(loss) before tax 1,405 (195)
Adjustments for:
Purchases of investments, including transaction costs (688,173) (503,002)
Sales of investments, including transaction costs 737,080 501,992
Decrease/(increase) in receivables 325 (272)
(Decrease)/increase in payables (266) 259
Indian capital gains tax (494) (461)
Overseas tax deducted at source (872) (610)
Net cash generated from/(used in) operating activities 49,005 (2,289)
Cash flows from financing activities
Redemption of ZDP shareholders (39,515) –
Interest paid (68) (44)
Equity dividends paid 11 (2,910) (2,547)
Net cash used in financing activities (42,493) (2,591)
Net increase/(decrease) in cash and cash equivalents 6,512 (4,880)
Cash and cash equivalents at the beginning of the year 2,666 7,546
Cash and cash equivalents at the end of the year 24 9,178 2,666
The notes on pages 76 to 95 form part of these financial statements
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202476
Notes to the Financial Statements
For the year ended 30 September 2024
1 GENERAL INFORMATION
The Financial Statements for the year ended 30 September 2024 comprise the Financial Statements of the Company. On 19 June
2024, the Company’s only subsidiary, PCGH ZDP plc, was placed into liquidation following the full repayment of the loan owed
to it by the Company and the redemption of the ZDP shares. As a result of this, consolidated financial statements are no longer
necessary as the subsidiary’s financial information is deemed immaterial to the overall financial position of the Company.
The principal activity of the Company is that of an investment trust company within the meaning of Section 1158/1159 of the
Corporation Tax Act 2010 and its investment approach is detailed in the Strategic Report.
The Company’s presentational currency is pounds sterling (rounded to the nearest £’000). Pounds sterling is also the functional currency
of the Company, because it is the currency which is most relevant to the majority of the Company’s shareholders and creditors and the
currency in which the majority of the Company’s operating expenses are paid.
2 ACCOUNTING POLICIES
The material accounting policy information and other explanatory information have been applied consistently for all years
presented are set out below:
(a) BASIS OF PREPARATION
The Company’s Financial Statements have been prepared and approved by the Directors in accordance with UK-adopted
international accounting standards (“UK-adopted IAS”) and with the requirements of the Companies Act 2006.
The Financial Statements have been prepared on a going concern basis under the historical cost convention, as modified by the
revaluation of investments and derivative financial instruments at fair value through profit or loss.
Where presentational guidance set out in the Statement of Recommended Practice (SORP) for investment trusts issued by the
Association of Investment Companies (AIC) in July 2022 is consistent with the requirements of UK-adopted IAS, the Directors
have sought to prepare the Financial Statements on a basis compliant with the recommendations of the SORP.
The financial position of the Company as at 30 September 2024 is shown in the balance sheet on page 74. As at 30 September 2024
the Company’s total assets exceeded its total liabilities by a multiple of over 85. The assets of the Company consist mainly of securities
that are held in accordance with the Company’s Investment Policy, as set out on page 31 and these securities are readily realisable.
The Directors have considered a detailed assessment of the Company’s ability to meet its liabilities as they fall due. The assessment
took account of the Company’s current financial position, its cash flow and its liquidity position. In light of the results of these tests,
the Company’s cash balances, and the liquidity positions, the Directors consider that the Company has adequate financial resources to
enable it to continue in operational existence for a period of 12 months from the approval of these financial statements.
Per the Company’s Articles of Association, there would be a requirement for a special resolution for the winding-up of the Company
to be proposed to the shareholders at the first AGM to take place at after 1 March 2025 unless alternative reconstruction proposals
have been approved by the shareholders prior to that date. Although taking place more than 12 months after the signing date of the
2024 annual report and financial statements, it is relevant to consider this as part of the going concern assessment. Should a liquidation
resolution be proposed to the AGM and a single vote be cast in favour, irrespective of the performance of the trust, the resolution will
pass and the Company be placed into liquidation. Therefore, it has been concluded that a material uncertainty exists in relation to going
concern surrounding the liquidation vote which may cast significant doubt on the Company’s ability to continue as a going concern.
However, subject to consultation with shareholders and advisors, the Directors intend to review alternative reconstruction proposals
during 2025. On the assumption that these deliberations result in alternative resolutions being put to and approved by shareholders,
a liquidation resolution would not be required. As such, the Board concluded that it remained appropriate to continue to prepare the
financial statements on a going concern basis.
The financial statements do not include the adjustments that would result if the Company were unable to continue as a going concern.
(b) PRESENTATION OF THE STATEMENT OF COMPREHENSIVE INCOME
In order to better reflect the activities of an investment trust company and in accordance with the guidance set out by the AIC,
supplementary information which analyses the Statement of Comprehensive Income between items of a revenue and capital
nature has been presented alongside the Statement of Comprehensive Income. The results presented in the revenue return
column is the measure the Directors believe appropriate in assessing the Company’s compliance with certain requirements set
out in section 1158 of the Corporation Tax Act 2010.
(c) INCOME
Dividends receivable from equity shares are recognised and taken to the revenue return column of the Statement of
Comprehensive Income on an ex-dividend basis.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 77
Special dividends are recognised on an ex-dividend basis and may be considered to be either revenue or capital items. The facts
and circumstances are considered on a case by case basis before a conclusion on appropriate allocation is reached.
Where the Company has received dividends in the form of additional shares rather than in cash, the amount of the cash
dividend foregone is recognised in the revenue return column of the Statement of Comprehensive Income. Any excess in value
of shares received over the amount of the cash dividend foregone is recognised in the capital return column of the Statement of
Comprehensive Income.
Bank interest is accounted for on an accruals basis. Interest outstanding at the year end is calculated on a time apportionment
basis using market rates of interest.
(d) WRITTEN OPTIONS
The Company may write exchange-traded options with a view to generating income. This involves writing short-dated
covered-call options and put options. The use of financial derivatives is governed by the Company’s policies, as approved by the Board.
These options are recorded initially at fair value, based on the premium income received, and are then measured at subsequent
reporting dates at fair value. Changes in the fair value of the options are recognised in the capital return for the period.
The option premiums are recognised evenly over the life of the option and shown in the revenue return, with an appropriate
amount shown in the capital return to ensure the total return reflects the overall change in the fair value of the options.
Where an option is exercised, any balance of the premium is recognised immediately in the revenue return with a corresponding
adjustment in the capital return based on the amount of the loss arising on exercise of the option.
(e) EXPENSES
All expenses, including the management fee, are accounted for on an accruals basis and are recognised when they fall due.
All expenses have been presented as revenue items except as follows:
Expenses are charged to the capital column of the Statement of Comprehensive Income where a connection with the
maintenance or enhancement of the value of investments can be demonstrated. In this respect the investment management
fees have been charged to the Statement of Comprehensive Income in line with the Board’s expected long-term split of returns,
in the form of capital gains and income from the Company’s portfolio. As a result 20% of the investment management fees are
charged to the revenue account and 80% charged to the capital account of the Statement of Comprehensive Income.
The performance fee (when payable) is charged entirely to capital as the fee is based on the out-performance of the Benchmark
and is expected to be attributable largely, if not wholly, to capital performance.
The research costs relate solely to specialist healthcare research and are accounted for on an accrual basis and, are allocated
20% to revenue and 80% capital. This is in line with the Board’s expected long-term split of revenue and capital return from the
Company’s investment portfolio.
FINANCE COSTS
The ZDP shares were designed to provide a pre-determined capital growth from their original issue price of 100p on 20 June 2017 to
a final capital repayment of 122.99p on 19 June 2024. The initial capital increased at a compound interest rate of 3% per annum.
On 19 June 2024, the subsidiary PCGH ZDP plc was placed into liquidation following the repayment of the loan that it had advanced
to the Company and the redemption of the ZDP shareholders.
No dividends were payable on the ZDP shares. The provision for the capital growth entitlement of the ZDP shares is included as a finance
cost and charged 100% to capital within the Statement of Comprehensive Income (AIC SORP paragraph 53 - issued July 2022).
Overdraft interest costs are allocated 20% to revenue and 80% to capital in line with the Board’s expected long-term split of revenue
and capital return from the Company’s investment portfolio.
SHARE ISSUE COSTS
Costs incurred directly in relation to the issue of shares in the subsidiary were borne by the Company and taken 100% to
capital. Share issue costs relating to ordinary share issues by the Company are taken 100% to the share premium account.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202478
Notes to the Financial Statements continued
For the year ended 30 September 2024
2 ACCOUNTING POLICIES continued
(e) EXPENSES continued
ZERO DIVIDEND PREFERENCE (ZDP) SHARES
Shares issued by the subsidiary were treated as a liability and were shown in the Balance Sheet at their redemption value at
the Balance Sheet date. The appropriations in respect of the ZDP shares necessary to increase the subsidiary’s liabilities to the
redemption values were allocated to capital in the Statement of Comprehensive Income. The ZDP shares were fully repaid and
redeemed during the year on 19 June 2024.
(f) TAXATION
The tax expense represents the sum of the overseas withholding tax deducted from investment income, tax currently payable
and deferred tax.
The tax currently payable is based on the taxable profits for the year ended 30 September 2024. Taxable profit differs from net
profit as reported in the Statement of Comprehensive Income because it excludes items of income or expense that are taxable
or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current
tax is calculated using tax rates that have been enacted or substantively enacted at the balance sheet date.
In line with the recommendations of the SORP, the allocation method used to calculate tax relief on expenses presented against
capital returns in the supplementary information in the Statement of Comprehensive Income is the “marginal basis”. Under this
basis, if taxable income is capable of being offset entirely by expenses presented in the revenue return column of the Statement
of Comprehensive Income, then no tax relief is transferred to the capital return column.
Deferred tax is the tax expected to be payable or recoverable on temporary differences between the carrying amounts of
assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit,
and is accounted for using the balance sheet liability method. Deferred tax liabilities are recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against
which deductible temporary differences can be utilised.
Investment trusts which have approval as such under section 1158 of the Corporation Taxes Act 2010 are not liable for taxation
on capital gains.
