The North American
Income Trust plc
Harness the power of the US market
Annual Report 31 January 2025
The North American Income Trust plc Annual Report 31 January 2025
Contents
Strategic report
01 Who we are
02 What we do
03 The land of income opportunity
04 Maintaining focus in a land
of opportunity
05 Janus Henderson Investors
06 Performance highlights
08 Chairman’s statement
11 Fund Managers’ report
14 A snapshot of our portfolio
16 Case studies
18 Environmental, Social and
Governance matters
20 Business model
22 Key performance indicators
24 Managing risks
27 The Company’s Viability
28 Engaging with our stakeholders
Governance
34 Board of directors and fund
managers
36 Corporate governance report
41 Audit Committee report
46 Management Engagement
Committee report
47 Other governance undertaken
49 Directors’ remuneration report
52 Directors’ report
54 Statement of directors’
responsibilities
Financial statements
56 Independent auditors’ report
62 Statement of comprehensive
income
63 Statement of changes in equity
64 Statement of financial position
65 Statement of cash flows
66 Notes to the financial statements
Additional information
82 Notice of Annual General Meeting
87 Glossary
88 Alternative performance measures
90 General shareholder information
92 Corporate information
https://www.janushenderson.com/
en-gb/uk-investment-trusts/trust/
the-north-american-income-trust-plc/
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More information
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insights and factsheets
about the Company:
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this year’s Annual General
Meeting by webinar:
The Board also welcomes you in person to the AGM.
Please see more details about the AGM, attending in
person or by webinar, in the Chair’s Statement.
Please send your general enquiries about the Company to
the Company Secretary at: itsecretariat@janushenderson.com.
About us
We harness the power of the world’s
biggest market to generate differentiated
income.
The fund managers seek out companies that
either have the cash flows to pay income today,
to invest in their own growth for tomorrow or both.
Their approach is deliberately flexible and selective,
generally producing a portfolio of around 45–55
stocks that they believe are the most compelling
blend available.
Using the deep expertise of on-the-ground analysts,
we aim to capture the growing income opportunity
in North America.
Purpose
The Company’s purpose is to provide investors with
above average dividend income and long-term
capital growth through active management of
a portfolio consisting predominantly of S&P 500
US equities.
p.20 Business model
Companies in the US market
are driving some of the most
impressive technological
advancements and productivity
enhancements out of any region
in the world. We scour the US
market for companies that
consistently pay dividends to
shareholders and can grow their
profits by actively engaging in new
economic growth opportunities.”
Jeremiah Buckley
Co-Fund Manager
p.11 Fund Managers’ Report
Income & Growth
The Company aims to provide investors with above average dividend
income and long term capital growth through active management of
a portfolio consisting predominantly of S&P 500 US equities.
Left: Fran Radano
Right: Jeremiah Buckley
Co-Fund Managers
Strategic report Governance
Financial
statements
Additional
information
01
The North American Income Trust plc Annual Report 2025
Strategic report
North American Income Trust plc
What we do
Investment Objective
The Company seeks above average dividend income and long-term capital
growth, by investing in a portfolio of predominantly S&P 500 US companies.
Portfolio holdings
49
Investment focus
Income
& Growth
Regional focus
North
American
Today’s income-payers and tomorrow’s income growers
Harnessing the income potential of a market better known for its investment growth.
p.22 Key performance measures
Ongoing charges
0.77%
As at 31 January 2025
Net Assets
£468M
As at 31 January 2025
Yield
3.5%
As at 31 January 2025
p.14 Portfolio structure
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Health Care 19.8%
Financials 16.5%
Information
Technology 15.9%
Industrials 13.0%
Consumer
Discretionary 7.2%
Energy 6.9%
Utilities 6.2%
Consumer Staples 5.8%
Real Estate 5.4%
Communication
Services 3.3%
02
The North American Income Trust plc Annual Report 2025
The land of income opportunity
North American
income in numbers
Dividends
1
93%
of US companies raised or held
their dividends steady in 2024
YoY dividend growth
1
+8.7%
in 2024
Five year GDP growth
2
12.2%
US GDP has grown at more than
double the average of the rest
of the G7 since 2019
1. Big in America
US large caps have far greater scale overall than their
competitors in other markets. The benefits of scale
include brand recognition, pricing power and stock
liquidity. At the same time, the US market benefits from
recognisable and consistent accounting standards, a
flexible labour force and a policy focus on productivity.
p.11 Fund Managers’ Report
2. Income today and tomorrow
While the US is not generally known for its income, it
has enjoyed the fastest growing dividends of the world’s
major markets for several years. This is fuelled in part
by a corporate culture that encourages companies
to focus on investing in their own organic growth,
alongside paying shareholders, meaning that we
expect US dividends to grow for some time to come.
3. Leading the charge
The US market is renowned for leading global
innovation. Much attention is paid to the technology
sector, but the US is also driving developments in
pharmaceuticals, biotechnology and automobiles.
It can be challenging for investors to gain exposure to
these sectors and some subsectors outside of the US.
These sectors are also associated with strong growth,
fuelling earnings into the future and, crucially, indicating
future income for shareholders.
4. Size matters
While yields are lower on average in the US, the market
contributes over a third of the world’s dividends. By
not considering the US as part of an income allocation,
investors could be leaving some of this cash on the table.
5. A (very) different US investment
A common conundrum for investors in the US is
that the market is heavily skewed towards its largest
companies, particularly the ‘Magnificent 7’. In the
pursuit of yield for now and in the future, the fund
managers of The North American Income Trust scour
the whole of the market. This results in a portfolio that
is differentiated from a typical S&P 500 tracker or US
large-cap focused fund.
1 Janus Henderson Global Dividend Index, Edition 45, March 2025.
2 Organisation for Economic Cooperation and Development (‘OECD’).
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Additional
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03
The North American Income Trust plc Annual Report 2025
Strategic report
Maintaining focus in a land of opportunity
Flexibility
The Company’s portfolio is not bound by any index
and we look across the S&P 500 – and beyond –
for ideas. Our focus is on earnings quality and long-
term capital growth rather than simply current yield
– meaning that we can invest in companies with
future income potential.
We do not favour particular sectors, themes or styles.
Instead, our focus is on generating income today
and tomorrow through a diversified portfolio of best
ideas. As such, we aim to top up or reduce positions
as needed to maintain balance.
Expertise
The fund management team of the Company
represents decades of experience in the market.
Emphasis is placed on knowing potential and
current portfolio companies, including meeting
management, competitors and other stakeholders.
The Company is supported by a large analyst
team based out of Denver, CO – more information
about Janus Henderson can be found here
https://www.janushenderson.com/en-gb/.
The JHI management team also has experience with
investment trusts, meaning that we are comfortable
using the trust’s structure, such as gearing, with the
aim of enhancing returns.
Selectivity
The Company’s typical holding range is between
45–55 holdings (although the Fund Managers are
not constrained to this number), representing the
very best ideas drawn from the whole of the market.
This level of concentration requires research
rigour and results in a portfolio that is naturally
differentiated from an index. We seek businesses
with balance sheets healthy enough to support
ongoing dividend payments, investment in buybacks
or external opportunities and that provide a cushion
in periods of volatility or challenge.
04
The North American Income Trust plc Annual Report 2025
Janus Henderson Investors
The North American Income Trust is managed by
Janus Henderson Investors, which was appointed
manager on 1 August 2024.
Janus Henderson is a global asset manager with over 340 investment
professionals and 25 offices globally, employing over 2,000 people and
managing £302.4bn of client assets. Janus Henderson has a long history
of managing investment trusts and currently manages 10 investment trusts.
A unique view of the US
Janus Henderson Investors has a long legacy of investing in North
American equity. Janus Capital Group was a US-focused and
headquartered investment house prior to its merger with Henderson
Global Investors in 2017.
The company now has a large base in Denver, Colorado, alongside its
headquarters in London. JHI manages around $182bn in American equities.
It has 37 analysts dedicated to US equities, split into 7 sector specialisms.
The team breaks its process into three parts:
1. Sourcing unique company insights, from frequent interactions
with management and a company’s products or services.
2. Understanding industry trends by connecting with independent industry
experts and third-party data sources. The team also takes advantage
of the insights of JHI’s analyst teams around the world where relevant.
3. Detailed financial modelling with valuations based on five-year
forecasts for earnings and cashflows.
Investment trusts, understood
Janus Henderson has been involved in investment trusts since its
foundation in 1934. It remains one of the largest investment trust asset
managers in the UK. As a result, The North American Income Trust benefits
from the support of a dedicated investment trust team, including
specialised legal, accounting, marketing and sales support.
janushenderson.com
Client assets managed
£302.4bn
As at 31 December 2024
Employees
+2,000
As at 31 December 2024
Offices globally
25
As at 31 December 2024
Investment professionals
340
As at 31 December 2024
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statements
Additional
information
05
The North American Income Trust plc Annual Report 2025
Strategic report
Performance
Total return performance
Performance highlights
Year to 31 January 2025
NAV per share
total return
1
23.8%
2025
(2024) -1.6%
Share price
total return
2
24.9%
2025
(2024) -0.9%
NAV per share
at year end
3
379.2p
2025
(2024) 317.8p
Share price
at year end
347.0p
2025
(2024) 289.0p
Discount
(debt at par)
8.5%
2025
(2024) 9.1%
Total return performance to 31 January 2025
1 year % 3 years % 5 years % 10 years %
NAV per share
1
23.8 35.7 59.5 184.0
Share price
2
24.9 39.1 46.0 188.4
Russell 1000 Value Index 22.5 36.3 72.0 197.5
S&P High Yield Dividend Aristocrats Index 14.9 25.7 59.5 206.1
Total return performance for 10 years to 31 January 2025
%
350
300
200
100
50
150
250
0
Jan
2021
Jan
2022
Jan
2023
Jan
2024
Jan
2016
Jan
2017
Jan
2018
Jan
2019
Jan
2020
Jan
2015
Jan
2025
NAV (with debt at fair value) Share Price Russell 1000 Value S&P High Yield Dividend Aristocrats
Sources: Morningstar Direct and LSEG Datastream
1 NAV per ordinary share with dividends reinvested and excluding reinvestment costs
2 Share price using mid-market closing prices
3 NAV is calculated with debt at par value
This indicates a key performance indicator (KPI). KPIs are used to measure the success of your Company in meeting its objective
and by the directors to evaluate the performance of the manager.
06
The North American Income Trust plc Annual Report 2025
Performance highlights continued
Dividend performance
Dividend total
1
Per share for the year
12.2p
(2024) 11.70p
Dividend yield
At the end of the year
3.5%
(2024) 4.0%
Revenue reserves
2
Per share
18.4p
(2024) 16.1p
1 Based on the dividends paid or recommended for the year and the share price at the year end, including the fourth interim dividend of 4.1 pence
per share.
2 Before payment of the fourth interim dividend
Dividend growth
For the year
4.3%
(2024) 6.4%
Years of consecutive growth
14
Dividend growth to 31 January 2025
Pence per share
12
2015 2016 2017 2018 2019 20212020 2022 2023 2024 2025
8
4
0
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07
The North American Income Trust plc Annual Report 2025
Strategic report
We are confident
the new managers
and their extensive
resources will help
NAIT through this
difficult and
volatile time.”
Charles Park,
Chairman
Highlights of the year
Net asset value per share
2025
379.2p
Dividend yield
2025
3.5%
Dividend for the year
2025
12.2p
Chairman’s statement
Dear Shareholder,
Whilst this has been a widely
publicised difficult year for the
investment trust sector as a whole,
it has been a positive one for the
management of your Company.
Some of the steps to strengthen
governance and to be responsive
to shareholders’ needs that the
Board have taken include:
• A change of manager from
Aberdeen Group to Janus
Henderson Investors to benefit
from the significant resources
available to the Janus Henderson
North American equities team;
• A reduction in management fee;
• A more pro-active buy back
programme, and;
• The introduction of a conditional
tender mechanism.
Regarding the change of manager,
I am pleased to write that, as noted in
our half year report, on 1 August 2024,
the transfer of the Company’s
management to Janus Henderson
Investors (‘JHI’) was completed
successfully. At that point Jeremiah
Buckley, an experienced portfolio
manager at Janus Henderson
became the manager of the
Company and was joined in
November 2024 by Fran Radano,
the previous portfolio manager at
Aberdeen Group. They now manage
the portfolio together with the
assistance of 37 research analysts
at Janus Henderson. JHI brings
significant expertise, resources and
depth in the North American equity
market, and in marketing and
shareholder relations.
As a result of the transition, a new,
lower, tiered management fee is
payable by the Company to Janus
Henderson. This lower fee is paid
at 0.55% on NAV up to £500 million,
and 0.45% on NAV over £500 million.
08
The North American Income Trust plc Annual Report 2025
In common with the wider investment
trust sector, the Company’s shares
traded at a significantly wider
discount to their NAV during the year,
in response to which the Board
introduced a more active buyback
programme. During the year,
13,990,660 shares were bought back,
or roughly 10% of the share count
from the start of the previous year, a
noticeable step up from prior years.
The buyback added 4.5p to the NAV/
share and the shares were cancelled/
allotted to treasury at an average
price of 305.7 pence. Since 31 January
2025, the Company has bought back
an additional 2,051,851 shares.
As announced to shareholders on
14 June 2024, the Board have agreed
to implement a conditional tender,
which will permit up to 15% of the
Company’s shares to be repurchased
should certain conditions be met in
September 2027. Please see page 32
for further details.
Indices
In last year’s annual report we
noted that the Board reviews the
Company’s performance against
the Russell 1000 Value Index, the peer
group and the S&P 500, all in sterling
terms and on a total return basis.
The Russell 1000 Value Index was at
that time considered to be a more
relevant reference index than the S&P
500 because its higher dividend yield
was more consistent with the
Company’s own investment objective.
However, the Russell 1000 Value Index
is also an imperfect comparator as
its dividend yield, whilst higher than
that of the S&P 500, is still significantly
lower than that on the Company’s
shares. Consequently, when we were
considering the tender proposal, we
wanted to find a recognised index
that delivered a more comparable
dividend yield and this is why we
chose the S&P High Yield Dividend
Aristocrat Index Total return.
The Board will continue to review the
performance against the Russell 1000
Value Index and the peer group but
the reference index for the purposes
of the conditional tender will be the
S&P High Yield Dividend Aristocrat
Index.
Your Company offers a considerably
higher yield than is generally
available from the North American,
and particularly US, market, however,
even against higher yield indices,
NAIT is actively managed. This
differentiated approach has
delivered both income and capital
growth with an annualised return
of 11% over the past ten years.
Performance
The investment trust structure
allows the manager to focus on
the long term without sudden, large
redemptions and also the ability
to retain revenues to smooth the
dividend path should the need arise.
While the Board feels that paying a
relatively high yield is an important
differentiating factor, we are also
aware that paying out too high a
level may have an adverse impact
on future growth in both earnings and
capital. Following careful discussion
with the fund managers the portfolio
yield has been marginally reduced
resulting in a portfolio that is more
balanced across both growth and
income and which we expect will
result in better total returns going
forward.
The performance for the year reflects
six months of management under
Aberdeen Group, while the second
half reflects the refreshed approach
under Janus Henderson Investors.
While it has only been six months
since the transition, the improvement
in relative terms is encouraging albeit
early days.
During the year the US economy
remained strong, with GDP growing
by 2.8%. As the financial year
progressed, investors embraced
the likelihood of a soft landing for the
economy, as opposed to a recession.
However, macroeconomic uncertainty
was also a feature during the election
cycle and following the ultimate
election of President Trump for a
second term. Volatility in the S&P 500
notably increased in the second half
of the year, fuelled by this uncertainty
and renewed disquiet over valuations
in the technology sector.
Concurrent with this backdrop, the US
Federal Reserve finally began to relax
monetary policy during the year with
a series of three rate cuts totalling
100 basis points, from a 5.25%-5.50%
target range to 4.25%-4.50%, as
inflation began to normalise. Inflation,
however, is still above the Federal
Reserve’s 2% target, as persistent
price rises in the service economy
have made inflation stickier.