The Company is liable to Indian capital gains tax under Section 115 AD of the Indian Income Tax Act 1961. The Indian capital gains tax
provision represents an estimate of the amount of tax payable by the Company. Tax amounts payable may differ from this provision
depending on when the Company disposes of its investments. The current provision for Indian capital gains tax is calculated based on
the long term (securities held more than one year) or short term (securities held less than one year) nature of the investments and the
applicable tax rate at the year end. With effect from 23 July 2024, the short-term tax rate is 20% (previously 15%) and the long-term
tax rate is 12.5% (previously 10%). The estimated tax charge is subject to regular review including a consideration of the likely period
of ownership, tax rates and market valuation movements. The provision at the year end is recognised in the Balance Sheet and the
year-on-year movement in the provision is recognised in the Statement of Comprehensive Income.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is
realised based on tax rates that have been enacted or substantively enacted at the balance sheet date.
Deferred tax is charged or credited in the Statement of Comprehensive Income, except when it relates to items charged or
credited directly to equity, in which case the deferred tax is also dealt with in equity.
(g) INVESTMENTS HELD AT FAIR VALUE THROUGH PROFIT OR LOSS
When a purchase or sale is made under contract, the terms of which require delivery within the timeframe of the relevant
market, the investments concerned are recognised or derecognised on the trade date and are initially measured at fair value.
On initial recognition the Company has designated all of its investments as held at fair value through profit or loss as defined by
UK-adopted IAS. All investments are measured at subsequent reporting dates at fair value, which is either the bid price or the
last traded price, depending on the convention of the exchange on which the investment is quoted.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 79
All investments, classified as fair value through profit or loss, are further categorised into the following fair value hierarchy:
Level 1: Unadjusted prices quoted in active markets for identical assets and liabilities.
Level 2: Having inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: Having inputs for the asset or liability that are not based on observable market data.
Changes in fair value of all investments held at fair value and realised gains and losses on disposal are recognised in the capital
return column of the Statement of Comprehensive Income.
In the event a security held within the portfolio is suspended then judgement is applied in the valuation of that security.
(h) RECEIVABLES
Receivables are initially recognised at fair value and subsequently measured at amortised cost. Receivables do not carry
any interest and are short-term in nature and are accordingly stated at their nominal value (amortised cost) as reduced by
appropriate allowances for estimated irrecoverable amounts.
(i) CASH AND CASH EQUIVALENTS
Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, maturity of three months or less, highly
liquid investments that are readily convertible to known amounts of cash.
(j) DIVIDENDS PAYABLE
Dividends payable to shareholders are recognised in the financial statements when they are paid or, in the case of final
dividends, when they are approved by the shareholders.
(k) PAYABLES
Other payables are not interest-bearing and are initially valued at fair value and subsequently stated at their nominal value
(amortised cost).
(l) FOREIGN CURRENCY TRANSLATION
Transactions in foreign currencies are translated into sterling at the rate of exchange ruling on the date of each transaction.
Monetary assets, monetary liabilities and equity investments in foreign currencies at the balance sheet date are translated
into sterling at the rates of exchange ruling on that date. Realised profits or losses on exchange, together with differences
arising on the translation of foreign currency assets or liabilities, are taken to the capital return column of the Statement of
Comprehensive Income.
Foreign exchange gains and losses arising on investments held at fair value are included within changes in fair value.
(m) CAPITAL RESERVES
Capital reserve arising on investments sold includes:
– gains/losses on disposal of investments
– exchange differences on currency balances
– transfer to subsidiary in relation to ZDP funding requirement
– other capital charges and credits charged to this account in accordance with the accounting policies above.
Capital reserve arising on investments held includes:
– increases and decreases in the valuation of investments held at the balance sheet date.
All of the above are accounted for in the Statement of Comprehensive Income.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202480
Notes to the Financial Statements continued
For the year ended 30 September 2024
2 ACCOUNTING POLICIES continued
(m) CAPITAL RESERVES continued
When making a distribution to shareholders, the Directors determine the profits available for distribution by reference to the
‘Guidance on realised and distributable profits under the Companies Act 2006’ issued by the Institute of Chartered Accountants
of England & Wales and the Institute of Chartered Accountants of Scotland in April 2017. The availability of distributable
reserves in the Company is dependent on those dividends meeting the definition of qualifying consideration within the guidance
and on the available cash resources of the Company and other accessible sources of funds. The distributable reserves are
therefore subject to any future restrictions or limitations at the time such distribution is made.
(n) REPURCHASE OF ORDINARY SHARES (INCLUDING THOSE HELD IN TREASURY)
The costs of repurchasing Ordinary shares including related stamp duty and transaction costs are taken directly to equity
and reported through the Statement of Changes in Equity as a charge on the special distributable reserve. Share repurchase
transactions are accounted for on a trade date basis.
The nominal value of Ordinary share capital repurchased and cancelled is transferred out of called up share capital and into the
capital redemption reserve.
Where shares are repurchased and held in treasury, the transfer to capital redemption reserve is made if and when such shares
are subsequently cancelled.
(o) SEGMENTAL REPORTING
Under IFRS 8, ‘Operating Segments’, operating segments are considered to be the components of an entity about which
separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how
to allocate resources and in assessing performance. The chief operating decision maker has been identified as the Investment
Manager (with oversight from the board).
The Directors are of the opinion that the Company has only one operating segment and as such no distinct segmental reporting
is required.
(p) KEY ESTIMATE AND JUDGEMENTS
Estimates and assumptions used in preparing the Financial Statements are reviewed on an ongoing basis and are based on
historical experience and various other factors that are believed to be reasonable under the circumstances. The results of
these estimates and assumptions form the basis of making judgements about carrying values of assets and liabilities that are
not readily apparent from other sources. The Company do not consider that there have been any significant estimates or
assumptions in the current financial year.
(q) NEW AND REVISED ACCOUNTING STANDARDS
There were no new UK-adopted IAS or amendments to UK-adopted IAS applicable to the current year which had any significant
impact on the Company’s Financial Statements.
i) The following new or amended standards became effective for the current annual reporting period and the adoption of
the standards and interpretations have not had a material impact on the Financial Statements of the Company.
Standards & Interpretations
Effective for periods
commencing on or after
Disclosure of Accounting Policies
(Amendments to IAS 1 and IFRS
Practice Statement 2)
Requirement amended to disclose material accounting policies instead of
significant accounting policies and provided guidance in making materiality
judgements to accounting policy disclosure.
1 January 2023
Definition of Accounting
Estimates (amendments to IAS 8)
Introduced the definition of accounting estimates and included other
amendments to IAS 8 to help entities distinguish changes in accounting
estimates from changes in accounting policy
1 January 2023
International Tax Reform - Pillar
Two Model Rules (Amendments
to IAS 12)
A mandatory temporary exception to the accounting for deferred taxes
arising from the jurisdictional implementation of the Pillar Two model rules;
and disclosure requirements for affected entities to help users of the financial
statements better understand an entity’s exposure to Pillar Two income taxes
arising from that legislation, particularly before its effective date.
1 January 2023
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 81
ii) At the date of authorisation of the Company’s Financial Statements, the following relevant standards that potentially
impact the Company are in issue but are not yet effective and have not been applied in the Financial Statements:
Standards & Interpretations
Effective for periods
commencing on or after
Amendments to IAS 1
Presentation of Financial
Statements
- Non-current liabilities with
Covenants
- Deferral of Effective Date
Amendment (published
15 July 2020)
Classification of Liabilities
as Current or Non-Current
(Amendments to IAS 1)
(publicised 23 January 2020)
The amendments clarify that only covenants with which an entity must
comply on or before the reporting date will affect a liability’s classification
as current or non-current and the disclosure requirement in the financial
statements for the risk that non-current liabilities with covenant could
become repayable within twelve months.
1 January 2024
Supplier Finance Arrangements
(Amendments to IAS 7 and
IFRS 7)
The amendments address the disclosure requirements to enhance the
transparency of supplier finance arrangements and their effects on a
company’s liabilities, cash flows and exposure to liquidity risk.
1 January 2024
The Directors expect that the adoption of the standards listed above will have either no impact or that any impact will not be
material on the Financial Statements of the Company in future periods.
3 INVESTMENT INCOME
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Revenue:
UK Dividend income 306 591
Overseas Dividend income 5,063 4,213
Total investment income allocated to revenue 5,369 4,804
All investment income is derived from listed investments.
4 OTHER OPERATING INCOME
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Bank interest 122 104
Total other operating income 122 104
5 GAINS ON INVESTMENTS HELD AT FAIR VALUE
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Net gains on disposal of investments at historic cost 48,604 33,182
Less fair value adjustments in earlier years (10,156) (14,297)
Gains based on carrying value at previous balance sheet date 38,448 18,885
Valuation gains on investments held during the year 24,792 689
63,240 19,574
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202482
Notes to the Financial Statements continued
For the year ended 30 September 2024
6 OTHER CURRENCY GAINS/(LOSSES)
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Exchange gains/(losses) on currency balances 281 (1,130)
7 INVESTMENT MANAGEMENT FEE
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Management fee
- charged to revenue 687 650
- charged to capital 2,747 2,598
Investment management fee payable to Polar Capital LLP. 3,434 3,248
Management fees are allocated 20% to revenue and 80% to capital. Details of the fee arrangements are given in the Strategic
Report in page 33.
8 OTHER ADMINISTRATIVE EXPENSES
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Directors' fees and expenses
1
150 143
Directors' NIC 16 14
Auditors' remuneration
2
: For audit of the Company Financial Statements 55 60
Depositary fee 29 30
Registrar fee 39 37
Custody and other bank charges 65 42
UKLA and LSE listing fees
3
53 40
Legal & professional fees 7 5
AIC fees 21 21
Directors' and officers liability insurance 20 18
Corporate brokers fee 25 25
Marketing expenses
4
111 47
Research costs - allocated to revenue
5
– 3
Shareholder communications 24 17
HSBC administration fee 215 208
Other expenses 3 2
Total other administrative expenses allocated to revenue 833 712
Costs related to redemption of ZDP shares and liquidation of PCGH ZDP plc subsidiary 100 –
Research cost - allocated to capital
5
– 13
Total other administrative expenses 933 725
1 Full disclosure is given in the Directors’ Remuneration Report on page 60.
2 2024 includes £nil (2023: £8,000) paid to the Auditors for the audit of PCGH ZDP Plc.