The major US Indices were again
driven by technology shares and
the expectation of future profits from
Artificial Intelligence (‘AI’). In particular,
Nvidia, the provider of AI chips to
data centres was over 20% of the
total performance of the S&P 500,
which itself was up about 25%.
Concentration within that Index
for the largest tech stocks continues
to be historically high at over 30%.
Over the year to 31 January 2025,
the Company’s NAV total return per
share was 23.8%, against a 22.5%
return from the Russell 1000 value
index and a 14.9% return from the S&P
High Yield Dividend Aristocrats Index.
The majority of the outperformance
versus the Russell 1000 was captured
in the second half of the year under
the new management agreement.
The Company’s share price total
return was 24.9% over the year, of
which 15.3% was in the second half
of the year.
The Fund Managers go into details
of the stock specific contributors to
and detractors from performance
in their report.
Chairman’s statement continued
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09
The North American Income Trust plc Annual Report 2025
Strategic report
Earnings and dividends
The Company’s earnings per share
were 12.4 pence compared to last
year’s 12.0 pence. During the year
the dollar strengthened against the
pound by 2% which was a benefit to
the revenue reserve, which continues
to be more than one year’s worth
of dividends. Dividend and interest
payment from investments
contributed 78.5% of the Company’s
gross income, while options
generated 21.5% of the Company’s
total gross income.
The Board has declared a fourth
interim dividend of 4.1 pence per
share, to be paid on 7 May 2025
to shareholders on the register on
22 April 2025. Total dividends for the
year ended 31 January 2025 stand at
12.2 pence per share (2024 – 11.7p), an
increase of 4.3% on the previous year.
This marks the 14th consecutive year
of dividend growth for the Company.
The Board
As previously mentioned at the half
year, the Board undertook a great
deal of work in the early part of
the year to review the Company’s
management arrangements, which
resulted in the change of Investment
Manager on 1 August 2024. I would
like to thank my colleagues for the
extensive work undertaken.
In January 2025, three members
of the Board were pleased to travel
to North America and meet with
analysts and portfolio managers at
Janus Henderson Investors in Denver.
We were all impressed at the scale,
depth, knowledge and team spirit
that we saw there. We were also
pleased to see Fran Radano settling
into his new environment.
At the Company’s AGM on 21 June
2024, Dame Susan Rice retired as
both Chair and a Director of the
Company and I was privileged to
take up the position of Chair after
seven years’ service on the
Company’s board. The Board would
like to reiterate its thanks to Dame
Susan for all her contributions to the
Company. In light of Dame Susan’s
retirement, the Board has agreed
to appoint Bulbul Barrett as a non-
executive director of the Company
following an external recruitment
process. Bulbul will be appointed
on 1 May 2025.
AGM
The Company’s Annual General
Meeting is due to be held at 12.30 p.m.
on 3 June 2025 at the offices of our
Investment Manager, Janus Henderson,
201 Bishopsgate, London, EC2M 3AE.
Shareholders who are unable to
travel to the meeting can join via
zoom, using the QR code at the front
of this report. The Notice of Meeting is
included in this annual report.
I encourage all shareholders to
attend the meeting and vote their
shares if they are able to do so. If you
cannot attend the meeting in person,
please ensure you vote your shares
using the proxy form provided. If you
hold your shares via a share dealing
platform, please instruct your
platform to vote your shares on your
behalf. Our investment manager has
a guide on voting available here
https://www.janushenderson.com/
en-gb/uk-investment-trusts/how-to-
vote/.
The Company’s managers, Fran
Radano and Jeremiah Buckley, will
both be in attendance at the AGM
and will be providing an update on
the Company’s portfolio. They look
forward to seeing shareholders there
and, along with the Company’s
directors, will be available to answer
any questions you may have.
Outlook
The trade tariffs announced by
President Trump have created
significant volatility and distress in
the markets. We are yet to see the
full extent of the retaliation (or not)
of the countries involved and we
do not yet know the extent of the
earnings damage to US companies
from higher costs and reduced
demand. Trade tariffs harm all
participants and other markets have
also had setbacks. In the near term,
it is likely that earnings estimates
in the US will be reduced and
conference calls this calendar quarter
will be subdued. The unpredictability
of the pronouncements has also had
an effect on the bond market and the
US currency. As Warren Buffett, in his
latest Berkshire Hathaway annual
report put it, ‘never forget that we
need you (Uncle Sam) to maintain
a stable currency and that result
requires both wisdom and vigilance
on your part’. We can but hope that
wisdom will prevail. Ultimately the
administration wants to bring down
the deficit, reduce taxes and grow
the economy and this would benefit
the US market assuming this can
be achieved.
While the political backdrop is
causing turmoil in the near term,
your Company holds a diverse
portfolio of high quality stocks that,
in general, have historically shown
the ability to adapt to new conditions.
The Board has taken a number
of steps to improve the relative
performance and we are confident
the new managers and their
extensive resources will help NAIT
through this difficult and volatile time.
Charles Park
Chairman
17 April 2025
Chairman’s statement continued
10
The North American Income Trust plc Annual Report 2025
Fund Managers’ report
We believe the portfolio companies in
the Company are well positioned to
manage through a period of volatility.
We also feel comfortable with the
current valuations of these companies,
which in aggregate are at a discount
to market multiples. The high-quality
nature of these holdings should help
insulate them against some of the
macroeconomic forces at play. From
a revenue perspective, the predictable
cash generation and robust balance
sheets should lead to continued
dividend growth prospects for 2025.
We continue to seek resilient
companies, where macroeconomic
tailwinds are not needed for growth
and that have the cash and ability
to invest in themselves for the future”.
Fran Radano
Jeremiah Buckley
Co-Fund Managers
On 1 August 2024, Janus Henderson Investors was
appointed the AIFM of The North American Income Trust.
As such, while this report considers full-year performance
and outcomes for shareholders, it goes into greater
depth in terms of investment performance, attribution
and themes for the latter half of the Company’s financial
year. Detailed commentary from the Company’s previous
manager, Aberdeen Group, on performance for the
first half of the year can be found in the Company’s
half-year report.
Market review
The year to 31 January 2025 was another formidable
period for US share prices, with the S&P 500 growing over
29% in local currency terms. GDP rose 2.8% in the US over
the course of the year, whilst, in the middle of the period,
inflation moderated down to 3%. While this remained
above the Federal Reserve’s 2% target, it was sufficient to
prompt the central bank to begin unwinding interest rate
tightening. Over the latter half of the period, rate cuts
amounted to 100bps, bringing the target range to 4.25-
4.50%. At the close of the period, inflation remained at 3%
while unemployment hovered near generational lows.
The return of volatility was a notable factor in the second
half of the period. Having returned to relatively benign
levels over the second half of 2023 and in early 2024, the
Vix index (an index which tracks market volatility) saw an
upward trend in the second half. This was marked by a
series of individual spikes in the index, reflecting short-
lived bouts of tumult. Most impacted were Artificial
Intelligence (‘AI’)-associated stocks, notably many
of the ‘Magnificent Seven’.
In the second half of the financial year, the Financials,
Information Technology, Consumer Staples and Industrials
sectors were the strongest market performers, while the
Materials, Healthcare and Energy sectors were the primary
market laggards for the period.
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The North American Income Trust plc Annual Report 2025
Strategic report
Fund Managers’ report continued
Performance
The Company had a total return of 23.8% per share on a
Net Asset Value basis in sterling terms for the year ended
31 January 2025. This was a positive performance against
both the Company’s reference indices (Russell 1000
Value Index: 22.5%; S&P High Yield Dividend Aristocrats
Index; 14.9%).
At a sector level, our stock selection in the Healthcare
sector was a significant contributor to performance in the
second half of the year, driven by strong returns in Bristol
Myers Squibb, Medtronic and Gilead Sciences all of which
have seen improving long-term outlooks due to advances
in their innovation pipelines. Elsewhere, our overweight to
Information Technology stocks, and our stock selection in
the sector driven by strong returns in AI exposed names
such as Broadcom, IBM, and Oracle, also aided
performance in the second half.
The largest detractor from the Company’s performance
in the second half was the Industrials sector, due primarily
to stock selection where our positions in United Parcel
Service and Booz Allen Hamilton declined. The second-
largest detractor was the Real Estate sector, due to our
overweight position which was impacted by interest rates
remaining relatively high and some stock selection within
that as our position in Prologis underperformed due to
concerns around retail warehousing and industrial
demand in the US.
At a specific stock level, the largest contribution came
from semiconductor supplier Broadcom. The company
has seen accelerating demand for its Application-specific
Integrated Circuits (‘ASICs’) and networking products from
hyperscalers in the US and has a leadership position in
partnering with almost all of the major players driving
the significant buildout of AI infrastructure. They have also
executed very well on the VMWare acquisition, realising
meaningful synergies, and the analogue semiconductor
segment is finally showing signs of cyclical recovery.
Broadcom recently raised their dividend by 12%.
Elsewhere, our overweight to investment bank Morgan
Stanley was also a contributor. In the back half of the year,
Morgan Stanley saw an acceleration in revenue growth
in their capital markets businesses – both trading and
investment banking. Investment banking is recovering
from a cyclical bottom and the outlook has been boosted
by the improving outlook for interest rates, private market
monetisations and less regulation in the US. Revenue
growth was also strong in its wealth management
business as the pressure on net interest income from
deposits flowing to higher earnings asset classes abated
and market gains translated into fee growth. Morgan
Stanley increased the dividend nearly 9% during
the period.
In terms of second half specific stock detractors,
pharmaceutical company Amgen underperformed
as they were caught in a difficult market environment
for pharma and biotech stocks as defensive sectors
underperformed during the period, and there was
concern around what the new cabinet would mean for
the industry. Amgen also released important data on
their anti-obesity therapy that didn’t quite meet lofty
expectations causing the stock to underperform. We still
believe the therapy will contribute to long-term growth
for the company and the rest of their portfolio continues
to do well.
Another detractor that impacted our performance within the
Industrial sector was United Parcel Service. The company
has been challenged to gain back market share that they
lost during their last round of labour negotiations which
has impacted markets. The overall freight market has
also been hampered by inventory adjustments in the
retail and industrial end markets. Finally, they decided
to adjust their relationship with Amazon which will end
up reducing revenues but improving margins over time.
We believe the freight cycle is poised to recover as
inventory levels normalise and that UPS will eventually
get through these headwinds.
Portfolio activity
Following Janus Henderson’s appointment as Investment
Manager on 1 August 2024, substantial changes were
made to the overall portfolio. The strategy has been to
increase the yield we are getting in the old economy
sectors of the market so that we can make room for lower
yielding but faster growth companies in the new economy
sectors of the market, while maintaining the overall
income of the portfolio. We increased the yield in sectors
like Financials, Industrials, and Healthcare so that we could
afford to add more exposure in sectors like Technology
and Communications. The net effect of these changes
has slightly reduced the overall portfolio yield but the
long-term growth prospects should be improved.
Sector-wise, we have materially increased exposure
to Information Technology with additions to companies
that we believe will benefit from increased spending on AI.
This includes companies providing the infrastructure for
Generative AI as well as companies that are leading in
providing applications that leverage this new technology.
We have also added to our investments in the Healthcare
sector. As mentioned above, the sector was one of the
weaker performers during the period and has seen multiple
compression over the last couple of years. We believe
strong innovation pipelines will support earnings and
dividend growth for years to come and with the multiple
compression we have seen, dividend yields look very
attractive relative to other sectors. We like both the
offensive as well as defensive aspects of the sector.
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The North American Income Trust plc Annual Report 2025
On the other side of the transition, we reduced exposure
in Materials, Financials and Consumer Staples where the
combination of earnings growth and dividend yield were
less than what we believe we can achieve in the overall
portfolio. We have sold our corporate bond positions
given extremely tight spreads in the corporate bond
market. This approach has led to a modest increase in
the total number of positions in the portfolio, but we are
confident that it continues to represent a ‘best ideas’
concentrated portfolio.
A sector analysis chart of the portfolio can be found on
page 14.
Dividend growth
Over the course of the year, the Company had earnings
of over 12.4p per share, an uplift on the 12.0p received in
the previous year. The revenue reserve stood at £22.66m
before the fourth interim dividend was paid, which
continues to be over a year of dividend payments.
We were pleased with the overall dividend growth of the
companies within the portfolio during the year. We have
only two positions that didn’t increase the dividend during
the period while the rest of the portfolio saw year over
year increases and we think the run rate for the overall
portfolio remains in the mid- to high- single digit range.
The two positions that didn’t raise the dividend are priced
at a very attractive absolute yield and we are confident
they will raise the dividend in the future. We saw very
strong dividend growth in our holdings in the technology
sector where several companies raised the dividend by
more than 10% during the period. Our holdings in
Financials were also standouts in dividend increases
during the period with several holdings in that sector
raising the payouts by a high-single digit percentage.
Alongside regular dividend income, two holdings in
the portfolio announced special dividend payments
to shareholders during the year. Derivatives exchange
operator CME Group declared an annual variable
dividend of US$5.80 per share in December 2024.
The company uses this approach to facilitate paying
out all cash it generates over the year beyond a minimum
threshold. Outdoor advertising company REIT Lamar
Advertising declared a special earnings and profits
cash dividend of US$0.25 per share.
Outlook
Year to date, there have been economic concerns due
to changes in policy around tariffs, trade and government
spending from the new administration in the US. As this
new administration attempts to recalibrate global trade
rules and regulations there has been a slow down in
economic activity until visibility on this new framework
can be properly evaluated. This pause in corporate activity
has the ability to mute economic growth and thus earnings
in the near-term. As a result of this transition in policy, we
expect to see continued volatility as trade negotiations
begin in earnest. Conversely, benefits of deregulation
should improve the operating environment for companies
across multiple sectors.
The consumer backdrop remains positive due to a strong
labour market, but the reduction in corporate activity and
a volatile stock market impacting consumer net worth has
the potential to reduce spending despite strong equity
market performance in recent years and higher interest
earnings on cash which has supported the consumer.
Debt service below long-term norms does provide a
reduction in risk especially when compared to prior
periods of consumer weakness.
In addition, labour productivity trends remain positive,
supporting wage growth and corporate profitability.
AI integration across sectors is enhancing efficiency
and reducing costs, and we have recently seen practical
examples in healthcare, e-commerce, finance, and
energy. While AI adoption is still early, its potential for
having a significant impact on productivity and revenue
growth is clear.
We continue to be excited about the innovation and
productivity gains that large US companies continue to
drive through capital and R&D spending. The investments
required to stay relevant and prosper in the new digital
economy are significant and hence favour the largest
companies that lead their industries. Having large
amounts of data that can inform strategy and execution
has become critical. We have populated the portfolio
with companies that have the scale to make these
investments which should drive growth in earnings
and dividends for years to come.
We believe the portfolio companies in the Company are
well positioned to manage through a period of volatility.
We also feel comfortable with the current valuations of
these companies, which in aggregate are at a discount
to market multiples. The high-quality nature of these
holdings should help insulate them against some of
the macroeconomic forces at play. From a revenue
perspective, the predictable cash generation and
robust balance sheets should lead to continued dividend
growth prospects for 2025. We continue to seek resilient
companies, where macroeconomic tailwinds are not
needed for growth and that have the cash and ability
to invest in themselves for the future.
Fran Radano
Jeremiah Buckley
Co-Fund Managers
17 April 2025
Strategic report Governance
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statements
Additional
information
13
The North American Income Trust plc Annual Report 2025
Strategic report
A snapshot of our portfolio
Classification of investments and portfolio weighting as at 31 January 2025
Sector breakdown
Sector exposure at 31 January
As a percentage of the investment portfolio excluding cash
2025
%
Health Care
19.8
Financials
16.5
Information Technology
15.9
Industrials
13.0
Consumer Discretionary
7.2
Energy
6.9
Utilities
6.2
Consumer Staples
5.8
Real Estate
5.4
Communication Services
3.3
Regional breakdown
Geographic exposure at 31 January
As a percentage of the investment portfolio excluding cash
2025 2024
Equity
%
Fixed
interest
%
Total
%
Equity
%
Fixed
interest
%
Total
%
Canada
4.5 – 4.5 6.1 – 6.1
USA
95.5 – 95.5 92.0 1.9 93.9
100.0 – 100.0 98.1 1.9 100.0
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sector 00%
Sources: Janus Henderson and Factset
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The North American Income Trust plc Annual Report 2025
A snapshot of our portfolio continued
Company Industry classification
Valuation
2025
£'000
% of
portfolio
Johnson & Johnson Pharmaceuticals and Biotechnology 19,596 3.9
Medtronic Health Care Equipment & Supplies 18,265 3.6
Chevron Oil, Gas & Consumable Fuels 16,812 3.3
Philip Morris Tobacco 16,767 3.3
Bristol-Myers Squibb Pharmaceuticals 16,599 3.3
IBM Software and Computer Services 16,461 3.2
Morgan Stanley Investment Banking and Brokerage Services 15,589 3.1
Gaming & Leisure Properties Specialised REITs 15,571 3.1
PNC Financial Services Banks 15,559 3.0
Broadcom Semiconductors & Semiconductor Equipment 14,237 2.8
Ten largest investments 165,456 32.6
CVS Health Health Care Providers & Services 13,639 2.7
Enbridge Oil, Gas & Consumable Fuels 13,047 2.6
CME Group Capital Markets 12,365 2.4
CMS Energy Multi-Utilities 12,219 2.4
AbbVie Biotechnology 11,840 2.3
Lamar Advertising
Real Estate Investment Trusts 11,687 2.3
Citigroup Banks 11,464 2.3
Verizon Communications
Telecommunications Service Providers 11,371 2.2
U.S. Bancorp Banks 10,961 2.2
UnitedHealth Health Care Providers & Services 10,917 2.1
Twenty largest investments 284,966 56.1
Xcel Energy Electricity 10,813 2.1
UPS Industrial Transportation 10,571 2.1
RTX Aerospace and Defence 10,378 2.1
Goldman Sachs Investment Banking and Brokerage Services 10,299 2.0
Restaurant Brands International Hotels, Restaurants & Leisure 9,901 1.9
Lam Research Technology Hardware and Equipment 9,637 1.9
Dell Technologies Technology Hardware and Equipment 9,591 1.9
Home Depot Retailers 9,451 1.9
Accenture
Industrial Support Services 9,290 1.8
Amgen Pharmaceuticals and Biotechnology 9,188 1.8
Thirty largest investments 384,085 75.6
American Express Industrial Support Services 8,572 1.7
Sempra Gas Water and Multi-utilities 8,341 1.7
Alphabet Software and Computer Services 8,271 1.6
Eaton General Industrials 7,878 1.6
Honeywell Industrial Conglomerates 7,200 1.4
OneMain Consumer Finance 7,148 1.4
Booz Allen Hamilton
Industrial Support Services 6,749 1.3
Texas Instruments Semiconductors & Semiconductor Equipment 6,681 1.3
Microsoft Software and Computer Services 6,679 1.3
Coca-Cola Beverages 6,383 1.3
Forty largest investments 457,987 90.2
Nike Personal Goods 6,186 1.2
Sysco Personal Care Drug and Grocery Stores 5,868 1.1
Las Vegas Sands Travel and Leisure 5,532 1.1
Comcast Media 5,415 1.1
Marriott International Travel and Leisure 5,390 1.1
Union Pacific Road and Rail 4,987 1.0
Oracle Software and Computer Services 4,789 0.9
Phillips 66 Oil, Gas & Consumable Fuels 4,739 0.9
Amphenol Technology Hardware and Equipment 3,701 0.7
Total investments 504,594 99.3
Net current assets 3,425 0.7
Total assets 508,019 100.0
Investment portfolio as at 31 January 2025
Strategic report Governance
Financial
statements
Additional
information
15
The North American Income Trust plc Annual Report 2025
Strategic report
Case studies
Technological Innovation and Growth
Country of listing
USA
Proportion of portfolio
2.8%
What do they do?
Broadcom Inc is at the forefront of designing, developing, and supplying a
range of semiconductor and infrastructure software solutions. The company’s
products, including storage adapters, networking processors, and optical
sensors, are integral to modernizing and securing complex computing
environments.
Investment case
Broadcom is positioned for sustained growth, driven by its leadership
in the Artificial Intelligence (AI) computing and networking markets
and the strategic acquisition of VMWare. This acquisition is expected
to complement Broadcom’s already strong margins and free cash flow
generation. With computing and networking identified as the fastest-
growing segments within the AI market, Broadcom’s involvement in these
areas taps into an estimated $60-90 billion addressable market by 2027.
The company works with the AI hyperscalers like Meta and Microsoft,
who are increasingly investing in custom AI chips. This places Broadcom
at the centre of growth in AI infrastructure and application spending.
Additionally, Broadcom’s market position is further solidified by its share
in the booming AI Networking sector, which is driving growing demand
for bandwidth.
The VMWare acquisition has already shown its value, with revenues on
a growth trajectory and operating margins significantly improved after
less than a year. As the non-AI sales sector begins to stabilize, Broadcom
is expected to return to mid-single-digit growth. This is supported by its
high-margin franchises that generate significant cash flows, potentially
funding future acquisitions.
Financially, Broadcom stands out with high gross and operating margins
of 77% and 60%, respectively, and impressive free cash flow generation of
over $30bn/year. The company’s consistent double-digit dividend growth
over the past eight years speaks to its robust financial management and
shareholder culture. Broadcom’s strategic initiatives, market positioning,
and financial strength present a compelling case for investment.
Broadcom
16
The North American Income Trust plc Annual Report 2025
Case studies continued
RTX
Defence and Aerospace Innovation
Country of listing
USA
Proportion of portfolio
2.1%
What do they do?
RTX is a key player in the aerospace and defence sectors, providing
a wide range of products from avionics and aviation systems
to communications and navigation equipment. It caters to commercial,
military, and government customers globally, offering solutions like
aircraft lighting and seating, environmental and flight control systems,
and engine components.
Investment case
The investment case for RTX is anchored in two main areas: the recovery
of the global commercial aerospace sector and the margin recovery in
its defence business. The commercial aerospace recovery is driven by
strong global traffic growth, particularly in international long-haul travel,
and a backlog of maintenance visits. This sector benefits from high
aftermarket growth rates, buoyed by consumer travel spending and
original equipment manufacturers’ production rate recovery. These
factors, combined with easing supply constraints, are expected to result
in significant revenue growth and margin expansion due to productivity
gains, factory efficiencies, and operating leverage.
On the defence side, RTX’s margin recovery is beginning to gain traction.
After a challenging period of fixed-price contracts and rising inflation, the
company is seeing a positive shift in program accounting adjustments.
Additionally, an increased international focus on missile and missile
defence systems, spurred by current global conflicts and heightened
European/NATO defence spending, is expected to further enhance
margins.
Considering RTX’s promising outlook for revenue and profit growth, its
current valuation presents an attractive investment opportunity relative
to the market and its peers. Moreover, RTX’s commitment to returning
value to shareholders through a growing dividend and share buybacks
reinforces its appeal as a solid investment choice in the aerospace
and defence sectors.
Strategic report Governance
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statements
Additional
information
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The North American Income Trust plc Annual Report 2025
Strategic report
Environmental, Social and Governance matters
Whilst headline ratings from external providers can be a
useful starting point, the Fund Managers caution investors
from giving them too much significance. They are often
backward looking and external providers face huge
difficulties in aligning subjective topics contained within
the ESG arena with a scoring system used to compare
stocks. This has resulted in a high level of dispersion in
ratings depending on the agency.
These are just a few of the reasons why the Fund Managers
choose to focus on the delta as well as the absolute when it
comes to ESG integration in stock selection. The Company
integrates ESG but does not pursue a sustainable
investment strategy or have a sustainable investment
objective or otherwise take ESG factors into account in
a binding manner. ESG integration is the practice of
incorporating material environmental, social and
governance information or insights in a non-binding
manner alongside traditional measures into the investment
decision process to improve long-term financial outcomes
of portfolios. ESG-related research is one of many factors
considered within the investment process and in this report
we seek to show why it is financially relevant.
Voting
The Board believes that voting at general meetings
is an integral part of exercising responsible corporate
stewardship and provides an effective means of signalling
shareholder views on board policy, practices and
performance. Voting responsibility has been delegated
to the Manager for the rights attached to the shares held
in the Company’s portfolio. The Manager votes actively at
shareholder meetings and engages with companies as
part of the voting process.
The decision on how to vote is guided by the best interests
of investors and based on an in-depth understanding of
the respective companies’ operations. Voting decisions
are made in keeping with the provisions of the Manager’s
Responsible Investment Policy which is publicly available
at www.janushenderson.com. To retain oversight of the
process, the directors receive reporting at least annually
at a board meeting on how the Manager has voted the
shares held in the Company’s portfolio. The directors
review the Manager’s Responsible Investment Policy,
Proxy Voting Policy and Procedures at least annually.
The Fund Managers have a strong focus on good
governance practice and an active approach to voting.
To influence decision making at board level where
appropriate, the Fund Managers participate in consultations
with our portfolio companies ahead of or after contentious
AGM resolutions. Where appropriate, the Manager will
vote against resolutions at general meetings. In total,
the Company voted at 6 shareholder meetings during the
six months during which JHI was the investment manager,
being 100% of portfolio companies’ general meetings.
At 3 of these meetings (50%), the Company placed a
vote against management.
The Company voted against 8 resolutions in total, being
8.7% of all resolutions voted on during the period.
Defining ESG
Environment
Environmental factors include climate change,
energy efficiency, resource depletion, water and
waste management.
Social
Social factors include employee and community
relations, diversity, quality of life, enhancements in
knowledge and advances in supportive technology
for improved sustainability.
Governance
Governance factors include mitigating risks such as
bribery and corruption, monitoring board diversity,
executive pay, accounting standards, shareholder
rights, and positively influencing corporate behaviour.
Company engagement
The Janus Henderson North American Equities team’s
experience in the North American market has created
a deep knowledge base. Management analysis is further
supplemented by a body of increasingly sophisticated
data related to environmental, social and governance
(“ESG”) factors, brokers’ research and company meetings.
The North American Equities team takes into account
research and guidance from the in-house Responsible
Investment and Governance Team to screen portfolios for
ESG issues and to identify broader themes for discussion
in making and holding investments.
The Fund Managers believe that if they were to invest in
companies they judged to be systemically low scoring
or failing businesses from an ESG perspective, this would
detract from investment performance.
The Fund Managers’ approach is built upon fundamental
stockpicking blended with sector themes. This allows
them to isolate investment decisions from market noise;
however, the resulting approach can be contrarian, and
can lead to investing in change. ESG factors can play a
role in identifying these trends in corporate change and
sector development.
It is during the in-depth research stage of the investment
process where the Fund Managers will make an assessment
on ESG considerations for each stock or sector, where
material. Their analysis tends to focus on the rate of
change rather than existing scores. They want to gain a
good understanding of what procedures and initiatives
the company is putting in place to improve its ESG
practices. This research is often far ranging, including
topics such as board composition and staff remuneration
as well as carbon targets.
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The North American Income Trust plc Annual Report 2025
Environmental, Social and Governance matters continued
Voting record
Meetings with
one or more
votes against
management
8.7%
Meetings where
all resolutions were
voted in favour
87.0%
Meetings where
vote withheld
4.3%
In terms of resolutions not supported in the year to
31 January 2025, the key issues which the Fund Managers
voted the Company’s shares against concerned director
elections and shareholder proposals on additional risk
reporting.
Director elections
33.3%
Shareholder
proposals for
additional risk
reporting
66.7%
Source: Janus Henderson using Institutional Shareholder Services (“ISS”)
categories
Note: Some meetings had more than one vote against management.
Stewardship
Stewardship is an integral and natural part of JHI’s
long-term, active approach to investment management.
Strong ownership practices, such as management
engagement and proxy voting, can help protect and
enhance long-term shareholder value. JHI supports
stewardship codes and broader initiatives around the
world, including being a founder signatory of the UN
Principles for Responsible Investment, and is a signatory of
the UK Stewardship Code. The intensive research by fund
managers and analysts involves conducting thousands of
interviews with senior executives and chairs of companies
throughout the world each year.
The fund management teams develop long-term
relationships with the management of firms in which they
invest. Should concerns arise over a firm’s practices or
performance, they seek to leverage these constructive
relationships by engaging with company management or
expressing their views through voting on management or
shareholder proposals. Escalation of the engagement
activities depends on a company’s individual circumstances.
The environment
The North American Equities team which supports the
Fund Managers with fundamental analysis and engages
with portfolio companies on environmental matters where
relevant. As an investment trust, the Company’s own
direct environmental impact is minimal. The Company
has no greenhouse gas emissions to report from its
operations, nor does it have responsibility for any other
emissions- producing sources under the Companies Act
2006 (Strategic Report and Directors’ Reports) Regulations
2013. The Company’s indirect impact occurs through its
investments and the Fund Managers monitor the carbon
footprint of the portfolio as a measure of its carbon
intensity. For these reasons, the Board considers that
the Company is a low-energy user under the Streamlined
Energy & Carbon Reporting regulations (“SECR”) and is
not required to disclose energy and carbon information.
The Manager recognises the importance of managing its
operational activities in a sustainable way and minimising
any adverse impact on the environment. In 2021, JHI
reached its three-year target to reduce its carbon
footprint by 15% per full-time employee (“FTE”) from 2018
levels. In 2022, using guidance from the Science-Based
Target Initiative, JHI set ambitious new five-year reduction
targets versus a 2019 baseline and per FTE:
• reduction target of 29.4% in Scope 1 (fuel) and Scope 2
(electricity) emissions;
• reduction target of 17.5% in Scope 3 (business travel,
freight, paper, water, waste) emissions; and
• reduction target of 17.
In addition to this, JHI has maintained a CarbonNetural®
certification since 2007 and offsets all its operational
Scope 1, Scope 2 and Scope 3 operational emissions each
year. Through this process, JHI has invested in a variety
of offset projects around the world, delivering financial
support to essential renewable energy, forestry and resource
conservation projects that support reductions in greenhouse
gas emissions. All projects JHI supports have been classified
as ‘additional’ by an independent third party, meaning they
would not happen without the sale of carbon credits.
JHI discloses its carbon emissions annually through
regulatory and voluntary reporting frameworks, including
the Carbon Disclosure Project (“CDP”), as well as in its 2023
Responsibility Report, which provides more information.
JHI produces product-level Task Force on Climate-
Related Financial Disclosures (“TCFD”) reports. These
reports include an overview of the climate-related
governance, strategy, risk management, metrics and
targets of JHI and its portfolios. Product-level metrics
include absolute carbon emissions, carbon footprint,
weighted average carbon intensity, implied temperature
rise and climate scenario analysis (Climate Value at Risk).
JHI’s TCFD Report specific to the Company is available at
www.northamericanincome.com.
Business ethics
As the Company’s operations are delegated to third-party
service providers, the Board seeks assurances from its
service providers, at least annually, that they comply
with the provisions of the UK Modern Slavery Act 2015
and maintain adequate safeguards in keeping with the
provisions of the Bribery Act 2010, Criminal Finances Act
2017, and the sanctions element of the Economic Crime
(Transparency and Enforcement) Act 2022. The Company
has received assurances from its main suppliers that they
maintain a zero-tolerance policy towards the provision of
illegal services.
Strategic report Governance
Financial
statements
Additional
information
19
The North American Income Trust plc Annual Report 2025
Strategic report
Investment Objective
The Company aims to provide investors with above average dividend
income and long term capital growth through active management of
a portfolio consisting predominantly of S&P 500 US equities.
Income & Growth
Investment policy and purpose
The Company invests in a portfolio predominantly
comprised of S&P 500 constituents. The Company may
also invest in Canadian stocks and US mid and small
capitalisation companies to provide for diversified
sources of income. The Company may invest up to 20%
of its gross assets in fixed income investments, which
may include non-investment grade debt. The Company’s
investment policy is flexible, enabling it to invest in all
types of securities, including (but not limited to) equities,
preference shares, debt, convertible securities, warrants,
depositary receipts and other equity-related securities.