3 Reflects increased FCA and LSE fees incurred.
4 Includes bespoke marketing budget of £50,000 (2023: £15,500) and third party fees of £30,000 (2023: £nil).
5 Research costs payable by the Company amounted to £nil. (2023: £16,000 - 3 months to 31 December 2022). With effect from 1 January 2023, specialist research costs are absorbed by
Polar Capital. These costs are allocated 20% to revenue and 80% to capital and are included in the ongoing charges calculation.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 83
Ongoing charges represents the total expenses of the fund, excluding finance costs and tax, expressed as a percentage of the
average daily net asset value, in accordance with AIC guidance issued in May 2012.
The ongoing charges ratio for the year ended 30 September 2024 was 0.88% (2023: 0.87%). See Alternative Performance
Measures on page 98.
9 FINANCE COSTS
Year ended 30 September 2024 Year ended 30 September 2023
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
Interest on overdrafts 14 54 68 9 35 44
Appropriation to ZDP shares – 828 828 – 1,126 1,126
Total finance costs 14 882 896 9 1,161 1,170
10 TAXATION
Year ended 30 September 2024 Year ended 30 September 2023
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
Revenue
return
£’000
Capital
return
£’000
Total
return
£’000
a) Analysis of tax charge for the year:
Overseas tax 708 – 708 598 – 598
Indian capital gains tax – 240 240 – 715 715
Total tax for the year (see note 10b) 708 240 948 598 715 1,313
b) Factors affecting tax charge for the year:
The charge for the year can be reconciled to the profit per the Statement of Comprehensive Income as follows:
Profit before tax 3,957 59,792 63,749 3,537 14,672 18,209
Tax at the UK corporation tax rate of 25%
(2023: effective tax rate of 22%)
989 14,948 15,937 778 3,228 4,006
Tax effect of non-taxable dividends (1,342) – (1,342) (1,057) – (1,057)
Gains on investments that are not taxable – (15,879) (15,879) – (4,058) (4,058)
Non taxable expenses not utilised in the year 353 699 1,052 279 582 861
Overseas tax suffered 708 – 708 598 – 598
Indian capital gains tax – 240 240 – 715 715
Expenses not allowable – 232 232 – 248 248
Total tax for the year (see note 10a) 708 240 948 598 715 1,313
c) Factors that may affect future tax charges:
The Company has an unrecognised deferred tax asset of £8,364,000 (2023: £7,312,000). The deferred tax asset is based on the
current corporation tax rate of 25% (2023: 25%)
It is unlikely that the Company will generate sufficient taxable profits in the future to utilise these expenses and deficits and
therefore no deferred tax asset has been recognised.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202484
Notes to the Financial Statements continued
For the year ended 30 September 2024
10 TAXATION continued
c) Factors that may affect future tax charges continued
Due to the Company’s tax status as an investment trust and the intention to continue meeting the conditions required to
obtain approval of such status in the foreseeable future, the Company has not provided tax on any capital gains arising on the
revaluation or disposal of investments held by the Company.
The Company is liable to Indian capital gains tax under Section 115 AD of the Indian Income Tax Act 1961. A tax provision on Indian
capital gains is calculated based on the long term (securities held more than one year) or short term (securities held less than one year)
nature of the investments and the applicable tax rate at the year end. The current rates from 23 July 2024 of short-term tax rates are
20% (previously 15%) and the long term tax rates are 12.5% (previously 10%) respectively. At the year ended 30 September 2024,
the Company has a deferred tax liability of £nil (2023: £254,000) on capital gains which may arise if Indian investments are sold.
11 AMOUNTS RECOGNISED AS DISTRIBUTIONS TO ORDINARY SHAREHOLDERS IN THE YEAR
Dividends paid in the year ended 30 September 2024
Payment date No of shares Pence per share
Year ended
30 September 2024
£’000
29 February 2024 121,270,000 1.20p 1,455
30 August 2024 121,270,000 1.20p 1,455
2,910
The revenue available for distribution by way of dividend for the year is £3,249,000 (2023: £2,939,000).
The total dividends payable in respect of the financial year ended 30 September 2024 which is the basis on which the
requirements of Section 1158 Corporation Tax Act 2010 are considered, is set out below:
Payment date No of shares Pence per share
Year ended
30 September 2024
£’000
30 August 2024 121,270,000 1.20p 1,455
28 February 2025 121,270,000 1.20p 1,455
2,910
Dividends paid in the year ended 30 September 2023
Payment date No of shares Pence per share
Year ended
30 September 2023
£’000
28 February 2023 121,270,000 1.10p 1,334
31 August 2023 121,270,000 1.00p 1,213
2,547
The total dividends payable in respect of the financial year ended 30 September 2023, which is the basis on which the
requirements of Section 1158 Corporation Tax Act 2010 are considered, is set out below:
Payment date No of shares Pence per share
Year ended
30 September 2023
£’000
31 August 2023 121,270,000 1.00p 1,213
29 February 2024 121,270,000 1.20p 1,455
2,668
All dividends are paid as interim dividends, and all have been charged to revenue, where necessary utilising the revenue reserves.
The dividends paid in February each year relate to a dividend declared in respect of the previous financial year but paid in the
current accounting year.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 85
12 EARNINGS PER ORDINARY SHARE
Year ended 30 September 2024 Year ended 30 September 2023
Revenue
return
Capital
return
Total
return
Revenue
return
Capital
return
Total
return
The calculation of basic earnings per share is based
on the following data:
Net profit for the year (£’000) 3,249 59,552 62,801 2,939 13,957 16,896
Weighted average Ordinary shares in issue during
the year
121,270,000 121,270,000 121,270,000 121,270,000 121,270,000 121,270,000
Basic - Ordinary shares (pence) 2.68 49.11 51.79 2.42 11.51 13.93
As at 30 September 2024 there were no potentially dilutive shares in issue.
13 INVESTMENTS HELD AT FAIR VALUE
(a) Investments held at fair value through profit or loss
30 September 2024
£’000
30 September 2023
£’000
Opening book cost 438,965 401,521
Opening investment holding gains 19,290 32,898
Opening fair value 458,255 434,419
Analysis of transactions made during the year
Purchases at cost 689,721 506,254
Sales proceeds received (737,080) (501,992)
Gains on investments held at fair value 63,240 19,574
Closing fair value 474,136 458,255
Closing book cost 440,211 438,965
Closing investment holding gains 33,925 19,290
Closing fair value 474,136 458,255
The Company received £737,080,000 (2023: £501,992,000) from disposal of investments in the year. The book cost of these
investments when they were purchased were £688,475,000 (2023: £468,810,000). 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.
The following transaction costs, including stamp duty and broker commissions were incurred during the year:
30 September 2024
£’000
30 September 2023
£’000
On acquisition 540 481
On disposal 383 257
923 738
(b) Fair value hierarchy
30 September 2024
£’000
30 September 2023
£’000
Level 1 assets 474,136 458,255
Valuation at the end of the year 474,136 458,255
All Level 1 assets are traded on a recognised Stock Exchange.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202486
Notes to the Financial Statements continued
For the year ended 30 September 2024
13 INVESTMENTS HELD AT FAIR VALUE continued
(c) Subsidiary undertaking
Company and business
Country of registration,
incorporation and operation
Number and class of shares held
by the Company Holding
PCGH ZDP Plc England and Wales 50,000 Ordinary shares of £1 100%
Following the full repayment of the ZDP shareholders on 19 June 2024, the subsidiary was placed into liquidation. Refer to
Note 1 for further details.
14 RECEIVABLES
30 September 2024
£’000
30 September 2023
£’000
Accrued income 138 472
VAT recoverable 20 10
Prepayments 22 23
180 505
15 PAYABLES
30 September 2024
£’000
30 September 2023
£’000
Purchases for future settlement 4,800 3,252
Accruals 463 729
5,263 3,981
16 LOAN FROM SUBSIDIARY
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 38,687 37,561
Capital growth of ZDP shares 828 1,126
Repayment of ZDP shares (39,515) –
At 30 September 2024 – 38,687
The ZDP shares were fully repaid and redeemed on 19 of June 2024 in the amount of £39,515,000, and the subsidiary was
subsequently placed into liquidation.
17 CALLED UP SHARE CAPITAL
(i) Ordinary shares - Allotted, Called up and Fully paid:
30 September 2024
£’000
30 September 2023
£’000
Ordinary shares of nominal value 25p each:
Opening balance of 121,270,000 (2023: 121,270,000) 30,317 30,317
Allotted, Called up and Fully paid: 121,270,000 (2023: 121,270,000)
ordinary shares of 25p 30,317 30,317
2,879,256 (2023: 2,879,256) Ordinary shares, held in treasury 720 720
At 30 September 2024 31,037 31,037
No Ordinary shares were repurchased or issued during the year (2023: nil).
The Ordinary shares held in treasury have no voting rights and are not entitled to dividends.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 87
(ii) Subsidiary company (for information purposes)
30 September 2024
£’000
30 September 2023
£’000
ZDP shares - Allotted, Called up and Fully paid:
ZDP shares of nominal value 1p each:
Opening balance of 32,128,437 ZDP shares (2023: 32,128,437) 32,128 32,128
Redemption of 32,128,437 ZDP shares (2023: nil) (32,128) –
Allotted, Called up and Fully paid: nil (2023: 32,128,437) ZDP shares of 1p – 32,128
At 30 September – 32,128
The ZDP shares were fully repaid and redeemed on 19 of June 2024 in the amount of £39,515,000, and the subsidiary was
subsequently placed into liquidation.
18 CAPITAL REDEMPTION RESERVE
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 6,575 6,575
At 30 September 2024 6,575 6,575
The Capital Redemption reserve was created following the Company’s tender offer of shares, where shares were repurchased
and cancelled in 2017. This reserve is not distributable.
19 SHARE PREMIUM RESERVE
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 80,685 80,685
At 30 September 2024 80,685 80,685
This reserve is not distributable.
20 SPECIAL DISTRIBUTABLE RESERVE
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 3,672 3,672
At 30 September 2024 3,672 3,672
The special distributable reserve was created following approval from the Court, received on 18 August 2010, to cancel that
share premium account from the initial share offering.