The maximum single investment will not exceed 10%
of gross assets at the time of investment and it is
expected that the portfolio will contain between 35
and 70 holdings at the time of investment (including
fixed income investments), with an absolute minimum
of 35 holdings. The composition of the Company’s
portfolio is not restricted by minimum or maximum
market capitalisation or country weightings.
The Company may borrow up to an amount equal to
20% of its net assets.
Subject to the prior approval of the Board, the Company
may also use derivative instruments for efficient portfolio
management, hedging and investment purposes.
The Company’s aggregate exposure to such instruments
for investment purposes (excluding collateral held in
respect of any such derivatives) will not exceed 20% of
the Company’s net assets at the time of the relevant
acquisition, trade or borrowing.
The Company does not generally hedge its exposure
to foreign currency. The Company will not acquire
securities that are unlisted or unquoted at the time
of investment (with the exception of securities which
are about to be listed or traded on a stock exchange).
However, the Company may continue to hold securities
that cease to be listed or quoted, if appropriate.
The Company may participate in the underwriting or
sub-underwriting of investments where appropriate
to do so.
The Company may invest in open-ended collective
investment schemes and closed-ended funds that
invest in the North American region. However, the
Company will not invest more than 10%, in aggregate,
of the value of its gross assets in other listed investment
companies (including listed investment trusts),
provided that this restriction does not apply to
investments in any such investment companies
which themselves 55 have stated investment policies
to invest no more than 15% of their gross assets in
other listed investment companies.
The Company will normally be substantially fully
invested in accordance with its investment objective
but, during periods in which changes in economic
conditions or other factors so warrant, the Company
may reduce its exposure to securities and increase
its position in cash and money market instruments.
Business model
Structure
The Company fulfils its purpose by doing business as an
investment company under s833 Companies Act 2006, and
as a closed-ended investment vehicle, approved by HMRC
as an investment trust under s1158/59 Corporation Tax Act
2010. The Company is also a public limited company listed
on the main market of the London Stock Exchange, and as
such is subject to the UK Listing Rules, Prospectus Regulation
Rules, Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority (“FCA”) and the provisions of
the City Code on Takeovers and Mergers. A board of
independent non-executive directors governs the Company,
delegates management of the Company’s investments to
the Manager, and controls costs. The Company’s day-to-
day functions, including administrative, financial and
share registration services, are carried out by reputable
third-party service providers with established track
records to deliver the necessary services to the Company.
The framework of delegation provides the Company
with a cost-effective mechanism for delivering operations
whilst allowing the Company to benefit from the capital
gains treatment afforded to investment trusts. The closed-
ended nature of the Company permits the Fund Managers
to hold a longer-term view on investments and remain
fully invested while taking advantage of any illiquidity in
normal and volatile market conditions, as redemptions
do not arise in the way they would for an open-ended
vehicle. A significant advantage over other investment
fund structures is the ability to use leverage to potentially
increase returns for shareholders.
The Board is accountable to the Company’s shareholders
and directors are independent of the Manager.
Shareholders vote annually on the re-election of directors.
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The North American Income Trust plc Annual Report 2025
Business model continued
Stock selection
The Fund Managers use rigorous research to identify
attractive investment opportunities by focusing on the
quality of the business, valuations, balance sheet strength
and cash flow potential. Free cash flow yields are an
important valuation metric, rather than simply price/
earnings ratios or other performance measures.
The Company does not have a benchmark, but uses
reference indices against which it analyses performance.
These are the S&P High Yield Dividend Aristocrat Index
and the Russell 1000 Value Index.
Values and culture
The board of directors follows high standards of
governance, with a culture based on openness and
integrity, combined with constructive challenge,
informed enquiry and a strong focus on shareholder
interests. The Board seeks to act in the best interests
of shareholders, making the most effective use possible
of the diversity of skills and experience of its members,
with consideration of the wider stakeholders’ interests.
This culture of openness and constructive challenge
extends to the Board’s interaction with the Manager,
being the Company’s most important service provider.
The Board expects the Manager and all other service
providers to hold values which align with the high
standards promoted by the Board.
The Company has policies and procedures in place to
maintain a culture of good governance, including regular
scheduled board meetings using wide-ranging agendas,
committee meetings on specific areas such as audit and
risk, and directorial activities such as conflicts of interest,
dealings in the Company’s shares, bribery and tax
evasion.
At the date of this report, the Board comprises four
directors, two of whom are male and two are female.
All directors seek to properly discharge their responsibilities
and meet shareholder expectations in a transparent
manner with commitment of time and effort as required.
Apart from focusing on experience and collective
competence to task, the Board welcomes diversity of
views and experiences. The Board considers the culture of
the Manager and other service providers through regular
reporting and presentations to ensure constructive
engagement and challenge. The Board recognises that
the Manager fosters and maintains an environment that
values the talents and contributions of individuals, and
strives to cultivate and practise inclusiveness for the
long-term success of the business and for the benefit of
its employees, investors and stakeholders more generally.
Management
The Company is an alternative investment fund in
accordance with the Alternative Investment Fund
Managers Directive (“AIFMD”). The Board has appointed
Janus Henderson Fund Management UK Limited (“JHFM”)
to act as its alternative investment fund manager (“AIFM”).
JHFM delegates investment management services
to Janus Henderson Investors UK Limited (“JHUK”) in
accordance with an agreement effective from 1 August
2024. The management agreement with JHFM is reviewed
annually and can be terminated on six months’ notice.
During the year to 31 January 2025, the Board undertook
a strategic review of the Company’s management which
resulted in a decision to transition the management of
the Company from Aberdeen Group to Janus Henderson.
As part of this review, the fees payable by the Company
have been reduced.
JHFM and JHUK are authorised and regulated by the FCA
and are part of the Janus Henderson Investors group of
companies. References to ‘Janus Henderson’, ‘JHI’ or the
‘Manager’ refer to the services provided to the Company
by the Janus Henderson Investors’ group of companies.
The Fund Managers are Jeremiah Buckley and Fran
Radano, who draw on the resources of a wider North
American equities team at JHI.
The current management agreement provides for the
payment of a composite management fee. From 1 August
2024, the fees payable are 0.55% per annum of net assets
up to £500 million, and 0.45% of net assets above
£500 million.
Any holdings in funds managed by Janus Henderson,
of which there were none in the year, are excluded from
calculation of the management fee.
There are no performance fees and no separate
administration charges payable to Janus Henderson.
Under the Company’s former arrangements with
Aberdeen Group, the management fee was 0.75%
on assets up to £250 million, 0.6% on assets between
£250 million and £500 million, and 0.5% on assets over
£500 million.
Ongoing charges
The Board believes that the ongoing charge ratio of 0.77%
(2024: 0.89%) represents a competitive cost for shareholders.
As an alternative performance measure, the calculation of
the ongoing charge is explained on page 89. The expected
decrease from the change of Manager is only partially
reflected in the year ended 31 January 2025.
Borrowings
The Company has borrowings of US$50 million through
privately placed loan notes.
The Company may use leverage to increase returns for
shareholders, which provides a significant advantage
over other investment fund structures. The Company may
also ‘de-gear’ its investment exposure by investing part
of the portfolio in cash or cash equivalents, if it is thought
appropriate to do so given the market circumstances
at the time.
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Key performance indicators
to 31 January 2025
To measure the success of the Company in meeting its objective and to evaluate the
performance of the Manager, the directors consider the following key performance
indicators (“KPIs”).
KPI Action
Net asset value and share
price performance against
the reference indices
NAV
Total return performance
over the year
23.8%
(2024) -1.6%
Share price
Total return performance
over the year
24.9%
(2024) -0.9%
Reference indices
Russell 1000 Value
22.5%
(2024) 2.6%
S&P High Yield
Dividend Aristocrats
14.9%
(2024) -4.9%
The Board reviews the Company’s NAV and share price total return
performance against the Russell 1000 Value Index (in sterling terms)
and the S&P High Yield Dividend Aristocrats Index. Performance
graphs and tables are provided on page 6. The Board also reviews
the performance of the Company against its peer group of investment
trusts with similar investment objectives.
NAV and share price performance against reference indices
1
£
Jan
2015
Jan
2021
Jan
2022
Jan
2023
Jan
2024
Jan
2016
Jan
2017
Jan
2018
Jan
2019
Jan
2020
Jan
2025
350
100
50
250
200
150
300
0
NAV (debt at fair value) Share Price Russell 1000 Value
S&P High Yield Dividend Aristocrats
Source: Morningstar Direct, LSEG Datastream, S&P
1 All shown on total return basis, rebased to 100.
22
The North American Income Trust plc Annual Report 2025
KPIs continued
KPI Action
Revenue return
and dividend yield
Dividend yield
3.5%
(2024) 4.0%
The Board monitors the Company’s net revenue return and dividend yield
through the receipt of detailed income forecasts. A graph showing the
dividends and revenue returns over the last ten years is shown below..
Revenue and dividend
Pence per share
2021 2022 2023 20242016 2017 2018 2019 2020 2025
15
5
10
0
Revenue return Dividend
Source: Morningstar Direct
Share price discount/
premium to net asset value
-8.5%
(2024) -9.1%
The Board works with the Manager to promote the Company’s benefits as
widely as possible and to provide liquidity to the market through the use of
share buybacks. Over the course of the year, the Company’s shares traded
at discounts ranging between 6.3% and 16.0%.
During the year, 13,990,660 shares were bought back and cancelled at an
average price of 305.7 pence and an average discount of 11.4%. The total
cost was £43.7 million.
Since 31 January 2025, the Company has bought back an additional
2,051,851 Ordinary shares at a cost of £6.9 million.
Ongoing charge
0.77%
(2024) 0.89%
The Board reviews the Company’s operating costs carefully against
its peer group of investment trusts with similar investment objectives.
The Company’s OCR is provided on page 89.
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information
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Managing risks
The Board, with the assistance of the Manager, has carried
out a robust assessment of the principal risks facing the
Company, including those which would threaten its
business model, future performance, solvency, liquidity
in its shares and reputation. The assessment includes
consideration of economic and political risks, most of which
are outside the Board’s direct control. The Board has drawn
up a detailed matrix of risks facing the Company, which it
has distilled into six categories of principal risks, as shown
on the following pages. To assist in mitigating the decision-
taking risks as far as practicable, the Board has also put
in place a schedule of investment limits and restrictions,
appropriate to the Company’s investment objective and
policy, which it reviews at each board meeting.
Emerging risks
The Board considers changes to the risk profile of the
Company, arising from both internal and external triggers,
and examines emerging risks as part of its regular review
of the Company’s risk profile. The Board defines emerging
risks as potential trends, sudden events or changing risks
which are characterised by a high degree of uncertainty
in terms of occurrence probability and possible effects
on the Company. Once the emerging risks become
sufficiently clear, they may be treated as specific risks
and enter the Company’s matrix of risks.
The decision during the year to change the Company’s
management arrangements was a potential risk, and
was closely monitored by the Board, with the Audit Chair
in regular communication with teams at both Janus
Henderson and Aberdeen Group, and weekly Board
steering committee meetings.
The Board receives regular reporting on specific and
emerging risks from the Manager and other service
providers. In addition, the Board receives ad hoc reports
on specialist topics from professional advisers, including
lawyers and tax agents, when necessary. These reports,
as well as the directors’ own experience, enable effective
monitoring of the risk landscape and changes to it.
The Board has concluded that the portfolio, investment
approach and operational requirements of the Company
have, to date, proven resilient and the investment
approach remains unchanged. The impacts of
geopolitical tensions affect the investment landscape,
as do borrowing levels in economies, relatively low growth
in developed economies and the threat of inflation, all of
which are factored into investment decisions. There are
specific risks in the UK environment that might impact
on investors and demand for the Company’s shares
which are also taken into consideration in managing
the Company’s share price rating, where possible.
The Company’s principal risks and mitigating steps are as follows:
Risk Controls and mitigation
Market
The Company’s absolute performance in terms
of NAV total return and share price total return is
dependent on the performance of the investee
companies and markets in which the Company
invests. Performance is also impacted by
currency and interest rate movements, as well
as by political and economic events, including
changes to the fiscal environment for UK
investors. Any debt securities that may be held
by the Company will be affected by general
changes in interest rates that will in turn result
in increases or decreases in the market value
of those instruments.
Stock specific investment risk is spread by holding a diversified
portfolio of investee companies, typically with strong balance
sheets and good growth prospects. The Company does not currently
undertake any currency hedging strategies, though it has the ability
to do so.
The Company’s investment strategy is reviewed formally by the
Board at least annually, and takes into account shareholder views,
developments in the marketplace and how the structure of the
Company is positioned to meet them.
Details on financial risks, including market price volatility, inflation,
interest rates, liquidity and foreign currency risks and the controls
in place to manage these risks are provided in note 18 to the
financial statements.
Investment performance
The relative performance of the Company
against its reference indices and AIC peer
group depends principally on asset allocation
and stock selection, which, in turn, require
investment skills. In exercising these skills, the
Manager is responsible for adhering to the
investment policy and investment guideline
restrictions set by the Board and amended
from time to time.
The Board is responsible for ensuring that the investment policy
is met. The day-to-day management of the Company’s assets
is delegated to the Manager under investment guidelines, with
close monitoring of the guidelines.
The Board meets the Manager on a regular basis and keeps
investment performance, in terms of both capital and income returns,
under close review. The Management Engagement Committee
reviews the Manager’s performance annually. Although the Company
is not invested against any income criteria, the net income of the
Company and the revenue reserves are monitored against dividend
pay-outs and anticipated future net income.
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The North American Income Trust plc Annual Report 2025
Managing risks continued
Risk Controls and mitigation
Investment performance continued
Investment performance is monitored over the short, medium and
longer term against the Company’s reference indices and against
the Company’s AIC peer group (North America).
The Fund Managers keep the global political and economic picture
under review as part of the investment process and members of
the wider Janus Henderson team are available should the Board
want additional information on sector or market specific issues.
Climate risk is assessed within the individual stock selection process.
The Board monitors the Company’s ordinary share price relative to
NAV per share and reviews changes in shareholdings in the Company
to understand short or longer-term trends in supply of and demand
for the shares.
Major market event or geopolitical risk
The Company is exposed to stock market
volatility or illiquidity that could result from
major market shocks due to a national or global
crisis such as a pandemic, war, natural disaster,
geopolitical developments or similar. There
could also be a resultant impact of disruption
on the operations of the Company and its
service providers temporarily or for prolonged
duration.
The Board is cognisant of the heightened risks arising from
geopolitical developments including stock market instability
and economic effects or the potential impact on the operations
of the third-party suppliers, including the Manager.
The Manager maintains close oversight of the Company’s portfolio
and the performance of investee companies. The Board monitors
volatility and holds a regular dialogue with the Fund Managers to
understand the impact on the Company’s portfolio.
The Manager has disaster recovery and business continuity
arrangements in place to ensure that it is able to continue to service
its clients, including investment trusts. The Board monitors third party
risk management arrangements through updates from the Manager.
Income and Dividend Risk
The ability of the Company to pay dividends
and any future dividend growth will depend
primarily on the timing and level of income
received from its investments (which may be
affected by currency movements, exchange
controls or withholding taxes imposed by
jurisdictions in which the Company invests).
Accordingly, there is no guarantee that the
Company’s dividend income objective will
continue to be met and the amount of the
dividends paid to Ordinary shareholders
may go down as well as up.
The Board monitors this risk through the regular review of detailed
revenue forecasts and considers the current and forecast level of
income at each meeting.
The Company has built up its revenue reserves over recent years
which provides flexibility in future years, should the dividend
environment become challenging. The Company has revenue
reserves of £22.66m before payment of the fourth interim dividend.
Gearing
The Fund Managers have authority to use
gearing in line with the Company’s investment
policy. Gearing is used to leverage the
Company’s portfolio in order to enhance returns.