Surpluses to the credit of the special distributable reserve can be used to purchase the Company’s own shares. In addition the
Company may use this reserve for the payment of dividends.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202488
Notes to the Financial Statements continued
For the year ended 30 September 2024
21 CAPITAL RESERVES
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 294,748 280,791
Net gains on disposal of investments 38,448 18,885
Valuation gains on investments held during the year 24,792 689
Exchange gains/ (losses) on currency balances 281 (1,130)
Overdraft interest allocated to capital (54) (35)
Research costs allocated to capital – (13)
ZDP final redemption cost (100) –
Investment management fee allocated to capital (2,747) (2,598)
Indian capital gains tax (240) (715)
Capital contribution to ZDP entitlement (159) (211)
ZDP appropriation (669) (915)
At 30 September 2024 354,300 294,748
The balance on the capital reserve represents a profit of £33,888,000 (2023: £19,033,000) on investments held and a profit of
£320,412,000 (2023: £275,715,000) on investments sold.
The balance on investments held comprises holding gains on investments (which may become realised) and other amounts,
which are unrealised. An analysis has not been made between the amounts that are realised (and may be distributed or used to
repurchase the Company’s shares) and those that are unrealised.
The balance on investments sold are realised distributable capital reserves which may be used to repurchase the Company’s shares
or be distributed as dividends subject to meeting the definition of qualifying consideration as noted in Note 2(m).
22 REVENUE RESERVE
30 September 2024
£’000
30 September 2023
£’000
At 1 October 2023 2,465 2,073
Revenue profit 3,249 2,939
Interim dividends paid (2,910) (2,547)
At 30 September 2024 2,804 2,465
The revenue reserve may be distributed or used to repurchase the Company’s shares (subject to being a positive balance).
23 NET ASSET VALUE PER ORDINARY SHARE
(i) Ordinary shares
30 September 2024 30 September 2023
Net assets attributable to Ordinary shareholders (£'000) 479,073 419,182
Ordinary shares in issue at end of year 121,270,000 121,270,000
Net asset value per Ordinary share (pence) 395.05 345.66
Total issued Ordinary shares 124,149,256 124,149,256
Ordinary shares held in treasury 2,879,256 2,879,256
Ordinary shares in issue 121,270,000 121,270,000
As at 30 September 2024 there were no potentially dilutive shares in issue.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 89
(ii) Subsidiary company (for information purposes)
ZDP shares
30 September 2024 30 September 2023
Calculated entitlement of ZDP shareholders (£) – £38,686,917
ZDP shares in issue at the end of the year – 32,128,437
Net asset value per ZDP share (pence) – 120.41
The ZDP shares were fully repaid and redeemed on 19 of June 2024 in the amount of £39,515,000, and the subsidiary was
subsequently placed into liquidation.
24 CASH AND CASH EQUIVALENTS
30 September 2024
£’000
30 September 2023
£’000
Cash at bank 9,552 4,630
Bank overdraft (374) (2,014)
Company cash and cash equivalents 9,178 2,616
Cash held at subsidiary – 50
Cash and cash equivalents 9,178 2,666
25 TRANSACTIONS WITH THE INVESTMENT MANAGER AND RELATED PARTY TRANSACTIONS
(a) TRANSACTIONS WITH THE MANAGER
Under the terms of an agreement dated 26 May 2010 the Company has appointed Polar Capital LLP (“Polar Capital”) to provide
investment management, accounting, secretarial and administrative services. Details of the fee arrangement for these services are
given in the Strategic Report. The total fees, paid under this agreement to Polar Capital in respect of the year ended 30 September
2024 were £3,434,000 (2023: £3,248,000) of which £288,000 (2023: £537,000) was outstanding at the year-end.
In addition, the total research cost in respect of the year ended 30 September 2024 was £nil (2023: £16,000). As at the year
end, £nil (2023: £nil) was outstanding. From 1 January 2023 all research costs are payable by Polar Capital. Refer to note 8 on
page 82 for more details.
(b) RELATED PARTY TRANSACTIONS
The Company has no employees and therefore no key management personnel other than the Directors. The Company paid
£150,000 (2023: £143,000) to the Directors and the Remuneration Report including Directors’ shareholdings and movements
within the year is set out on pages 60 and 61.
Refer to note 13c for details of the subsidiary undertaking.
26 DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS
RISK MANAGEMENT POLICIES AND PROCEDURES FOR THE COMPANY
The Company invests in equities and other financial instruments for the long term to further the investment objective set out on page 31.
This exposes the Company to a range of financial risks that could impact on the assets or performance of the Company.
The main risks arising from the Company’s pursuit of its investment objective are market risk, liquidity risk and credit risk and
the Directors’ approach to the management of them is set out below.
The Company’s exposure to financial instruments can comprise:
– Equity and non-equity shares and fixed interest securities which may be held in the investment portfolio in accordance with
the Investment Objective.
– Bank overdrafts, the main purpose of which is to raise finance for the Company’s operations.
– Cash, liquid resources and short-term receivables and payables that arise directly from the Company’s operations.
– Derivative transactions which the Company enters into may include equity or index options, index futures contracts, and
forward foreign exchange contracts.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202490
Notes to the Financial Statements continued
For the year ended 30 September 2024
26 DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS continued
The purpose of these is to manage the market price risks and foreign exchange risks arising from the Company’s investment
activities.
The overall management of the risks is determined by the Board and its approach to each risk identified is set out below. The
Board and the Investment Manager co-ordinate the risk management and the Investment Manager assesses the exposure to
market risk when making each investment decision.
(a) Market Risk
Market risk comprises three types of risk: market price risk (see note 26(a)(i)), currency risk (see note 26(a)(ii)), and interest rate
risk (see note 26(a)(iii)).
(i) Market Price Risk
The Company is an investment company and as such its performance is dependent on its valuation of its investments.
Consequently, market price risk is the most significant risk that the Company faces.
Market price risk arises mainly from uncertainty about future prices of financial instruments used in the Company’s operations.
It represents the potential loss the Company might suffer through holding market positions in the face of price movements.
A detailed breakdown of the investment portfolio is given on page 22. Investments are valued in accordance with the
accounting policies as stated in Note 2(g).
At the year end, the Company did not hold any derivative instruments (2023: nil).
Management of the risk
In order to manage this risk it is the Board’s policy to hold an appropriate spread of investments in the portfolio in order to
reduce both the statistical risk and the risk arising from factors specific to a particular healthcare sub sector. The allocation of
assets to international markets, together with stock selection covering small, medium and large companies, and the use of index
options, are other factors which act to reduce price risk. The Investment Manager actively monitors market prices throughout
the year and reports to the Board which meets regularly in order to consider investment strategy.
Market price risks exposure
The Company’s exposure to changes in market prices at 30 September on its investments was as follows:
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Non-current asset investments at fair value through profit or loss 474,136 458,255
474,136 458,255
Market price risk sensitivity
The following table illustrates the sensitivity of the return after taxation for the year and the value of shareholders’ funds
to an increase or decrease of 15% in the fair values of the Company’s investments. This level of change is considered to be
reasonably possible based on observation of current market conditions and historic trends. The sensitivity analysis is based on
the Company’s investments at each balance sheet date, with all other variables held constant.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 91
30 September 2024 30 September 2023
Increase in
fair value
£’000
Decrease in
fair value
£’000
Increase in
fair value
£’000
Decrease in
fair value
£’000
Statement of Comprehensive Income - profit after tax
Revenue return (107) 107 (102) 102
Capital return 70,693 (70,693) 68,326 (68,326)
Change to the profit after tax for the year 70,586 (70,586) 68,224 (68,224)
Change to equity attributable to shareholders 70,586 (70,586) 68,224 (68,224)
(ii) Currency Risk
The Company’s total return and net assets can be significantly affected by currency translation movements as the majority of the
Company’s assets and revenue are denominated in currencies other than sterling.
Management of the risk
The Investment Manager mitigates risks through an international spread of investments.
Settlement risk on investment trades is managed through short term hedging.
Foreign currency exposure
The table below shows, by currency, the split of the Company’s monetary assets, liabilities and investments that are priced in
currencies other than sterling.
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Monetary Assets:
Cash and short term receivables
Swiss francs 642 465
Euros 151 114
Indian rupee 119 4,636
Danish krone 105 100
Japanese yen 76 415
US dollars 7 47
Monetary Liabilities:
Other payables
US dollars (5,173) (3,634)
Swiss francs (1) (466)
Indian rupee – (254)
Danish krone – (126)
Euros – (105)
Foreign currency exposure on net monetary items (4,074) 1,192
Non-Monetary Items:
Investments at fair value through profit or loss that are equities
US dollars 248,634 280,907
Euros 72,815 29,177
Swiss francs 60,149 24,755
Danish krone 41,892 34,858
Japanese yen 29,155 31,949
Swedish krona 9,865 11,671
Indian rupee – 3,562
Total net foreign currency exposure 458,436 418,071
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202492
Notes to the Financial Statements continued
For the year ended 30 September 2024
26 DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS continued
(a) Market Risk continued
Foreign currency exposure continued
During the financial year, movements against sterling in the five major currencies in foreign currency exposure were:
• US dollar depreciated by 9.9% (2023: depreciated by 9.3%),
• Danish krone depreciated by 4.2% (2023: depreciated by 1.5%),
• Japanese yen depreciated by 5.3% (2023: depreciated by 12.7%).
• Euro depreciated by 4.3% (2023: depreciated by 1.2%),
• Swiss franc depreciated by 1.3% (2023: depreciated by 1.6%),
Foreign currency sensitivity
The following table illustrates the sensitivity of the profit after tax for the year and the value of equity attributable to
shareholders in regard to the financial assets and financial liabilities and the exchange rates for the £/US dollar, £/Euros,
£/Japanese yen, £/Danish krone, £/Swiss francs and £/Australian dollar.
Based on the year end position, if sterling had depreciated by a further 20% against the currencies shown, this would have the
following effect:
Year ended 30 September 2024
£’000
US dollars Euro Japanese yen Swiss francs Danish krone
Statement of Comprehensive Income -
profit after tax
Revenue return 2 38 19 160 26
Capital return 60,865 18,204 7,289 15,037 10,473
Change to the profit after tax for
the year and to equity attributable to
shareholders 60,867 18,242 7,308 15,197 10,499
Year ended 30 September 2023
£’000
US dollars Euro Japanese yen Swiss francs Danish krone
Statement of Comprehensive Income -
profit after tax
Revenue return 12 29 104 116 25
Capital return 69,319 7,268 7,987 6,072 8,683
Change to the profit after tax for
the year and to equity attributable to
shareholders 69,331 7,297 8,091 6,188 8,708
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 93
Based on the year end position, if sterling had appreciated by a further 20% against the currencies shown, this would have the
following effect:
Year ended 30 September 2024
£’000
US dollars Euro Japanese yen Swiss francs Danish krone
Statement of Comprehensive Income -
profit after tax
Revenue return (1) (25) (13) (107) (18)
Capital return (40,577) (12,136) (4,859) (10,025) (6,982)
Change to the profit after tax for
the year and to equity attributable to
shareholders (40,578) (12,161) (4,872) (10,132) (7,000)
Year ended 30 September 2023
£’000
US dollars Euro Japanese yen Swiss francs Danish krone
Statement of Comprehensive Income -
profit after tax
Revenue return (8) (19) (69) (78) (17)
Capital return (46,212) (4,845) (5,325) (4,049) (5,789)
Change to the profit after tax for
the year and to equity attributable to
shareholders (46,220) (4,864) (5,394) (4,127) (5,806)
In the opinion of the Directors, while these are regarded as reasonable estimates, neither of the above sensitivity analyses are
representative of the year as a whole since the level of exposure changes frequently as part of the currency risk management
process used to meet the Company’s objectives.
(iii) Interest Rate Risk
Although the majority of the Company’s financial assets are equity shares which pay dividends, not interest, the Company will
be affected by interest rate changes as interest is earned on any cash balances and paid on any overdrawn balances.
Management of the risk
The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are taken into account
when making investment decisions.
Derivative contracts are not used to hedge against the exposure to interest rate risk.
Interest rate exposure
At the year-end, financial assets and liabilities exposed to floating interest rates were as follows:
Year ended
30 September 2024
£’000
Year ended
30 September 2023
£’000
Cash at bank 9,552 4,630
Cash held at subsidiary – 50
Bank overdraft (374) (2,014)
9,178 2,666
The above year-end amounts may not be representative of the exposure to interest rates in the year ahead since the level of
cash held during the year will be affected by the strategy being followed in response to the Board’s and Manager’s perception
of market prospects and the investment opportunities available at any particular time.
Financial Statements
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202494
Notes to the Financial Statements continued
For the year ended 30 September 2024
26 DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS continued
Interest rate sensitivity
The following table illustrates the sensitivity of the return after taxation for the year and net assets to an increase or decrease of
150 (2023: 150) basis points in interest rates in regard to the Company’s monetary financial assets, which are subject to interest
rate risk. This level of change is considered to be reasonably possible based on observation of current market conditions.
The sensitivity analysis is based on the Company’s monetary financial instruments held at each balance sheet date, with all other
variables held constant.
30 September 2024 30 September 2023
Increase in rate
£’000
Decrease in rate
£’000
Increase in rate
£’000
Decrease in rate
£’000
Statement of Comprehensive Income - profit after tax
Revenue return 142 (142) 64 (64)
Capital return (4) 4 (24) 24
Change to the profit after tax for the year 138 (138) 40 (40)
Change to equity attributable to shareholders 138 (138) 40 (40)
In the opinion of the Directors, the above sensitivity analysis may not be representative of the year as a whole, since the level of
exposure may change.
(b) Liquidity Risk
Liquidity risk is the possibility of failure of the Company to realise sufficient assets to meet its financial liabilities.
Management of the risk
The Company’s assets mainly comprise readily realisable securities which may be sold to meet funding requirements as
necessary.
Liquidity risk exposure
At 30 September the financial liabilities comprised:
30 September 2024
£’000
30 September 2023
£’000
3 months or less:
Other creditors and accruals 5,263 3,981
Bank overdraft 374 2,014
3 to 12 months:
ZDP's entitlement – 38,687
5,637 44,682
The ZDP shares were fully repaid and redeemed on 19 of June 2024 in the amount of £39,515,000 and the subsidiary was
subsequently placed into liquidation.
Financial Statements
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 95
(c) Credit Risk
Credit risk is the exposure to loss from the failure of a counterparty to deliver securities or cash for acquisitions or disposals of
investments or to repay deposits.
Management of the risk
The Company manages credit risk by using brokers from a database of approved brokers and by dealing through Polar Capital.
All cash balances are held with approved counterparties.
HSBC Bank plc is the custodian of the Company’s assets. The Company’s assets are segregated from HSBC’s own trading assets
and are therefore protected in the event that HSBC were to cease trading.
These arrangements were in place throughout the current and prior year.
Credit risk exposure
The maximum exposure to credit risk at 30 September 2024 was £9,690,000 (2023: £5,152,000) comprising:
30 September 2024
£’000
30 September 2023
£’000
Accrued Income 138 472
Cash at bank 9,552 4,680
9,690 5,152
All of the above financial assets are current, their fair values are considered to be the same as the values shown and the
likelihood of a material credit default is considered low. None of the Company’s assets are past due or impaired. All deposits
were placed with banks that had a rating of A or higher.
(d) Capital Management Policies and Procedures
The Company’s capital, or equity, is represented by its net assets which amounted to £479,073,000 as at 30 September 2024 (2023:
£419,182,000), which are managed to achieve the Company’s investment objective set out on page 31.
The Board monitors and reviews the broad structure of the Company’s capital on an ongoing basis. This review includes:
(i) the need to issue or buy back equity shares for cancellation, which takes account of the difference between the net asset
value per share and the share price (i.e. the level of share price discount or premium); and
(ii) the determination of dividend payments.
The Company is subject to externally imposed capital requirements through the Companies Act with respect to its status as a
public company. In addition, in order to pay dividends out of profits available for distribution by way of dividend, the Company
has to be able to meet one of two capital restriction tests imposed on investments by company law.
These requirements are unchanged since the previous year end and the Company has complied with them and no breaches
have taken place during the year under review.
27 POST BALANCE SHEET EVENTS
There are no significant events that have occurred after the end of the reporting period to the date of this report which require
disclosure.
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202496
Environmental, Social and Governance
Shareholder
Information
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 202496
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 97
Shareholder Information
In assessing the performance of the Company, the Investment Manager and the Directors use the following APMs which are not
defined in accounting standards or law but are considered to be known industry metrics:
NAV Total Return
The NAV total return shows how the net asset value has performed over a period of time taking into account both capital
returns and dividends paid to shareholders. NAV total return is calculated as the change in NAV from the start of the period,
assuming that dividends paid to shareholders are reinvested on the payment date in Ordinary shares at their net asset value.
Year ended
30 September 2024
Year ended
30 September 2023
Opening NAV per share a 345.66p 333.83p
Closing NAV per share b 395.05p 345.66p
Dividend reinvestment factor c 1.005787 1.006471
Adjusted closing NAV per share d = b*c 397.34p 347.90p
NAV total return for the year (d / a)-1 14.95% 4.21%
NAV Total Return Since Restructuring
NAV total return since restructuring is calculated as the change in NAV from the date of reconstruction on 20 June 2017,
assuming that dividends paid to shareholders are reinvested on the payment date in Ordinary shares at their net asset value.
Year ended
30 September 2024
Year ended
30 September 2023
NAV per share at reconstruction a 215.85p 215.85p
Closing NAV per share b 395.05p 345.66p
Dividend reinvestment factor c 1.052450 1.046341
Adjusted closing NAV per share d = b*c 415.77p 361.68p
NAV total return since reconstruction (d / a)-1 92.62% 67.56%
Share Price Total Return
Share price total return shows how the share price has performed over a period of time. It assumes that dividends paid to
shareholders are reinvested in the shares at the time the shares are quoted ex-dividend.
Year ended
30 September 2024
Year ended
30 September 2023
Opening share price a 319.00p 315.00p
Closing share price b 376.00p 319.00p
Dividend reinvestment factor c 1.006635 1.006418
Adjusted closing share price d = b*c 378.49p 321.05p
Share price total return for the year (d / a)-1 18.65% 1.92%
(Discount)/Premium
A description of the difference between the share price and the net asset value per share usually expressed as a percentage (%)
of the net asset value per share. If the share price is higher than the NAV per share the result is a premium. If the share price is
lower than the NAV per share, the shares are trading at a discount.
30 September 2024 30 September 2023
Closing share price a 376.00p 319.00p
Closing NAV per share b 395.05p 345.66p
Discount per Ordinary share (a / b)-1 (4.82%) (7.71%)
Alternative Performance Measures
(APMs)
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024 98
Shareholder Information
Ongoing Charges
Ongoing charges are calculated in accordance with AIC guidance by taking the Company’s annual ongoing charges, excluding
performance fees and exceptional items, if any, and expressing them as a percentage of the average daily net asset value of the
Company over the year.
Ongoing charges include all regular operating expenses of the Company. Transaction costs, interest payments, tax and
non-recurring expenses are excluded from the calculation as are the costs incurred in relation to share issues and share buybacks.
Where a performance fee is paid or is payable, a second ongoing charge is provided, calculated on the same basis as the above
but incorporating the amount of performance fee due or paid.
Year ended
30 September 2024
Year ended
30 September 2023
Investment Management (Note 7) £3,434,000 £3,248,000
Other Administrative Expenses (Note 8) £833,000 £725,000
a £4,267,000 £3,973,000
Average daily net asset value b £485,708,682 £459,212,414
Ongoing Charges a / b x 100 0.88% 0.87%
Performance fee (Note 7) c – –
d = a+c £4,267,000 £3,973,000
Ongoing charges including performance fee d / b x 100 0.88% 0.87%
Net Gearing or (Net Cash)
Gearing is calculated in line with AIC guidelines and represents net gearing, i.e. total assets less cash and cash equivalents
divided by net assets. If the amount calculated is negative, this is shown as a ‘net cash’ position. The total assets are calculated
by adding back the structural gearing which is the ZDP value. Cash and cash equivalents are cash and purchases and sales
for future settlement outstanding at the year end. On 19 June 2024, the subsidiary PCGH ZDP plc was placed into liquidation
following the full repayment of the loan and redemption of the ZDP shareholders.
30 September 2024 30 September 2023
Net assets a £479,073,000 £419,182,000
ZDP loan value b – £38,687,000
Total assets c = (a+b) £479,073,000 £457,869,000
Cash and cash equivalents (including amounts awaiting settlement) d £4,379,000 (£586,000)
(Net cash)/ net gearing (c-d)/a - 1 (0.91%) 9.37%
Alternative Performance Measures (APMs) continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 99
Shareholder Information
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. Utilised within the review of internal controls.