In the event of a significant or prolonged fall in
equity markets, gearing can have the effect of
exacerbating market falls on the Company’s
NAV and, consequently, its share price. Gearing
would have the opposite effect in the event of
a significant or prolonged rise in equity markets
in which the Company is invested.
The Company’s investment policy sets a limit on borrowing of 20%
of net assets at the time the borrowing is assumed, and the Board
monitors the Company’s level of gearing at each meeting, and its
compliance with loan covenants.
As at 31 January 2025 the Company had £40.2 million of borrowings
and net gearing was 7.8% at the year end. More details are provided
in note 14 on page 73 of this report.
Discount volatility
Investment company shares can trade at a
discount to their underlying net asset values
(NAV), although they can also trade at a
premium.
The Company’s share price, NAV and discount are monitored daily
by the Manager. When there is a significant discount and it is deemed
to be in the best interest of shareholders, the Manager will exercise
discretion to undertake share buybacks, within authorities set by
the Board. The Board monitors the discount level of the Company’s
shares and monitors the level of share buybacks, within shareholder
authorities. During the year, 13,990,660 shares were bought back.
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information
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Strategic report
Risk Controls and mitigation
Derivatives
The Company uses derivatives primarily to
enhance the income generation of the Company.
Derivatives are difficult to value and exposed
to counterparty risk.
The risks associated with derivatives contracts are managed within
guidelines and limits set by the Board.
Operational
The Company is reliant on third-party service
providers for all its operational activities,
including reliance on Janus Henderson
(and Aberdeen Group for the first six months
of the year) as investment manager, corporate
secretary and administrator to the Company.
The Company depends on the diligence, skill
and judgement of the Manager’s investment
team. Continuity of service of the team and
individuals in the team could impact the future
success of the Company.
Failure of third parties’ operational or internal
control systems could prevent the accurate
reporting or monitoring of the Company’s
financial position. Janus Henderson subcontracts
some of the operational functions (principally
those relating to trade processing, investment
administration and accounting) to BNP Paribas.
Failure of controls could also impact the
Company meeting its regulatory obligations.
The Management Engagement Committee reviews each service
provider at least annually, and, in conjunction with the Audit
Committee, considers reports on internal controls, including any
reported breaches, throughout the year, from all the service providers.
This reporting covers such matters as business resilience and cyber
security risk as well as matters that are subject to review as part of
the annual audit of the Company.
Janus Henderson has a strong North American Equities team, which
supports the Fund Managers in the management of the Company’s
portfolio. Constructive challenge, succession and continuity planning
are key elements of the management of the team.
The Board reviews the internal control structure and reporting for
the Company from all agents and meets with their representatives
as appropriate to make enquiry on the systems and controls.
Regulatory and reporting
The Company operates in a highly regulated
environment which could inter alia affect the
listing of the Company’s shares and the
Company’s tax status, as well as how the
Company conducts its affairs in the market
more generally.
The Company has strict reporting requirements
that need to be adhered to both internally and
externally to the market.
The Board is apprised regularly of impending regulatory and reporting
changes and monitors closely, through its Manager and various
professional advisors the Company’s adherence to existing
requirements, including maintaining investment trust and listed
company status. The Board is also kept aware of fiscal and other
developments that might affect shareholders’ interests.
The Board is kept informed of corporate governance developments
and, as far as practicable, adheres to corporate governance
guidelines that are applicable to an investment company.
Details of how the Board monitors the services provided by Janus Henderson and its other suppliers, and the key
elements designed to provide effective internal control, are explained further on pages 40-45. Note 18 contains
further details on the Company’s exposure to market risk (including market price risk, currency risk and interest rate risk),
liquidity risk, credit risk and how they are managed.
Managing risks continued
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The North American Income Trust plc Annual Report 2025
The Company’s Viability
The AIC Code of Corporate Governance includes a
requirement for the Board to assess future prospects for
the Company, and to report on that assessment within
the Annual Report. The Board considers that certain
characteristics of the Company’s business model
and strategy are relevant to this assessment:
• the Board aims for the Company to deliver long-term
performance;
• the Company’s investment objective, strategy and
policy, which are subject to regular Board monitoring,
mean that the Company is invested mainly in readily
realisable, listed securities and that the level of
borrowings is restricted; and
• the Company is a closed-ended investment company
and therefore does not suffer from liquidity issues
arising from unexpected redemptions.
Also relevant are a number of aspects of the Company’s
operational agreements:
• the Company retains title to all assets held by the
custodian under the terms of formal agreements
with the custodian and depositary;
• revenue and expenditure forecasts are reviewed
by the directors at each board meeting; and
• cash is held with approved banks.
In addition, the directors have carried out a robust
assessment of the principal risks and uncertainties which
could threaten the Company’s business model, including
future performance, liquidity and solvency, and climate
change, and considered emerging risks that could have
a future impact on the Company. The Board takes into
account the liquidity of the portfolio, short-term and
structural gearing, the income stream from the portfolio,
and the Company’s ability to meet its liabilities as they
fall due. This includes consideration of how the forecast
income stream, expenditure and levels of reserves could
impact the Company’s ability to pay dividends to
shareholders. Detailed income and expense forecasts
are made over a shorter time frame. The nature of the
Company’s business means that such forecasts are
equally valid to be considered over the longer three-year
period as a means of assessing whether the Company
can continue in operation.
The directors assess viability over three-year rolling
periods, which aligns with its continuation vote, taking
account of foreseeable severe but plausible scenarios.
This includes consideration of the duration of the
Company’s loan notes facility and how a breach of any
covenants could impact the Company’s NAV and share
price. The Board has assessed the risks associated with
geopolitical, economic and health crises in recent years,
including the conflicts in the Middle East and Ukraine, as
well as the recent trade tariffs imposed by the US (and
related reciprocal arrangements), and has concluded
that these events have not affected the long-term viability
of the Company, and its ability to continue in operation,
notwithstanding any short-term uncertainty and volatility
they have caused in the markets.
The directors believe that a rolling three-year period best
balances the Company’s long-term objective, its financial
flexibility, commitment to holding continuation votes every
three years and scope with the difficulty in forecasting
economic conditions affecting the Company and its
shareholders.
The directors also recognise that the next continuation
vote will take place within the three-year assessment
period and the conditional tender offer could take place in
2027 should certain conditions apply. The directors do not
currently expect either of these to threaten the long-term
viability of the Company.
Based on their assessment, and in the context of the
Company’s business model, strategy and operational
arrangements above, the directors have a reasonable
expectation that the Company will be able to continue
in operation and meet its liabilities as they fall due over
the three-year period to January 2028.
The directors have also concluded that the Company has
adequate resources to continue in operational existence
for at least 12 months from the date of approval of these
financial statements being 30 April 2026, and it is therefore
appropriate to prepare these financial statements on a
going concern basis.
The Strategic report has been approved by the Board
of directors.
Charles Park
Chairman
17 April 2025
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Strategic report
Engaging with our stakeholders
Section 172 statement
The directors must have the success of the Company for the benefit of members as a whole foremost in mind when
making decisions. Decisions are taken with the aim of achieving the Company’s investment objective and are based
on information provided by a range of sources. The impact on stakeholders is assessed as part of the deliberations,
and different stakeholders may be affected differently by each decision.
The table below sets out the primary ways in which the Board has engaged with the Company’s key stakeholders
during the year under review, in line with directors’ duties under s172 Companies Act 2006.
Stakeholder Engagement Outcome
Shareholders
The Board communicates with shareholders
through the annual and half-yearly reports,
factsheets and monthly commentary,
press releases, videos recorded by the
Fund Managers and articles, all made
available on the Company’s website.
The Company also publishes regulatory
announcements which are linked through
its website. The directors meet with
shareholders at the AGM, which provides
a forum for face-to-face debate with
the Board and Fund Managers as well
as online access to view the AGM.
The Board addresses shareholder
correspondence and reviews voting
patterns at general meetings. The Chair
and other directors are always happy to
meet with shareholders, and welcome
conversations.
The Fund Managers discuss the
Company’s results and performance
during the year in a video available
at www.northamericanincome.com.
The Fund Managers also have a
programme of investor (and potential
investor) meetings with institutions and
wealth managers throughout the year
as well as being available on certain
retail investor forums.
The Chair invites shareholders and other
stakeholders to make contact directly.
Shareholders can write to the Chair at
the registered office (see page 92), or by
email to itsecretariat@janushenderson.com
with any feedback, queries or concerns.
The Board reviews all shareholder
correspondence addressed to it.
The Board is pleased to invite shareholders
to attend the AGM and Fund Managers’
presentation for the year ended 31 January
2025. More details are on page 10, and in
the Notice of AGM on pages 82-83.
Clear communication of strategy and
the Company’s performance against its
objective helps shareholders make informed
decisions about their investments, based on
information on short, medium and longer-
term aspects of the Company and its
performance.
This should also help support a consistent
rating in the secondary market for the
Company’s shares.
Close interaction with shareholders enables
the Board to align the Company with
shareholders’ interests as a whole and
for the Company’s long-term success.
During the year there was discussion
amongst directors and advisers on the
review of the Company’s management
arrangements, the proposals from
candidates who wished to be considered
for the investment management mandate
and the details of the proposals received.
This included the potential value offered
to shareholders, the ongoing cost ratio,
and a review of investment policy and style,
all designed to give the Company improved
performance going forward.
In response to shareholder feedback, the
Board agreed to introduce a conditional
tender offer in 2027, should certain
conditions apply.
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The North American Income Trust plc Annual Report 2025
Engaging with our stakeholders continued
Stakeholder Engagement Outcome
Fund management
group Aberdeen Group
(to 31 July 2024)/Janus
Henderson Investors
(from 1 August 2024),
providing:
• investment
management
• accounting
administration
• professional sales
and retail marketing
• corporate secretarial
services
The Board regularly reviews performance
against the investment objective, policy
and guidelines, and receives presentations
from the Fund Managers and other
representatives of the respective Manager
at each board meeting to exercise effective
oversight of the portfolio, performance
and strategic objectives. The Manager’s
performance in all respects is reviewed
formally by the Management Engagement
Committee (“MEC”) each year.
The directors work closely with JHI
(and formerly Aberdeen Group) outside
scheduled board meetings on matters
relating to portfolio management,
administration and governance oversight,
including relationships with third parties
and engagement with other stakeholders.
They meet to develop strategy, including
a sales and marketing plan to promote
the Company with the aim of raising its
profile which in turn helps raise its rating.
There was considerable activity during the
year with JHI to agree new management
arrangements, and to manage the
transition of management arrangements
from Aberdeen Group.
The Company is managed well and
receives appropriate and timely advice
and guidance for a competitive cost,
which was reduced during the year as
a result of the transition to JHI.
The directors monitor succession planning
within JHI for all key positions supporting
the Company. As part of the transition of
management arrangements, the directors
assessed the Manager’s performance and
service offering, as well as how fund
management responsibilities would be
managed when Fran Radano joined JHI
in November 2024. The Board will formally
review JHI performance annually at its
Management Engagement Committee
meeting going forward.
The Board is pleased with the joint fund
management provided by Jeremiah Buckley
and Fran Radano, supported by JHI’s North
American Equities team, following completion
of the transition on 1 August 2024.
After thorough consideration and review of
the new management arrangements of the
Company, the directors were satisfied with
the resource being applied to a successful
investment process.
The Manager’s portfolio activities and the
impact of the Fund Managers’ decisions
are set out in the Fund Managers’ Report
on pages 11-13.
Other service providers,
including:
• BNP Paribas as
accountant and
administrator
(outsourced by
the Manager)
• BNP Paribas as custodian
and depositary
• Computershare
Investor Services
Limited as registrar
• Winterflood
Securities Limited
as broker
Representatives of all the main service
provider functions present regularly to
the Board. The Company contracts directly
with certain service providers for custodian,
depositary and registrar services, and
indirectly with BNP Paribas for fund
administration and accounting services.
The Manager maintains the day-to-day
relationship with all service providers.
Winterflood Securities acts as the
Company’s broker, and provides
corporate advisory and professional
investor support to the Company.
The Board and Manager work with the
broker, including their research and sales
teams, to provide access to the market
and liquidity in the Company’s shares.
The Board invites representatives of the
broker, and the Manager’s marketing and
sales teams, to provide regular updates on
shareholders and is provided with analyses
of shareholder movements.
All service providers are subject to an
annual performance review at the MEC.
The Company presents as a well-supported
investment company with a good
performance record. Experienced and
capable third parties provide the services
required to be a well-functioning Company.
There were no changes to the Company’s
directly appointed service providers as a
result of the change of Manager.
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Stakeholder Engagement Outcome
Investee companies
The Board sets the investment objective,
with shareholder approval, and discusses
stock selection, asset allocation,
performance and prospects pertaining
to investee companies, as necessary,
with the Fund Managers at each board
meeting.
The Manager has a dedicated Responsible
Investment and Governance Team,
which supports the Fund Managers in
the investment process and engages
with investee companies on behalf of the
Company to exercise good stewardship
practices on matters including
stewardship and voting at company
meetings.
The Fund Managers have conducted
meetings with portfolio companies’
management teams since the appointment
of JHI as investment manager to enable
them to interrogate current trading and
prospects for their businesses and engage
over any issues. In this way the Company
is a responsible and engaged investor.
The Company votes its holdings in most
circumstances when a shareholder
vote arises.
Lenders
• Loan noteholder
The Company maintains borrowings
at low rates through the use of privately
placed loan notes. The Company confirms
compliance with the covenants and
restrictions of its gearing facilities
each month.
JHI (and previously Aberdeen Group)
provides the Board with regular financial
covenant compliance validation and
financial reports. The Company maintains
a good relationship with its lenders.
The Board monitors borrowing, and through
its financial reporting to stakeholders, provides
validation of compliance with lending limits.
The Company has issued loan notes at a
blended rate of 2.83%, as the directors believe
this financing provides very attractively
priced, long-term capital for the benefit of
shareholders (see page 21 for more details).
Communities and the
environment
The Board mandates the Manager,
supported by its governance function, to
engage with investee companies, when
and where appropriate on ESG matters in
line with good stewardship practices, and
with an approach agreed with the Board.
The Board is also conscious of the
importance of providing an investment
product which meets the need of its
investors, including retail investors.
The Board is conscious of the need to take
appropriate account of broader stewardship
concerns and for the Company to act as
a good corporate citizen. An investment
approach that meets the needs of investors
provides a service valuable to the
communities in which the Company
operates.
See the company engagement section
on page 16 for more details.
Legislators, regulators,
stock exchanges,
Association
of Investment
Companies (“AIC”)
Where required, the Board, or its agents
on behalf of the Company, consult or seek
clearance from the appropriate regulatory
authority.
The Company is a member of the AIC,
as representative body for investment
companies. The AIC supports members
by providing guidance on issues specific
to investment companies, including on
accounting and company law matters,
and running events for directors and
company secretaries of its member
companies. The Company also
participates in AIC consultations on key
industry topics that may affect the
Company and AIC work programmes.
The Company conducts its business as a
good and active corporate citizen meeting
its regulatory obligations as well as
voluntary governance guidance.
The AIC’s support to members assists the
Board in its discussions and decision
making, and helps disseminate information
about the Company more widely, e.g.
forthcoming investment company AGMs:
www.theaic.co.uk/upcoming-meetings
The change of investment manager
required appropriate scrutiny from, and
approval by, the UK Listing Authority.
Engaging with our stakeholders continued
30
The North American Income Trust plc Annual Report 2025
Board decision making
The Board aims to act in the best interests of shareholders
as a whole and to have regard to other factors which
have a broader impact on stakeholders and the wider
community. The Board takes into consideration the
Company’s purpose, investment objective and investment
policy as well as the interests of the Company’s
stakeholders when discussing matters and making
decisions. In addition to regular, detailed discussions
about the Company’s investment portfolio, strategy and
market performance. The following are examples of the
key discussions held and decisions made by the Board
during the financial year ended 31 January 2025:
Change of investment manager
On 9 May 2024, the Company announced that it had
agreed terms with JHI for its appointment as investment
manager of the Company. The transition to JHI from
Aberdeen Group completed on 31 July 2024, and JHI
commenced management on 1 August 2024.
The Board undertook a full review of its management
arrangements, and received various expressions of
interest in the mandate, a number of which were carefully
reviewed, culminating in the selection of Janus Henderson
Investors. The revised arrangements include lower
management fees, a lower ongoing charges ratio, and
enhanced US-based infrastructure support for the
portfolio managers.
In its discussions and negotiations with the Manager,
the Board focused on optimal financial terms to
ensure they were in the best interests of shareholders.
In particular, the directors arranged for a substantial
contribution to the transaction costs to be paid by the
Manager.
Discount management and share buyback
The Board’s aim is to have the Company’s share price
subject to reduced volatility and to encourage an orderly
and liquid market in the Company’s shares, both for those
wishing to buy and for those wishing to sell. The Board
keeps the level of discount and make up of ownership
under regular review. The Company’s discount, that of its
immediate competitors in the AIC North America sector
and the discount of the investment trust sector as a whole
are considered at each meeting.
Recent discussions and advice have resulted in the
repurchase of 13.99 million shares during the year under
review. The discount narrowed from 9.1% at the start of
the financial year to 8.5% at the end of it. The buyback
of shares has continued post year end, as explained in
the Directors’ Report on page 52.
Marketing and promotion
The Board approved an increase in the Company’s
marketing budget to promote the Company to a wider
audience, primarily through targeted digital advertising.
The Board also negotiated a significant additional
contribution from JHI to paid advertising over the coming
year. With a clear messaging framework initiated after
the transition to JHI, a new website and annual report
template, the marketing activities are intended to
increase understanding of the Company among its
stakeholders as well as endeavouring to reach new
investors.
Board succession planning
As a result of the planned retirement of Dame Susan Rice
at the AGM in June 2024, the Board undertook a detailed
review of its composition and strengths. As a result of this,
Charles Park succeeded to the Chair following Dame
Susan’s retirement, Patrick Edwardson assumed the role
of Senior Independent Director, and the Board undertook
a thorough recruitment search through a consultant
independent of the Company for a new director. As a
result, Bulbul Barrett will be appointed to the Board in
the near future.
Engaging with our stakeholders continued
Strategic report Governance
Financial
statements
Additional
information
31
The North American Income Trust plc Annual Report 2025
Strategic report
Dividends paid to shareholders
The amount of interim dividends to be paid are an
important part of Board decision taking, both for the
current year and looking ahead, with revenue reserves to
provide for sustainability of dividends paid. The directors
assessed the quantum of the dividends proposed at the
first three interim stages with a view to smoothing the
income over the year, and based on the Company’s
income generation based on net income forecasting.
Earnings per share were 12.4p in the year under review
(2024: 12.0p).
Further considerations around the total dividend are set
out in the Chair’s Statement on page 8.
Conditional tender offer
As explained in an announcement released to the Stock
Exchange on 14 June 2024, the Board has established a
three-year conditional tender mechanism covering the
period to 30 September 2027 under which a tender offer
for up to 15% of the shares in issue (excluding treasury
shares) will be implemented provided that one of the
following conditions has been met:
i. over the three-year period up to and including the
Calculation Date, the NAV total return of the Company
has not exceeded the total return of the S&P High Yield
Dividend Aristocrats Index; or
ii. over the six-month period prior to the Calculation Date
the average discount to the cum-income NAV at which
the Company’s ordinary shares have traded is greater
than 7%.
Any tender implemented as a result of these proposals will
be executed at a tender price reflecting a 2% discount to
the Company’s cum-income NAV (less tender offer costs).
These measures are designed to give shareholders
confidence on liquidity for those who want to sell their
shares and also to provide those who want to buy shares
some confidence on share price volatility not being
too extreme.
Engaging with our stakeholders continued
32
The North American Income Trust plc Annual Report 2025
Governance
In this section
34 Board of directors and fund
managers
36 Corporate governance report
41 Audit Committee report
46 Management Engagement
Committee report
47 Other governance undertaken
49 Directors’ remuneration report
52 Directors’ report
54 Statement of directors’
responsibilities
Strategic report Governance
Financial
statements
Additional
information
33
The North American Income Trust plc Annual Report 2025
Governance
Board of directors and fund managers
Charles
Park
Position: Chairman
Date of appointment: 13 June 2017
(appointed Chair 21 June 2024)
Skills and experience
Over 30 years of investment
management experience. He was
co-founder of Findlay Park Investment
Management, a US boutique asset
management house established in 1997,
and deputy chief investment officer with
joint responsibility for managing a US
equities fund until his retirement from
the firm in 2016. Prior to co-founding
Findlay Park, Charles worked as an
investment manager at Hill Samuel
Asset Management and an analyst at
Framlington Investment Management.
External appointments
Charles is a non-executive director
of Polar Capital Technology Trust plc.
Karyn
Lamont
Position: Chair of the Audit
Committee
Date of appointment:
18 September 2018
Skills and experience
A chartered accountant and former
audit partner at PricewaterhouseCoopers
until December 2016. She has over
25 years’ experience and provided audit
and other services to a range of clients,
including a number of investment trusts,
across the UK’s financial services sector,
including outsourcing providers.
External appointments
Karyn is currently a non-executive
director and the audit chair of Scottish
Building Society, iomart Group plc and
The Scottish American Investment
Company plc.
Patrick
Edwardson
Position: Senior
Independent Director
Date of appointment:
1 July 2022
Skills and experience
An investment and financial services
professional with over 30 years of
experience. He joined Baillie Gifford in
1993 and became a partner in 2005.
In a wide-ranging investment career,
he managed bond, equity and multi-
asset portfolios, was manager of the
Scottish American Investment Company
plc between 2004 and 2014 and led
Baillie Gifford’s multi-asset team until
his retirement in 2020.
External appointments
Patrick is a non-executive director on
the board of Edinburgh Investment Trust
plc. He also holds a number of positions
as a director or trustee of various
private companies and charities.
Directors
The directors appointed to the board at the date of this report are:
All the directors are non-executive and considered independent of Janus Henderson.
All directors are members of the Audit (except the Chairman, who attends meetings by invitation), Management Engagement and Nominations Committees
34
The North American Income Trust plc Annual Report 2025
Board of directors and fund managers continued
Chair of committee
Audit committee
Nominations committee
Management engagement
committee
p.36 Corporate Governance
Susannah
Nicklin
Position: Independent
Non‑Executive Director
Date of appointment:
18 September 2018
Skills and experience
An investment professional with over
25 years of experience in investment
banking, equity research and wealth
management at Goldman Sachs and
Alliance Bernstein in the US, Australia
and the UK. She has also worked in the
private equity sector as former Senior
Independent Director at Pantheon
International plc and with Bridges
Ventures, the Global Impact Investing
Network and Impact Ventures UK.
External appointments
Susannah is independent chair of
Schroders BSC Social Impact Trust plc,
and a senior independent director of
Ecofin Global Utilities and Infrastructure
Trust plc. She is a CFA® charterholder.
Fran Radano
Position: Co‑Fund Manager
Skills and experience
Fran Radano is a Portfolio
Manager at Janus Henderson
Investors, a position he has held
since 2024. Prior to joining the firm,
he was a senior portfolio manager,
North American equities within the
Aberdeen Group from 2007. Before
that, he was a senior research
analyst at Gartmore Global
Investments from 1999. Earlier,
Fran was vice president, research
analyst at Salomon Smith Barney
Consulting Group for two years. He
began his career as an associate
trader at SEI in 1993.
Fran received a bachelor’s degree
in economics with a minor in
political science from Dickinson
College and an MBA in finance
from Villanova University. He holds
the Chartered Financial Analyst
designation and has 32 years
of financial industry experience.
p.11 Fund Manager’s Report
Jeremiah Buckley
Position: Co‑Fund Manager
Skills and experience
Jeremiah Buckley is a Portfolio
Manager at Janus Henderson
Investors. Jeremiah joined Janus
in 1998 as a research analyst
covering the consumer, industrials,
financials, media, software, and
telecommunications sectors.
He was Janus’ consumer sector
lead for 10 years before
transitioning to full-time portfolio
management.
Jeremiah earned his Bachelor of
Arts degree in economics from
Dartmouth College, graduating
Phi Beta Kappa. While there, he
received the Class of ’39 scholarship
for academic and athletic
achievement and the Class of ’48
male scholar-athlete of the year
award. He was also selected for
the 1998 Academic All-Ivy Hockey
Team and served as the men’s
hockey captain from 1997 to 1998.
Jeremiah holds the Chartered
Financial Analyst designation
and has 27 years of financial
industry experience.
p.11 Fund Manager’s Report
Fund managers
The fund managers at the date of this report are:
Strategic report Governance
Financial
statements
Additional
information
35
The North American Income Trust plc Annual Report 2025
Governance
Corporate governance report
Corporate governance structure
The Board is accountable to shareholders for the governance of the Company’s day-to-day affairs and is pleased to
report to shareholders on the Company’s governance arrangements and how the Company has applied the principles
of the Code of Corporate Governance published by the Association of Investment Companies.
Board of directors
Comprises independent non-executive directors
Chair: Charles Park
Senior Independent Director: Patrick Edwardson
Third-party service providers appointed by the Board
Janus Henderson Investors
Fund Management: North American Equities team with Jeremiah Buckley
and Fran Radano as the Company’s appointed Fund Managers
Sales, Marketing, Administration
Corporate Secretary: Janus Henderson Secretarial Services UK Limited
Alternative Investment Fund Manager: Janus Henderson Fund Management UK Limited
BNP
Paribas
Custodian and depositary
Computershare Investor
Services Limited
Registrar
Winterflood
Securities Limited
Corporate broker
Nominations
Committee
1
Chair: Charles Park
Purpose: Ensures the Board has
a balance of skills, experience
and diversity, oversees
effectiveness reviews of the
Board and its committees,
reviews directors’ fees and
maintains an effective
framework for succession
planning, with a formal approach
to the appointment of directors
Management
Engagement Committee
Chair: Charles Park
Purpose: Ensures that the
performance of the Manager
and other service providers
meets expectations and their
terms of engagement remain
appropriate
Audit
Committee
Chair: Karyn Lamont
Purpose: Ensures the integrity
of financial reporting, evaluates
the effectiveness of systems
of internal control and risk
management, and oversees
the relationship with external
auditors
1 Established December 2024.
PricewaterhouseCoopers LLP have been appointed as the Company’s statutory auditors.
36
The North American Income Trust plc Annual Report 2025
Corporate governance report continued
Corporate governance codes
As a Company listed on the London Stock Exchange,
the Board is required to report on how the principles
of the 2018 UK Corporate Governance Code (“UK Code”)
have been applied.
Being an investment company, certain provisions of the
UK Code are not applicable as the Company has no
executive directors or internal operations and all day-to-
day activities are outsourced to external service providers.
The Board has therefore considered the principles and
recommendations of the Code of Corporate Governance
published by the Association of Investment Companies in
February 2019 (“AIC Code”). The AIC Code addresses the
principles set out in the UK Code as well as additional
principles and recommendations on issues that are of
specific relevance to investment companies. The Financial
Reporting Council (“FRC”) has endorsed the AIC Code and
confirmed that, by following it, the boards of investment
companies should fully meet their obligations in relation
to the UK Code and UK Listing Rule 6.6.6. The Board
considers that reporting against the principles and
provisions of the AIC Code provides more relevant
information to shareholders about its governance
arrangements.
The AIC Code and the UK Code can be found on the
respective organisations’ websites: www.theaic.co.uk
and www.frc.org.uk. The AIC Code includes an explanation
of how it adapts the principles and provisions set out in
the UK Code to make them relevant for investment
companies.
A new UK Code was published in January 2024, with an
updated AIC Code published in August 2024. The new
Codes will be applicable to financial years beginning
on or after 1 January 2025.
Statement of compliance
The Board confirms that the Company has applied the
principles and adhered to the provisions of the AIC Code
throughout the year under review and to the date of this
report, except as set out below.
The Company has no chief executive or other executive
directors and therefore does not consider executive
remuneration. As a fully managed investment company,
the Company has no internal operations so does not
maintain an internal audit function, although the Audit
Committee regularly considers the need for it (see page 45).
A separate remuneration committee has not been
established as the Company has no employees and has
a small Board of solely non-executive directors. The Board
has recently established a Nominations Committee to
include review of remuneration which was previously
carried out by the full Board (see the report on pages
47-48). The Board Chair will not act as Chair of the
Nominations Committee when it considers matters
relating to the performance, succession or remuneration
of the Chair and similarly, did not participate in Board
discussion on the same matters.
The AIC Code includes two deviations from the UK Code
permitting the Chair of the Board to be a member of the
Audit Committee and for his or her tenure to exceed nine
years. The Company has not taken advantage of these
provisions and continues to comply with the provisions
of the UK Code in this respect.
Leadership and division of responsibilities
The Board has overall responsibility for the Company’s affairs and for promoting the long-term success of the
Company. The Board is collectively responsible for providing leadership, setting the investment objective and policy,
appointing the Company’s third-party service providers, establishing a robust internal control and risk management
system and monitoring the performance delivered by service providers within the established control framework.
It is also responsible for setting the Company’s standards and values and for ensuring that its obligations to its
shareholders and other stakeholders are understood and met. Information on the Company’s purpose and values
can be found on page 1 and on the Board’s engagement with stakeholders on pages 37-38.
Role Primary responsibilities
Shareholders/ investors
• Approving material changes to the Company’s investment policy
• Making decisions regarding changes to the Company’s constitution
• Electing and re-electing directors to the Board, or removing them from office
if deemed appropriate
• Approving Board remuneration policy
• Approving significant transactions or changes to the Company, where shareholder
approval is required
• Communicating directly with the Board, or through the Manager, on issues which
affect shareholders and where they want to express their views or concerns
Strategic report Governance
Financial
statements
Additional
information
37
The North American Income Trust plc Annual Report 2025
Governance
Role Primary responsibilities
Board
• Responsible for providing leadership of the Company’s affairs
• Setting the Company’s investment objective, policy and strategy
• Establishing a robust internal control framework enabling effective risk management
• Appointing and monitoring the performance of service providers within the parameters
of the control framework
• Setting the Company’s culture and values
• Providing constructive challenge to how the Company and its agents operate
• Ensuring that obligations to shareholders and other stakeholders are understood and met
Chair
• Leading and managing Board business and ensuring the timely flow of information
from service providers to the Board
• Providing effective leadership of the Board, including setting its agenda and
determining its governance framework, culture and values, with the support of other
directors, particularly the Senior Independent Director and the Corporate Secretary
• Leading the Board’s relationship and engagement with shareholders and other
stakeholders
• Managing the relationship with the Manager and other service providers
• As Chair, Charles Park was independent on appointment in accordance with the AIC
Code criteria and has no relationships that may create a conflict between his interests
and those of shareholders
Committee Chairs
• The leadership and governance of each committee
• Maintaining the relationships with specialist service providers delivering services within
the remit of each committee
• Reporting on the activities of each committee to the Board
• Seeking approval from the Board for the responsibilities set out in the respective
committee’s terms of reference
Senior Independent
Director
• Fulfilling the role of sounding board and support for the Chair and intermediary for the
other directors as necessary
• Leading the effectiveness review of the Chair
• Acting as a channel of communication for shareholders if contact through the Chair
is deemed inappropriate
Independent non‑
executive directors
• Providing constructive and effective challenge, especially to the decisions of the Manager
• Scrutinising and holding to account the performance of:
– the Fund Managers in meeting the investment objective and policy
– Janus Henderson in the promotion of the Company and day-to-day operations of
the Company’s business, including administration, secretarial and financial reporting
• Providing strategic guidance and offering specialist advice based on their career
experiences
Manager (AIFM)
• Promoting the Company’s investment proposition to professional and retail investors
• Making the necessary reporting to the FCA regarding the Company’s status as an AIF
• Providing accounting, company secretarial and administrative services to the
Company ensuring compliance with the applicable statutory, regulatory and
governance provisions
• Coordinating the delivery of services provided by the Company’s other third-party
service providers
Fund Managers
• Selecting the stocks held within the portfolio, and changes thereto
• Diversification and risk management through stock selection, size of investment
and regional or industry concentrations
• Determining the volume and timing of acquisitions and disposals
• Determining the frequency and level of gearing and cash management within the
overall limits set by the Board
Corporate governance report continued
38
The North American Income Trust plc Annual Report 2025
Operation of the Board
The Board meets formally at least four times a year, with
additional board or committee meetings arranged when
required. The directors have regular interaction with the
Fund Managers, representatives of the corporate secretary
and other employees of the Manager between formal
meetings. The Board has a formal schedule of matters
specifically reserved for its decision, which includes setting
strategy and providing oversight of performance against
agreed measures. All matters that are not delegated to
the Manager under the management agreement are
reserved for the Board’s decision. The Board approves any
changes to the structure and capital arrangements for the
Company, including any corporate events, has oversight
of financial reporting and assesses the effectiveness of
the internal control framework. The Board approves annual
and half-year results, communications with shareholders,
the appointment of new directors, oversees corporate
governance matters and is responsible for determining
the remuneration of directors.