Administrator The Company’s Administrator is HSBC Securities Services (HSS) who are contracted through Polar Capital
LLP to provide accounting, the calculation of net asset values (NAVs) and administrative services under the
terms of the Investment Management Agreement (“IMA”).
AGM Annual General Meeting – a meeting required to be held in accordance with the Companies Act 2006,
within six months of the Company’s financial year end. The AGM of the Company, to be held at 2:00pm
on Thursday, 13 February 2025 at the office of the manager, Polar Capital, 16 Palace Street, London
SW1E 5JD.
AIC Association of Investment Companies, the industry body for closed ended investment companies.
AIF Alternative Investment Fund – the Company is an investment trust which is a collective investment
undertaking which raises capital from a number of investors (in the case of the Company, by selling
shares in the open market on the London Stock Exchange) with a view to investing the capital in
accordance with the investment policy (see page 31).
AIFM Alternative Investment Fund Manager, a body appointed in accordance with the AIFMD (see below).
Polar Capital LLP is the appointed AIFM to the Company.
AIFMD Alternative Investment Fund Managers Directive. Issued by the European Parliament in 2012 and
2013. The Directive requires that, while the Board of Directors of an Investment Trust remains fully
responsible for all aspects of the Company’s strategy, operations and compliance with regulations, all
alternative investment funds (‘AIFs’) in the UK and European Union, must appoint a Depositary and an
Alternative Investment Fund Manager (‘AIFM’).
Benchmark The Benchmark is the MSCI ACWI Healthcare Index (total return in sterling with dividends reinvested).
Closed-ended
Investment
Company
An Investment Company whose shares are traded in the open market, e.g., on the London Stock
Exchange.
Custodian HSBC Bank plc is the Custodian of the Company’s assets. The Custodian is a financial institution responsible
for safeguarding, worldwide, the listed securities and certain cash assets of the Company, as well as the
income arising therefrom, through provision of custodial, settlement and associated services.
Depositary The Company’s Depositary is also HSBC Bank plc. Under AIFMD (see above) rules the Company
must appoint a Depositary whose duties in respect of investments, cash and similar assets include:
safekeeping; verification of ownership and valuation; and cash monitoring. Under the AIFMD rules,
the Depositary has strict liability for the loss of the Company’s financial assets in respect of which it
has safe-keeping duties. The Depositary’s oversight duties will include but are not limited to share
buybacks, dividend payments and adherence to investment limits.
Derivative A contract between two or more parties, the value of which fluctuates in accordance with the value of
an underlying security. Examples of derivatives are Put and Call Options, Swap contracts, Futures and
Contracts for Difference. A derivative can be an asset or a liability and is a form of gearing because it
can increase the economic exposure to shareholders.
(Discount)/Premium See Alternative Performance Measure (APM) on page 97.
Glossary of Terms
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024100
Shareholder Information
Earnings per Share
(“EPS”)
A company’s profitability expressed on a per share basis and calculated by dividing the company’s
annual earnings after tax by the weighted average number of shares in issue.
ESEF European Single Electronic Format (ESEF) is the requirement whereby reports are prepared and filed in
XHTML format. The requirement applied with effect from 1 January 2021 to all issuers in UK (or EU)
regulated markets. In addition, for issuers preparing consolidated annual accounts in accordance with
IFRS, the XHTML file requires tagging under the IFRS taxonomy.
ESMA The European Securities and Markets Authority is an independent EU authority whose purpose is to
improve investor protection and promote stable, orderly financial markets.
IFRS International Financial Reporting Standards (IFRS) are accounting standards which are developed by
the International Accounting Standards Board (IASB) and the International Sustainability Standards
Board (ISSB). The IASB sets IFRS Accounting Standards and the ISSB sets IFRS Sustainability Disclosure
Standards.
Investment
Company
Section 833 of the Companies Act 2006. An Investment Company is defined as a company which
invests its funds in shares, land or other assets with the aim of spreading investment risk.
Investment
Manager /
Manager
Polar Capital LLP is the Investment Manager. Mr Gareth Powell and Dr James Douglas together have
delegated responsibility for the creation of the portfolio of investments subject to various parameters
set by the Board of Directors. The responsibilities of the Investment Manager and the fees payable are
set out in the Strategic Report and the Directors’ Report.
Investment Trust
taxation status
Section 1158 of the Corporation Tax Act 2010. UK Corporation Tax law allows an Investment Company
(referred to in Tax law as an Investment Trust) to be exempted from tax on its profits realised on
investment transactions, provided it complies with certain rules. These are similar to Section 833
above but further require that the Company must be listed on a regulated stock exchange and that it
cannot retain more than 15% of income received. The Directors’ Report contains confirmation of the
Company’s compliance with this law and its consequent exemption from taxation on capital gains.
MiFID II Markets in Financial Instruments Directive, applicable from 3 January 2018.
Market
capitalisation
Also sometimes referred to as ‘market cap’, this is a measure which describes the size of a company or
an Investment Trust. It is calculated by multiplying the number of shares by the price of the shares.
Net Asset Value
(NAV)
The NAV is the value attributed to the assets of the Company less the liabilities, presented either on a
per share or total basis. The NAV is also described as ‘Shareholders’ funds’ per share. The NAV is often
expressed in pence per share after being divided by the number of shares which have been issued. The
NAV per share is unlikely to be the same as the share price which is the price at which the Company’s
shares can be bought or sold by an investor. The NAV per ordinary share is published daily
Non-executive
Director
The Company is managed by a Board of Directors who are appointed by letter rather than a contract of
employment. The Company has no executive Directors. Remuneration of the non-executive Directors is
set out in the Directors’ Remuneration Report while the duties of the Board and the various Committees
are set out in the Corporate Governance Statement.
Ongoing Charges
Ratio
Ongoing Charges are the total operating expenses of the Company excluding any performance fee
and are expressed as a percentage of the average daily net asset value during the year. See Alternative
Performance Measure (APM) on page 98.
Glossary of Terms continued
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 101
Shareholder Information
PRIIPS The Packaged Retail and Insurance-based Investment Products regulations which came into force on
1 January 2018 in the UK and EU. The regulations require generic pre-sale disclosure of investment
‘product’ costs, risks and certain other matters.
PwC The Company’s Auditors are PricewaterhouseCoopers LLP, represented by Kevin Rollo, Partner.
SORP The Statement of Recommended Practice (SORP) for investment trusts is issued by the AIC and it
provides recommendations on financial reporting that supplement official accounting standards. (See
Note 2(a) on page 76).
Treasury shares Treasury shares are the Company’s own shares that have been brought back from shareholders and
not cancelled but held in Treasury. Such shares may be reissued into the market at a premium to NAV.
Treasury shares do not attract the right to receive dividends or have any other voting rights
UK-adopted IAS The international accounting standards adopted by the UK Endorsement Board after delegation
of adoption powers. These include International Accounting Standards (IAS), IFRS and related
interpretations, subsequent amendments to those standards and related interpretations, issued or
adopted by the IASB.
ZDP Zero Dividend Preference shares are preference shares which carry no entitlement to dividends, but
which carry the right, on a fixed date, to the repayment of capital and a fixed rate of return in priority
to any capital payment to the holders of ordinary shares. On 19 June 2024, the subsidiary PCGH
ZDP plc was placed into liquidation following the full repayment of its loan to the Company and the
redemption of the ZDP shares.
Shareholder Information
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024102
2025 Annual General Meeting (“AGM”)
The Company’s AGM will be held at 2:00pm on Thursday
13 February 2025 at 16 Palace Street, London, SW1E 5JD.
Further information including the full text of the resolutions to
be proposed at the AGM and an explanation of each resolution
is contained in the Notice of AGM which has been posted to
shareholders and is available on the Company’s website.
Shareholders will have the option to ask questions at the
meeting but are also encouraged to send any questions
ahead of the AGM to the Board via the Company Secretary
at cosec@polarcapital.co.uk stating the subject matter as
PCGH-AGM. We will endeavour to answer relevant questions
at the meeting or on the Company’s website as appropriate.
For ease of reference and understanding a brief explanation
of the resolutions.
Resolution 1 relates to the statutory requirement of every
company to lay before shareholders the Annual Report and
Financial Statements, i.e. this document in full. The Annual
Report has been prepared and approved by the Board of
Directors and audited by the externally appointed auditors.
The document will be filed at Companies House once
published to shareholders. The Annual Report sets out the
Company’s business strategy, governance structure and
procedures as well as the financial accounts for the financial
year under review and any forward-looking statements.
Resolutions 2 in compliance with the Large and Medium-Sized
Companies and Groups (Accounts and Reports) (Amendment)
Regulation 2013 (the ‘Regulations’), The Companies (Directors’
Remuneration Policy and Directors’ Remuneration Report)
Regulations 2019 and the Listing Rules of the Financial Conduct
Authority, the Company is required on a three-yearly basis
to provide shareholders with the opportunity to vote on the
Company’s Directors’ Remuneration Policy. In addition to
this, on an annual basis, shareholders are presented with
the Directors’ Remuneration Implementation Report which
looks back at the year under review and advises how the
Remuneration Policy was applied. Shareholders last voted on
the Remuneration Policy at the AGM in 2023 and the policy
came into effect from 1 October 2023. The current policy will
remain in force until 30 September 2026 unless amended during
any earlier proposed reconstruction following the end of the
fixed life. Resolution 2, therefore, is the annual advisory vote of
shareholders on the Remuneration Implementation Report. The
Directors’ Remuneration Report is presented on pages 58 to 62.
Resolutions 3 proposes an amendment to the Company’s
Articles of Association. Article 98 imposes a limit on the
maximum aggregate level of remuneration available for
payment to the Directors. In order to provide headroom and
flexibility, particularly ahead of any proposed reconstruction
at which succession planning may be considered, it is
proposed that the maximum aggregate level be increased
from £200,000 to £250,000 per annum.
Resolutions 4 to 6 relate to the annual re-election of
directors. In line with good corporate governance the
tenure policy of directors is 9-years, with the exception of
the Board’s Chair tenure policy which allows the Chair to
remain in role for up to 12-years in certain circumstances. It
is recommended that directors stand for re-election on an
annual basis in order to give shareholders the opportunity to
vote on each Director. Having undergone a Board Evaluation
process, as described on page 48, the Directors have provided
a rationale for their support for the reappointment of each
director on page 6 and within the Notice of AGM.
Resolutions 7 and 8 relate to the statutory appointment or
reappointment of the Company’s external auditors and the
Directors’ authority to determine their remuneration. Further
information is provided in the Audit Committee Report on
page 53.
Resolution 9 relates to the Company’s dividend policy.
Following the Company’s reconstruction in 2017, which
included a change to the Company’s strategy from income and
growth to growth alone, the adopted dividend policy has been
and remains that dividends will be paid bi-annually in February
and August.
Resolutions 10 to 12 relate to potential changes in the share
capital. Resolution 10 authorises the Directors to allot (i.e. sell)
ordinary shares, whether these be newly created shares or
shares held in the Company’s treasury account which have been
previously bought back in the market. Once allotted the shares are
listed on the London Stock Exchange and have the same rights
as any other ordinary shares of the Company. Resolution 11 is
proposed in connection with 10 and allows the Directors to allot
the shares without pre-emption rights. Under the Companies Act,
all shareholders have the right of pre-emption which means that
the Company must offer existing shareholders an opportunity to
buy the company’s shares before they are offered to third parties;
being a listed company with many shareholders, the Directors
ask to disapply the pre-emption rights which means they are able
to offer and allot the shares to specific shareholders or in specific
ways to the market, noting that such allotments would be at a
premium to the net asset value (NAV) per share and therefore
accretive (i.e. positive) to overall shareholder value. While all
shareholders can trade the ordinary shares of the Company on
the open market there are times when a shareholder would like
to acquire greater amounts of shares than are available in the
market and might approach the Company through the corporate
broker to obtain shares. In a similar but opposite scenario,
resolution 12 provides the Directors’ the ability to buy back
(i.e. purchase) shares of the Company in the market. Depending
on the market environment, and various other factors, the shares
of the Company may trade at a discount to NAV, when this is the
case the Company may step in and buy back shares in an effort to
reduce the discount. Each of these authorities require shareholder
approval and are regular resolutions proposed to each AGM; each
authority remains in place for 12 months or until the limits have
been reached.
Corporate Information - AGM
Shareholder Information
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 103
History, Structure and Fees
The Company was incorporated as Polar Capital Global
Healthcare Growth and Income Trust plc on 12 May 2010.
On 15 June 2010 the Company issued 89,000,000 ordinary
shares of 25p each and 17,800,000 subscription shares of
1p each which were admitted to trading on the Main Market
of the London Stock Exchange. The original subscription
price for each ordinary share was £1 and the Net Asset Value
(NAV) per share on 15 June 2010 was 98p (after launch
costs). The subscription share rights expired on 31 January
2014, following the issue of 17,800,000 ordinary shares. The
subscription shares were subsequently cancelled.
On 20 June 2017 the Company was reconstructed and the
name was changed to Polar Capital Global Healthcare Trust
plc. As part of the reconstruction, a 100% tender offer
was made to shareholders of which 21.8% was accepted
resulting in 26,299,042 ordinary shares being bought back
by the Company; the Company also offered new ordinary
shares in the form of an issue and placing which resulted in
27,798,298 new ordinary shares being created. As part of
the reconstruction and change of investment strategy, the
Company created a wholly owned subsidiary, PCGH ZDP
Plc (the ‘subsidiary’) which was created to provide structural
gearing to the Company through the placing of Zero
Dividend Preference shares (‘ZDP shares’).
The subsidiary was incorporated on 30 March 2017 and
issued 50,000 ordinary shares of £1 each which were
subscribed by the Company and fully paid up. On 19 June
2017 the subsidiary issued 32,128,437 ZDP shares at 100p
each.
As mentioned above, the subsidiary was created as part
of the Company’s restructure in 2017 with a limited life of
seven years, for the sole purpose of providing a loan to the
Company. Following repayment of the loan advanced, PCGH
ZDP plc was placed into liquidation on 19 June 2024 in
accordance with the Articles of Association.
Following the 2017 reconstruction, and in the absence of
any prior proposals, the Articles of Association require the
Directors to put forward at the first Annual General Meeting
to be held after 1 March 2025, a resolution for the voluntary
winding up of the Company and the appointment of a
liquidator.
Members voting in favour, whether in person or by proxy,
shall collectively have sufficient votes, irrespective of number,
to pass the resolution.
Performance Fee
The Investment Manager may be entitled to a performance
fee. The performance fee was reset at the date of
reconstruction of the Company and will be paid in cash at
the end of the Company’s expected life (except in the case
of an earlier termination of the IMA). The performance fee
will be an amount equal to 10% of the excess total return
(based on the Adjusted Net Asset Value per ordinary share
at that time) over the total return of the benchmark plus
1.5% compounded annually on each anniversary of share
admission and adjusted for periods of less than 12 months.
In the event of a performance fee becoming payable on the
future portfolio realisation date, such fee would be subject to
a maximum amount of 3.5% of the terminal NAV.
For the purposes of calculating the performance fee, the
Company’s Adjusted Net Asset Value will be based on the Net
Asset Value adjusted by the amount of any dividends paid by
the Company deemed to have been reinvested on the date
of payment in ordinary shares at their Net Asset Value (on
such date) and the resulting amount added to the Company’s
Net Asset Value. If at the end of the Company’s expected
life the amount available for distribution to shareholders is
less than 215.9p per ordinary share, no performance fee will
be payable. If the amount is more than 215.9p per ordinary
share but payment of the performance fee in full would
reduce it below that level, then the performance fee will be
reduced such that shareholders receive exactly 215.9p per
share. No performance fee has been paid or accrued since
inception and up to 30 September 2024.
Termination Arrangements
The IMA may be terminated by either party giving 12 months’
notice. The IMA may be terminated earlier by the Company
with immediate effect on the occurrence of certain events,
including: (i) if an order has been made or an effective
resolution passed for the liquidation of the Investment
Manager; (ii) if the Investment Manager ceases or threatens
to cease to carry on its business; (iii) where the Company is
required to do so by a relevant regulatory authority; (iv) on the
liquidation of the Company; or (v) subject to certain conditions,
where the Investment Manager commits a material breach
of the IMA. In the event the IMA is terminated before the
expiry of the Company’s fixed life then, except in the event of
termination by the Company for certain specified causes, the
base fee and the performance fee will be calculated pro rata
for the period up to and including the date of termination.
Corporate Information - Other
Shareholder Information
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024104
Share Capital, Voting Rights and
Transferability
The Company’s share capital is divided into ordinary shares of
25p each. At the year end, there were 124,149,256 ordinary
shares in issue (2023: 124,149,256 ordinary shares), of which
2,879,256 (2023: 2,879,256) were held in treasury by the
Company. During the year to 30 September 2024, no new
shares were issued from or bought back into treasury. Ordinary
shares carry voting rights which are exercised on a show of
hands at a meeting, where each shareholder has one vote, or
on a poll, where each share has one vote. Ordinary shares held
in treasury carry no voting rights. Arrangements for the casting
of proxy votes are provided when a notice of meeting is issued.
Any shares in the Company may be held in uncertificated form
and, subject to the Articles, title to uncertificated shares may be
transferred by means of a relevant system. Further information
can be found in the Articles of Association available on the
Company’s website www.polarcapitalglobalhealthcaretrust.
co.uk. The Company is not aware of arrangements to restrict
the votes or transferability of its shares.
Subscription Shares Tax Implications
The base ‘cost’ for UK tax purposes of the subscription
shares is a proportion of the issue price paid for the ordinary
shares to which the subscription shares were attached. The
apportionment is made by reference to the respective market
values of the ordinary shares and subscription shares at the
close of business on 15 June 2010, the day the ordinary and
subscription shares were admitted to trading. The market value
for UK tax purposes of the Company’s ordinary shares and
subscription shares on such date were as follows:
Ordinary Shares 101.0p Subscription Shares 14.875p
If you have exercised the subscription rights attaching to your
subscription shares, the resulting ordinary shares are treated for
UK tax purposes as the ‘same’ asset as the subscription shares
in respect of which the subscription rights are exercised. The
base ‘cost’ for UK tax purposes of the resulting ordinary shares
will be the base cost attributed to the exercised subscription
shares, increased by the amount of subscription monies paid.
Capital Gains Tax
Information on Capital Gains Tax (‘CGT’) is available on the HM
Revenue & Customs website www.hmrc.gov.uk/cgt/index.
When shares are disposed of a capital gain may result if the
disposal proceeds exceed the sum of the base cost of the
shares sold and any other allowable deductions such as share
dealing costs. The exercise of subscription shares into ordinary
shares should not have given rise to a capital gain, however a
capital gain may arise on the eventual disposal of those shares.
The calculations required to compute capital gains may be
complex and depend on personal circumstances. Shareholders
are advised to consult their personal financial advisor for
further information regarding a possible tax liability in respect
of their shareholdings.
Further information on the subscription shares is provided
in the subscription share section above. The Company was
launched on 15 June 2010 with the issue of ordinary shares
at £1 per share with subscription shares attached (on a one
for five basis).
Company Website
http://www.polarcapitalglobalhealthcaretrust.co.uk
The Investment Manager maintains a website on behalf of
the Company which provides a wide range of information on
the Company, monthly factsheets issued by the Investment
Manager and copies of announcements, including the annual
and half year reports when issued.
Information on the Company can also be obtained from
various other sources including:
• www.theaic.co.uk
• www.ft.com/markets
• www.londonstockexchange.co.uk
Statement by the Depositary
The statement of the Depositary’s responsibilities in respect of
the Company and its report to shareholders for the year ended
30 September 2024 is available on the Company’s website. The
Depositary, having carried out such procedures as it considered
necessary, was satisfied that in all material respects the Company
was managed in accordance with the applicable FCA rules and
AIFMD.
Statement By The AIFM
The statement by the AIFM in respect of matters to be
disclosed to investors for the year ended 30 September 2024
is available on the Company’s website.