The Board keeps its schedule of matters reserved and terms
of reference for each committee under regular review, and
these are available at www.northamericanincome.com.
Reports on the activities undertaken by each committee
and the Board during the reporting period are set out on
pages 41–48.
Each board meeting follows a formal agenda,
which includes a review of the Company’s investment
performance, financial position, compliance with the
investment parameters, a review of shareholder
movements along with any sales and marketing activities
undertaken and any other relevant business matters to
ensure that control is maintained over the Company’s
affairs. Employees of the Manager attend relevant
sections of board meetings enabling the directors to
discuss the affairs of the Company and to probe further
on any matters of concern. The Board receives and
considers regular reports from the Manager and ad hoc
reports and information from other parties as required.
The Board has engaged third-party service providers to
deliver the operations of the Company. Janus Henderson
has been appointed to manage the investment portfolio,
and provides the day-to-day accounting, company
secretarial, administrative, sales and marketing activities.
The Company has appointed a depositary, BNP Paribas,
which in turn appoints the custodian for the safe custody
of the Company’s assets. The Company has appointed
a registrar, Computershare Investor Services Limited, to
maintain the register of members and assist shareholders
with queries about their holdings. Each of these principal
contracts was entered into after full and proper
consideration by the Board of the quality and cost of
the services offered, including the control systems in
operation in so far as they relate to the affairs of the
Company. The Board and its committees maintain
oversight of the third-party service providers through
regular and ad hoc reporting. The Board meets
periodically with representatives of service providers to
discuss amongst other matters performance, service
levels, their value for money, information security and
business resilience. The Manager ensures that all directors
receive, in a timely manner, relevant management,
regulatory and financial information, to allow them to
discharge their responsibilities and enable smooth
functioning of the Board and its committees.
The Board has direct access to the advice and services
of the nominated chartered secretary who represents
the Corporate Secretary, Janus Henderson Secretarial
Services UK Limited, a subsidiary of Janus Henderson.
There are processes and controls in place to ensure
that there is a clear distinction between the two entities,
particularly when dealing with any conflicts or issues
between the Company and Janus Henderson. The
Corporate Secretary is responsible to the Board for
ensuring compliance with Board and committee
procedures and applicable rules and regulations.
The proceedings at all board and committee meetings
are minuted, with any director’s concerns recorded in the
minutes. The Board has the power to appoint or remove
the Secretary in accordance with the terms of the
management agreement.
Any correspondence from shareholders addressed
to the Chair or to the Company received by Janus
Henderson, or by Aberdeen Group as previous manager,
is forwarded to the Chair in line with the established
procedures in place and is submitted to the next board
meeting or earlier, as appropriate. The Board, the Fund
Managers and the Corporate Secretary operate in a
supportive, cooperative and open environment.
Arrangements with directors
Appointment, tenure and retirement
The Board may appoint directors at any time. Any director
so appointed stands for election by shareholders at the
next annual general meeting in accordance with the
provisions of the Company’s articles of association
(the “Articles”).
The Board considers a potential candidate’s other
commitments on appointment and then annually
through the performance evaluation process to ensure
that directors have sufficient time to commit to the
Company. A schedule of directors’ other commitments
is reviewed at each board meeting and directors are
required to seek the Chair’s approval prior to accepting
further appointments. The Chair seeks the Senior
Independent Director’s approval before accepting
further appointments.
The directors, including the Chair of the Board, are
generally expected to serve for no more than nine years,
other than in exceptional circumstances, subject to a
satisfactory Board effectiveness review. This ensures the
regular refreshment of the Board and its committees and
forms an integral part of the Board’s succession planning.
All directors stand for re-election by shareholders annually
in keeping with the provisions of the AIC Code.
The Articles permit shareholders to remove a director
before the end of their term by passing an ordinary
resolution at a general meeting. An appointment may
be terminated by either party giving written notice without
compensation payable.
Corporate governance report continued
Strategic report Governance
Financial
statements
Additional
information
39
The North American Income Trust plc Annual Report 2025
Governance
Independence
The Board reviews the independence of each director
annually by reference to the AIC Code. Each director’s
external commitments are considered, as well as
tenure of service and any connections to the Manager.
The Board ensures that no directors are linked via any other
directorships. Following completion of the annual Board
effectiveness review and assessment, the Board has
concluded that all directors continue to be independent
in character and judgement.
Induction and ongoing training
Newly appointed directors are offered an induction
programme bespoke to their role which covers the legal
and regulatory framework for investment companies
and the operations of the Manager, including the portfolio
management, compliance and risk management
frameworks, accounting, sales and marketing, and
other administrative services.
Directors are provided with the Company’s policies,
regulatory and statutory requirements affecting the
Company, as well as changes to the directors’
responsibilities as they arise. Directors are encouraged
to attend bespoke training provided by the Manager,
as well as external training and industry seminars.
Relevant external training may be undertaken at the
expense of the Company.
The Chair attends meetings of all the chairs of the
investment trust companies managed by Janus Henderson
which provide a forum to discuss industry matters.
The Company has a procedure for directors to take
independent professional advice in the furtherance of
their duties at the expense of the Company, if required.
Directors’ insurance and indemnification
Directors’ and officers’ liability insurance cover is in place
which indemnifies the directors against certain liabilities
when carrying out their duties. The Company’s Articles
provide for an indemnity in respect of costs which
directors may incur for the defence of any proceedings
brought against them arising from their position as
directors, where they are acquitted or judgment is given
in their favour. The Company has granted an indemnity
to each director to the extent permitted by law regarding
their potential liabilities as directors of the Company.
Directors’ conflicts of interest
The Articles permit the Board to consider and, if it sees fit,
to authorise situations where a director has an interest
that conflicts, or may conflict, with the interests of the
Company (“situational conflicts”). Directors are required
to declare situational conflicts for authorisation by those
directors who have no interest in the matter being
considered. In deciding whether to authorise a situational
conflict, the non-conflicted directors must act honestly
and in good faith with a view to the best interests of the
Company. The directors may impose limits or conditions
when giving the authorisation, or subsequently, if they
think this is appropriate. Any conflicts are recorded in
the minutes and reviewed at each board meeting.
Attendance at meetings
The table below sets out the number of scheduled board
and committee meetings held during the year under
review and attended by each director. Each director
attended every board and committee meeting to which
they were entitled to attend throughout the year.
Board
Audit
Committee
Management
Engagement
Committee
Charles Park
1
4 2 1
Patrick Edwardson 4 2 1
Karyn Lamont 4 2 1
Susannah Nicklin 4 2 1
Dame Susan Rice
2
2 1 –
1 Charles Park attended each of the meetings of the Audit Committee
during the year by invitation.
2 Retired 21 June 2024. Attended Audit Committee meeting by invitation.
All directors attended the Annual General Meeting.
Outside the formal meetings identified above, the Board
or its committees had regular interaction over the year on
various corporate activities. The Board and its committees
held an additional number of ad hoc meetings to undertake
business relating to the change of investment manager
and approval of the Company’s results and dividends.
Audit, risk and internal control
The Board has overall responsibility for the Company’s
system of internal control and for reviewing its effectiveness,
as set out in the chart on page 44. The Board has reviewed
the effectiveness of the Company’s system of internal
controls for the year ended 31 January, and did not
identify and was not advised of any significant failings or
weaknesses. This included reporting from Aberdeen Group
for the period 1 February 2024 to 31 July 2024. The Audit
Committee supports the Board in the continuous
monitoring of the internal controls and risk management
framework. Its considerations in this respect, including
why the Company does not have its own internal audit
function, are set out on page 45.
The depositary has confirmed that in all material respects,
the Company has been managed in accordance with
the FCA’s Investment Funds Sourcebook, the Company’s
articles of association and as required by the Alternative
Investment Fund Managers Directive.
Corporate governance report continued
40
The North American Income Trust plc Annual Report 2025
Audit Committee report
The Chair of the Audit Committee
(the “Committee”), Karyn Lamont,
reports to shareholders on the year
to 31 January 2025.
Membership
The members of the Committee are Karyn Lamont,
Patrick Edwardson and Susannah Nicklin. Charles Park
as Chair of the Board attends the Committee’s
meetings by invitation only, in accordance with
the AIC Code.
The Committee is chaired by Karyn Lamont, who
is a chartered accountant by profession, as well
as an experienced audit committee chair.
The Committee as a whole has competence relevant
to the environment in which the Company operates
including the sector and market in which the
Company operates as an investment trust.
Meetings
The Committee met formally twice during the year
under review: in advance of publication of the annual
and of the half-year results, and to focus on its
broader risk and internal control responsibilities.
The Company’s auditor is invited to attend meetings
as appropriate. Representatives of the Manager attend
at least on an annual basis, including the Financial
Reporting Senior Manager and representatives of the
Operational Risk and Internal Audit functions.
The Committee Chair also meets with the Company’s
auditors as part of the audit planning process and
during the audit, and to keep the audit firm up to
date with corporate developments, as well as being
informed of any accounting or reporting changes
envisaged.
The Committee Chair was closely engaged in the
transition from Aberdeen Group to Janus Henderson
Investors, with particular emphasis on the commercial
and financial dynamics of the transaction and how it
was accounted for and reported.
Roles and responsibilities
The Committee is responsible for ensuring the
integrity of the Company’s financial reporting, the
appropriateness of service providers’ systems of
internal control and risk management, and the
effectiveness and objectivity of the external auditor.
The Committee oversees the relationship with the
external auditor, recommending the terms of their
appointment or their removal.
The Committee Chair formally reports to the Board
after each audit committee meeting and makes
recommendations for approval where relevant. The
Committee’s responsibilities are set out in formal
terms of reference, available on the Company’s
website, which are formally reviewed annually.
Committee effectiveness review
The activities of the Committee were considered as
part of the Board effectiveness review, with the conclusion
that the Committee continues to be effective in its
operation.
Activities during the year
In discharging its duties over the course of the year,
the Committee considered:
Annual and half-year reports
• accounting policies and the quality and effectiveness
of the accounting records and management
information maintained on behalf of the Company;
• half-year and annual results and the Annual Report;
• appropriate level of dividends to be paid by the
Company, including sufficiency of revenue reserves,
for recommendation to the Board;
• appropriateness of the allocation of the management
fee and finance costs between revenue and capital;
• the independence and effectiveness of the statutory
auditor in conducting the year-end audit;
Internal controls and risk management
• internal controls and the resilience of operations at
JHI, Aberdeen Group, BNP Paribas, and Computershare;
• Aberdeen Group and JHI’s policies and activities
regarding information security and business resilience,
meeting with representatives of both Aberdeen Group
and JHI’s Internal Audit and Operational Risk functions;
• the risk register, risk management systems and the
Company’s strategic risk register as modified to reflect
changes to the risk environment and any emerging
risks;
• the Company’s Anti-Bribery Policy, approach to tax
evasion, and confirmations from service providers that
they have appropriate procedures in these respects;
• any need for an internal audit function;
• the Manager’s and other key service providers’
whistleblowing policies for staff to raise concerns
about possible improprieties, in confidence; and
• the depositary’s confirmation that the Company has
been managed in accordance with the Investment
Funds Sourcebook, the Company’s Articles and the
AIFMD.
Taxation and management fees
• the Company’s taxation affairs, including a statutory
claim in respect of the recovery of corporation tax on
non-UK income;
• management fee calculations, including changes
to the basis of management fees and contribution
granted as part of the change of investment manager;
Strategic report Governance
Financial
statements
Additional
information
41
The North American Income Trust plc Annual Report 2025
Governance
Audit Committee report continued
Audit appointment and tender
Regulations require the Company to rotate audit firms
after a period of ten years, which may be extended where
audit tenders are carried out or where more than one audit
firm is appointed to carry out the audit. The Committee last
carried out a formal audit tender process in 2019 and
appointed PricewaterhouseCoopers LLP (‘PwC’) as
external auditor.
The auditor is required to rotate partners every five years,
and the year under review is the fifth year audit partner
Shujaat Khan has been in office. The audit firm did not
provide any advice or services to the Company in
connection with the change of investment manager.
Auditors’ independence
The Committee monitors the auditors’ independence
through three aspects of its work:
• approval of a policy regulating the non-audit services
that may be provided by the auditor to the Company;
• assessing the appropriateness of the fees paid to the
auditor for their work; and
• reviewing the information and assurances provided
by the auditor on their compliance with the relevant
ethical standards.
For the year ended 31 January 2025, PwC confirmed that
all its partners and staff involved with the audit were
independent of any links to the Company, and that these
individuals complied with their ethics and independence
policies and procedures, which are fully consistent with
the FRC’s ethical standards. Having considered these
assurances and PwC’s performance and behaviour
during the audit process, the Committee is satisfied that
auditor independence and objectivity are safeguarded.
Audit fees
The fees payable to PwC for audit services during the
year (excluding VAT) were £57,750 (2024: £55,000) and
a one-off fee of £6,500 for the auditors’ additional work
in reviewing and auditing the impact of the change of
investment manager for this Annual Report.
Policy on non-audit services
The Committee regularly reviews its policy for the
provision of non-audit services by the auditor. The policy
sets out that the Company’s auditor will only be considered
for non-audit work where permitted by current regulations
and where it would not affect the auditors’ independence
and objectivity.
The provision of any non-audit services by the auditor
is not permitted to exceed 70% of the average annual
statutory audit fee for the three consecutive financial
years preceding the financial year to which the cap
applies. Such services require approval in advance by
the Committee, or Committee Chair, following due
consideration of the proposed services. No non-audit
services were provided in the year under review or in
the previous year.
42
The North American Income Trust plc Annual Report 2025
Audit for the year ended 31 January 2025
In respect of the Annual Report for the year ended 31 January 2025, the following significant issues were considered by
the Committee:
Significant issue How the issue was addressed
Valuation and ownership of the
Company’s investments
There is a risk that assets are incorrectly valued or ownership of assets is
not secured. Actively traded investments are valued using stock exchange
prices provided by third-party pricing providers and the portfolio valuation
is reviewed at each meeting of the Board. Ownership of listed investments
is verified by BNP Paribas via reconciliation to the custodian’s records and
the Board receives quarterly reports from the depositary.
Recognition of income
Income received is accounted for in line with the Company’s accounting
policies (as set out on page 66). The Board regularly reviews the Company’s
income position, included income received, including revenue forecasts,
dividend comparisons, and option income.
Compliance with s1158
Corporation Tax Act 2010
The Committee reviews the Manager’s procedures for ensuring compliance
with relevant regulations so the Company maintains its investment trust
status, and regularly seeks confirmation of compliance with the relevant
regulations.
Maintaining internal controls
The Committee carries out the annual assessment of the effectiveness of the
Company’s internal control and risk management systems by reviewing the
framework and summary of the reporting received from its service providers
throughout the financial year. Only one of these assurance reports was
qualified by their service auditors; this qualification was not deemed to
be a material risk to the Company’s business.