Share Price and Net Asset Value
The Company’s Net Asset Value (NAV) is normally released
daily, on the next working day, following the calculation
date, to the London Stock Exchange. The mid-market price
of the ordinary shares is published daily in the Financial
Times in the Companies and Markets section under the
heading ‘Investment Companies’. Share price information
is also available from The London Stock Exchange website:
www.londonstockexchange.co.uk
Corporate Information - Other continued
Shareholder Information
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 105
Electronic Communications
If you hold your shares in your own name you can choose
to receive communications from the Company in electronic
format. This method reduces cost, is environmentally friendly
and, for many, is convenient.
If you would like to take advantage of Electronic
Communications, please visit our registrar’s website at
www.shareview.co.uk. You will need your Shareholder
Reference Number. If you agree to the terms and
conditions, in future, on the day that documents are sent to
shareholders by post you will receive an e-mail providing the
website address where the documents can be viewed and
downloaded. Paper copies will still be available on request.
Nominee shareholders
Where notification has been provided in advance the Company
will arrange for copies of shareholder communications to be
provided to the operators of nominee accounts. Nominee
service providers are encouraged to advise investors that they
may attend general meetings when invited by the Chair.
Disability Act
Copies of this Annual Report and Financial Statements or other
documents issued by the Company are available from the
Company Secretary. If needed, copies can be made available
in a variety of formats, either Braille or on audio tape or larger
type as appropriate.
Investing
The ordinary shares of the Company are listed and traded on
the London Stock Exchange. Investors may purchase shares
through their stockbroker, bank or other financial intermediary.
Polar Capital Global Healthcare Trust plc is an investment
trust and as such its ordinary shares are excluded from the
FCA’s restrictions which apply to non-mainstream investment
products. The Company conducts its affairs and intends
to continue to do so for the foreseeable future so that the
exclusion continues to apply.
There are a variety of ways to invest in the Company. However,
this will largely depend upon whether you would like financial
advice or are happy to make your own investment decisions.
Investing Risks
Investors should be aware of the following risks when
considering investing in the shares of Polar Capital Global
Healthcare Trust plc:
Past performance is not a guide to future performance.
Please remember that any investment in the shares of Polar
Capital Global Healthcare Trust plc either directly or through
a savings scheme or ISA carries the risk that the value of your
investment and any income from them may go down as well
as up due to the fluctuations of the share price, the market
and interest rates. This risk may result in an investor not getting
back their original amount invested.
As the shares in an investment trust are traded on a stock
market, the share price will fluctuate in accordance with supply
and demand and may not reflect the underlying net asset value
of the shares. Where the share price is less than the underlying
value of the assets, the difference is known as the ‘discount’.
For these reasons, investors may not get back the original
amount invested.
Although the Company’s Financial Statements are
denominated in sterling, it may invest in stocks and shares
that are denominated in currencies other than sterling. To
the extent that it does so, asset values may be affected by
movements in exchange rates. As a result, the value of your
investment may rise or fall with movements in exchange rates.
Polar Capital Global Healthcare Trust plc is allowed to borrow
against its assets and this may increase losses triggered by
a falling market. The Company may increase or decrease its
borrowing levels to suit market conditions. If you are in any
doubt as to the suitability of a plan or any investment available
within a plan, please take professional advice.
If you are investing through a savings plan, ISA or other
investment arrangement it is important that you read the key
features documents and understand the risks associated with
investing in the shares of the Company. If you are in any doubt
as to the suitability of a plan or any investment available within
a plan, please take professional advice.
Tax rates and reliefs change from time to time and may affect
the value of your investment.
For those investors who would like advice:
Private Client Stockbrokers – generally for investors with
a large lump sum to invest, a private client stockbroker will
manage a portfolio of shares on behalf of a private investor
and will offer a personalised service to meet an individual’s
particular needs. A list of private client stockbrokers is available
from The Personal Investment Management & Financial Advice
Association (PIMFA) at www.pimfa.co.uk
Financial Advisers – carry out the share transactions for
their clients, they can do this directly but also via a growing
number of platforms that offer investment trusts including
AJ Bell, Interactive Investor, Nucleus, Raymond James, Seven IM
and Transact. For investors looking to find a financial adviser,
please visit www.unbiased.co.uk
Shareholder Information
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024106
For those investors who are happy to make
their own investment decisions:
Online Stockbroking Services – There are a number of real
time execution only stockbroker services which allow private
investors to trade online for themselves, manage a portfolio
and buy UK listed shares. Online stockbroking services include
AJ Bell, Interactive Investor, Barclays Stockbrokers, Halifax
Share Dealing and Hargreaves Lansdown.
As an investor holding shares through one of these platforms,
you are entitled to attend and vote at company general
meetings. For example, interactive investor allow you to vote
your shares at no extra cost through your account and new
customers are automatically signed up to the voting and
information service, which enables you to receive shareholder
materials and vote on decisions directly affecting your
UK registered shareholdings.
Please visit the AIC’s pages below for further information:
https://www.theaic.co.uk/how-to-attend-an-AGM
Share Dealing Services
The Company has also made arrangements with its share
registrars, Equiniti Limited, for investors to buy and sell shares
through the Shareview.co.uk service.
For telephone sales call 0345 603 7037 between 8.00am and
5.30pm for dealing and up to 6.00pm for enquiries, Monday
to Friday. For Internet sales log on to www.shareview.co.uk/
dealing
Forward-Looking Statements
Certain statements included in this Annual Report and
Financial Statements contain forward-looking information
concerning the Company’s strategy, operations, financial
performance or condition, outlook, growth opportunities or
circumstances in the countries, sectors or markets in which
the Company operates.
By their nature, forward-looking statements involve
uncertainty because they depend on future circumstances,
and relate to events, not all of which are within the
Company’s control or can be predicted by the Company.
Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable,
no assurance can be given that such expectations will prove
to have been correct.
Actual results could differ materially from those set out in the
forward-looking statements. For a detailed analysis of the
factors that may affect our business, financial performance
or results of operations, we urge you to look at the principal
risks and uncertainties included in the Strategic Report within
this Annual Report.
No part of this Annual Report constitutes, or shall be taken
to constitute, an invitation or inducement to invest in Polar
Capital Global Healthcare Trust plc or any other entity and
must not be relied upon in any way in connection with any
investment decision. The Company undertakes no obligation
to update any forward-looking statements.
Boiler Room Scams
Shareholders of Polar Capital Global Healthcare Trust plc may
receive unsolicited phone calls or correspondence concerning
investment matters. These are typically from overseas based
‘brokers’ who target UK shareholders, offering to sell them
what often turn out to be worthless or high risk shares in
U.S. or UK investments or offering to act on the shareholder’s
behalf on the payment of a retainer or similar in a spurious
corporate event. These operations are commonly known as
‘boiler rooms’. These ‘brokers’ can be very persistent and
extremely persuasive.
It is not just the novice investor that has been duped in this
way; many of the victims had been successfully investing for
several years. Shareholders are advised to be very wary of any
unsolicited advice, offers to buy shares at a discount or offers
of free company reports.
If you have been contacted by an unauthorised firm regarding
your shares the FCA would like to hear from you. You can
report an unauthorised firm using the FCA helpline on
0800 111 6768 or by visiting their website, which also has
other useful information, at www.fca.org.uk
Corporate Information - Other continued
Shareholder Information
Annual Report and Financial Statements 2024 • Polar Capital Global Healthcare Trust plc 107
If you receive any unsolicited investment advice:
• Make sure you get the correct name of the person and
Organisation
• If the calls persist, hang up
If you deal with an unauthorised firm, you will not be
eligible to receive payment under the Financial Services
Compensation Scheme. More detailed information on this or
similar activity can be found on the FCA website.
How to avoid investment and pension scams
If you’re suspicious, report it
You can report the �rm or scam to us by
contacting our Consumer Helpline on
0800 111 6768 or using our reporting form
using the link below.
If you’ve lost money in a scam, contact
Action Fraud on 0300 123 2040 or
www.actionfraud.police.uk
Reject unexpected o�ers
Scammers usually cold call, but contact
can also come by email, post, word of mouth
or at a seminar. If you’ve been o�ered an
investment out of the blue, chances are it’s
a high risk investment or a scam.
Check the FCA Warning List
Use the FCA Warning List to check the risks
of a potential investment – you can also search
to see if the �rm is known to be operating without
our authorisation.
Get impartial advice
Get impartial advice before investing – don’t use
an adviser from the �rm that contacted you.
Be ScamSmart and visit
www.fca.org.uk/scamsmart
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Shareholder Information
Polar Capital Global Healthcare Trust plc • Annual Report and Financial Statements 2024108
Company Registration Number
7251471 (Registered in England)
The Company is an investment company as defined under
Section 833 of the Companies Act 2006.
Directors
Lisa Arnold (Chair)
Neal Ransome (Audit Committee Chair)
Jeremy Whitley
Registered Office and Contact Address
for Directors
16 Palace Street
London
SW1E 5JD
Investment Manager and AIFM
Polar Capital LLP
16 Palace Street
London
SW1E 5JD
Authorised and regulated by the Financial Conduct Authority.
Telephone: 020 7227 2700
Website: www.polarcapital.co.uk
Portfolio Co-Managers
Mr. James Douglas
Mr. Gareth Powell
Company Secretary
Polar Capital Secretarial Services Limited
Represented by Tracey Lago, FCG
Depositary, Bankers and Custodian
HSBC Bank Plc
8 Canada Square
London
E14 5HQ
Independent Auditors
PricewaterhouseCoopers LLP
7 More London Riverside
London
SE1 2RT
Solicitors
Herbert Smith Freehills LLP
Exchange House
Primrose Street
London
EC2A 2HS
Stockbrokers
Panmure Liberum
One New Change
London
EC4M 9AF
Identification Codes
Ordinary shares
SEDOL: B6832P1
ISIN: GB00B6832P16
TICKER: PCGH
GIIN: ID3ME4.99999.SL.826
LEI: 549300YV7J2TWLE7PV84
Registrar
Shareholders who have their shares registered in their own
name, not through a share savings scheme or ISA, can
contact the registrars with any queries on their holding. Post,
telephone and internet contact details are given below.
In correspondence you should refer to Polar Capital Global
Healthcare Trust plc, stating clearly the registered name and
address and, if available, the full account number.
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
Shareholder helpline: +44 (0) 800 313 4922
Contact Information
CBP00019082504183028
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2024 Annual Report and Financial Statements for the year ended 30 September 2024