Viability and going concern
The Committee scrutinised assumptions around the viability and going
concern statements respectively, as set out on page 27, to satisfy itself
of the Company’s resilience over the three-year timeframe.
In the year under review, PwC challenged both the
Manager’s and the Board’s judgements and exercised
professional scepticism in its enquiries. The audit team
required detailed evidence of all metrics, numbers and
disclosures made in the Financial Statements to support
a robust assessment and evaluation of its financial
information.
As an investment trust investing in listed equities,
management has limited areas of judgement. Areas
where the Committee challenged the Manager included
review of the revenue forecast to support the dividend
payment policy, and the assumptions included in making
the viability statement. Other than the financial impact
and reporting of the combination, the Committee did not
consider it necessary to request the auditors to look at
any specific areas in relation to the audit for the year
ended 31 January 2025.
The Committee is satisfied that the Annual Report
for the year ended 31 January 2025, 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.
Effectiveness of the external audit
The Committee’s process for evaluating the effectiveness
of the external audit comprises two components: scrutiny
of the FRC’s latest Audit Quality Inspection Report and a
post-audit assessment led by the Committee Chair.
The auditor attended two meetings of the Committee
in the year to present their audit plan and present the
findings from their annual audit. The Committee Chair
also had the opportunity to meet with the audit partner
to review the audit results prior to these being presented
to the Committee. The auditor presented and discussed
the findings of the latest Audit Quality Inspection Report
to the Committee and reported on the progress made
by the firm in addressing the areas identified for
improvement in the prior year’s report.
The Committee Chair invited views from the directors,
Fund Managers and other members of the Manager’s
staff to support the Committee’s assessment of the
robustness of the audit, level of challenge offered by
the audit team, quality of the audit team, timeliness of
delivering the tasks required for the audit and reporting
to the Committee. The Committee Chair also met
privately with the audit partner to discuss how the audit
operated from his perspective.
Overall, the Committee considers that the audit quality for
the year ended 31 January 2025 has been high and that
the Manager and PwC have worked together effectively.
The Committee remained satisfied with the effectiveness
of the audit provided by PwC.
Audit Committee report continued
Strategic report Governance
Financial
statements
Additional
information
43
The North American Income Trust plc Annual Report 2025
Governance
Internal controls and risk management
The Board has overall responsibility for the Company’s system of internal control and for reviewing its effectiveness.
The Committee supports the Board in the continuous monitoring of the internal control and risk management framework.
Board of directors
Comprises independent non-executive directors
Janus Henderson
Investment
management,
company secretarial,
sales, marketing, PR
and administration
Reporting
Investment
performance update
(at each meeting)
Compliance with
investment limits and
restrictions (monthly)
Internal controls
report (quarterly)
Effectiveness of
control environment
(annually)
BNP Paribas
Custodian and
depositary
Reporting
Depositary report
(quarterly)
Presentation from the
depositary and
custodian (annually)
Effectiveness of
control environment
(annually)
BNP Paribas
Administration and
accounting services
engaged by the
Manager
Reporting
Balance sheet
Revenue forecasts
Portfolio valuation
Portfolio transactions
Effectiveness of
control environment
(annually)
Computershare
Investor Services
Registrar
Reporting
Voting and scrutineer
reports pre- and
post-shareholder
meetings
Shareholder
correspondence
Operational service
updates
Effectiveness of
control environment
(annually)
How the system of internal controls operates
The Board delegates contractually to third-party service providers for all the Company’s operational
requirements. It maintains oversight of these providers throughout the year by receiving regular reporting
on their activities. All are considered key stakeholders.
The Management Engagement Committee formally evaluates the performance and service delivery of
all service providers annually.
The Audit Committee evaluates the performance of the auditor on completion of each audit cycle, and
monitors the effectiveness of the control environment of the Manager, Computershare and BNP Paribas on
an annual basis through review of their annual assurance reports, supplemented by the view of the Manager’s
Operational Risk function.
System of internal controls
Audit Committee report continued
44
The North American Income Trust plc Annual Report 2025
Audit Committee report continued
The Board has established an ongoing process for
identifying, evaluating and managing the principal and
new or emerging risks faced by the Company, as set out
on pages 24-26. The process accords with the FRC’s
guidance on Risk Management, Internal Control and
Related Business and Financial Reporting published in
September 2014. The system was in operation throughout
the year and up to the date of this report and is designed
to mitigate the specific risks faced by the Company,
taking account of the nature of the Company’s reliance
on its service providers and their internal controls. The
system therefore manages rather than eliminates the risk
of failure to achieve the Company’s business objectives
and provides reasonable, but not absolute assurance
against material misstatement or loss.
The key components of the internal control framework
include:
• clearly defined investment criteria which specify levels
of authority and exposure limits. The Board reviews
reports on compliance with the criteria on a monthly
basis;
• regular reporting which allows the Board to assess
the Company’s financial position. The management
accounts and forecasts are reviewed by the Board
at each meeting;
• contractual agreements with the Manager and
prior manager and other service providers. The
Management Engagement Committee reviews
performance levels and adherence to relevant
provisions of the agreements on a regular basis
through reports received and conducts a formal
evaluation of the overall level of service provided at
least annually;
• review of controls at the Manager and prior manager
and other third-party service providers, complementing
the review of their performance and contracts by the
Management Engagement Committee, as set out on
page 46.
The Board receives quarterly reporting from the
Manager and prior manager and depositary and
reviews annual assurance reports on the effectiveness
of the control environments at the Company’s key
service providers; and
• review of additional reporting provided by:
– the Manager’s Operational Risk function on the
control environment in operation at the Manager
and their view of the control environments in place
at the third-party service providers used by the
Company;
– the Manager’s Internal Audit function on areas of
operation which are relevant to the Company, and;
– the prior manager’s risk, internal audit and
compliance functions on areas of operation relevant
to the Company.
The Committee has reviewed the Company’s system
of internal controls for the year ended 31 January 2025.
Following its review, it determined and reported to the
Board that it had not identified any failings or weaknesses
relating to the Company that were determined as
significant.
Internal audit function
Systems are in operation to safeguard the Company’s
assets and shareholders’ investments, to maintain
proper accounting records and to ensure that financial
information used within the business, or published,
is reliable. Being an investment company with no
employees, all executive activities are delegated to
service providers, principally among them, the Manager,
Janus Henderson. The Board places reliance on the
Company’s framework of internal control and the
Committee’s view on reporting received from specific
second and third line of defence teams at the Manager.
The Manager’s Operational Risk team supports the
Committee in considering the independently audited
reports on the effectiveness of internal controls in place at
the Company’s service providers. The Manager’s Internal
Audit department provides regular reporting to the Board
on operations at the Manager and presents at least
annually to the Committee. The prior manager’s
operational risk and internal audit functions also provided
regular reports to the Board. The Board has therefore
concluded that it is not necessary at the present time
for the Company to have its own internal audit function.
Karyn Lamont
Chair of the Audit Committee
17 April 2025
Strategic report Governance
Financial
statements
Additional
information
45
The North American Income Trust plc Annual Report 2025
Governance
MEC effectiveness review
The activities of the MEC were considered as part of
the Board effectiveness review, with the conclusion
that the MEC continues to be effective in its operation.
Activities during the year
In discharging its duties over the course of the year,
the MEC considered:
• the Company’s investment performance over the
short, medium and longer term, taking account of the
performance of competitors in the AIC peer groups,
the Company’s share price total return, NAV total return,
dividend growth, dividend yield and discount;
• the performance of all advisors engaged in the
transition to a new Manager;
• the quality of the company secretarial service and
independence of the corporate secretary from the
Manager and prior manager, noting the processes
and procedures in place to separate functions within
the Manager;
• the quality of other services provided by the Manager
and prior manager, including shareholder relations,
promotional activities and fund accounting;
• the quality and experience of the teams involved in
managing all aspects of the Company’s business,
including sub-contracted administration, reporting
services and internal controls;
• total fees and costs incurred by the Company in
comparison with the fee structures of its competitors
in the AIC peer group, and other JHI investment
companies;
• the key clauses of the management agreement,
how the prior manager had fulfilled these, and changes
to be made to the management agreement under
a new Manager. The MEC’s review of the terms of the
new agreement covered the services rendered, level
and structure of fees payable, length of notice period
and general best practice provisions; and
• the performance and fees of the Company’s other
third-party service providers, including the broker,
depositary, custodian, registrar, lawyers, and any
instructions for ad hoc work from external professional
agents.
The Committee discussed the new partnership of Jeremiah
Buckley and Fran Radano as joint portfolio managers,
once Fran joined JHI, and their support from the JHI North
American Equities team. The purpose was to provide
confidence and assurance of the strength of the new
investment process and the sustainability of combined
investment performance delivered by the new portfolio
management team. The third party providers in place
under the prior manager were the same as those
currently in place. The Depositary agreement is a tripartite
agreement between the Depositary, Company and
Manager, so a new agreement was entered into as a
result of the transition, but on the same terms as those
previously applying. All other service provider agreements
remained in place as they were under the prior manager.
Continued appointment of the
Manager and other service providers
The Board considers the arrangements for the provision
of investment management and other services to the
Company on an ongoing basis. Following completion
of the annual review and on the MEC’s recommendation,
it is the Board’s opinion that the continuing appointment
of the Manager and other service providers on the existing
terms is in the interests of the Company and its
shareholders as a whole.
Charles Park
Chair of the Management Engagement Committee
17 April 2025
Management Engagement Committee report
The Chair of the Management
Engagement Committee (“MEC”),
Charles Park, reports to shareholders
on the year to 31 January 2025.
Membership
All directors are members of the MEC, which is chaired
by the Chair of the Board.
Meetings
The MEC met formally once during the year.
Roles and responsibilities
The MEC reviews the management agreement and
monitors the performance of the Manager in respect
of its investment, company secretarial, financial
reporting, administration, sales, marketing and
support services and how those impact the
performance of the Company. The MEC is also
responsible for evaluating the overall performance
of the Company’s third-party service providers.
The MEC’s purpose is to ensure the services
and fees paid to the Manager and other service
providers are consistent with the successful delivery
of the Company’s long-term strategy and that each
service provider’s continuing appointment is in the
best interests of the Company.
The MEC reports to the Board and its responsibilities
are set out in formal terms of reference which are
reviewed at least annually and amended as
appropriate.
46
The North American Income Trust plc Annual Report 2025
The below activities, which will be undertaken by the NC
in future, were considered by the full Board for the year
ended 31 January 2025.
Activities during the year
In discharging its duties over the course of the year,
the Board considered and approved:
• composition of the Board and each of its committees,
taking account of the contribution of the skills,
experience and knowledge of each director to the
success of the Company, and using the Board’s skills
matrix as a guide to collective competencies and
experiences on the Board;
• directors’ and the Chair’s tenure policy, giving
consideration as to whether the Board retained a
sufficient balance of tenure and rotation without
losing the collective experience of the Company
and its activities;
• independence of the directors, taking account of
the directors’ other commitments, in line with the
guidelines established by the AIC Code;
• time commitment required of the directors, in the
context of their other business commitments and
appointments, and whether this had been sufficient
over the course of the year to meet the time
commitments required of the Company;
• reviewing the directors’ remuneration policy to
be included in the directors’ remuneration report;
• reviewing directors’ fees for the financial year ahead
and considering the directors’ expenses policy and
how expenses should be recovered;
• succession planning for appointments to the Board
which in the year was concerned with the appointment
of a new director, following the retirement of Dame
Susan Rice culminating with the decision to appoint
Bulbul Barrett with effect from 1 May 2025;
• the criteria for future Board appointments and the
methods of recruitment, selection and appointment;
• review of the diversity policy; and
• the effectiveness and contribution of the directors
standing for election and re-election at the
forthcoming AGM.
Succession planning and diversity policy
When considering tenure policy and succession, the Board
bears in mind the balance of skills, knowledge, experience
and diversity of the Board. The aim is to achieve a non-
executive board with the competence and engagement
to oversee the Company’s investment objective and
operations, whilst aligning with various governance
guidelines. Individual performance and the contribution
of each director remain an integral element of the
Company’s approach.
The Board also reviews the directors seeking re-election.
Re-election is not automatic and follows a process
of evaluation of each director’s performance and
consideration of the director’s independence, as well
as the mix of skills and experience of the current Board
members. As part of this process, the Board considers
the time commitment of the directors, including
other business commitments and appointments.
Consideration is given to diversity of gender, social and
ethnic backgrounds, cognitive and personal strengths
and experience in the collective board make-up and
in agreeing future appointments.
Board effectiveness review
The Chair led the annual performance review.
The evaluation was conducted by way of a discussion
between the Chair and each individual director on
a variety of topics, and the outcomes were presented
to the Board. The evaluation addressed board and
committee meetings, board composition, board
dynamics and culture, individual contribution, priorities
for the future and relationship with key service providers.
The Senior Independent Director undertook the review of
the Chair and discussed the leadership and effectiveness
of the Chair with each director.
The review concluded that all directors remain
independent in character and judgement and there
is a good balance of skills and experience on a Board
that encourages diversity of thought and competencies.
There is an orderly succession plan for appointments
going forward to maintain an appropriate balance of
skills and experience.
Other governance undertaken
The Board decided during the year to
form a Nominations Committee (‘NC’),
to be chaired by Charles Park, which will
report separately to shareholders in future.
Membership
The NC is chaired by the Chair of the Board, except
when the Chair’s effectiveness, successor or fees are
being considered. All directors are members of the NC.
Meetings
The NC will meet at least annually, with further
meetings scheduled when required. In the year
under review the NC held one meeting.
Roles and responsibilities
The NC is responsible for reviewing Board succession
planning, diversity and tenure policy, ensuring
annual effectiveness reviews are carried out,
discussing the outcomes from those reviews and
making recommendations to the Board accordingly,
advising the Board on the proposed election and
re-election of directors ahead of AGMs, reviewing
Board composition and leading the search for
candidates to fill roles, taking into consideration the
balance of skills, knowledge, experience and diversity
of the Board.
The NC is also responsible for reviewing Board
remuneration, which includes the costs and expenses
associated with the Board, reporting of Board
remuneration and policy and future directors’ fees.
Strategic report Governance
Financial
statements
Additional
information
47
The North American Income Trust plc Annual Report 2025
Governance
External commitments
Each director’s external interests and appointments were
carefully considered in respect of the time available and
their commitment to the Company, and no concerns were
identified for any of the non-executive directors, including
those with accentuated roles.
Board conclusions
The Board concluded that:
• each director provides a constructive contribution
to the affairs of the Company and brings different
qualities to the Board;
• the Board has an effective committee structure, which
will be enhanced by the introduction of a Nominations
Committee, and the committees continue to support
the Board efficiently in fulfilling its duties;
• no director is ‘overboarded’ under the FRC’s guidelines
or in any practical way, and each director continues
to dedicate the time required to fulfil their duties to the
Company effectively, including for any non-standard
activities such as the recent change of Manager which
took up substantial additional time and effort;
• the Board’s size and composition remain appropriate
for the Company and the Board retains, and will retain,
a good balance of skills and business experience, as
set out on pages 34-35;
• the Board continues to operate effectively; and
• each director merits nomination for election or
re-election by shareholders as appropriate and
was duly recommended for shareholder election/
re-election at the forthcoming AGM.
Board diversity at 31 January 2025
The UK Listing Rules of the FCA now require companies
to report on whether they have met the following targets
on board diversity: that at least 40% of the individuals on
the board are women, at least one of the senior positions
on the board is held by a woman and at least one member
of the board is from a minority ethnic background. As at
31 January 2025, the Company had met two of these
requirements. Two of the four directors are women and
one of the women holds a senior position, being the Audit
Committee Chair.
In accordance with UK Listing Rule 6 Annex 1R(1) and (2),
and using the AIC’s definitions, the Board provides the
following information about its diversity:
The Board will aim to ensure it comprises individuals with
diverse and complementary thought, skills and experience
to meet the Company’s objectives. The directors confirm
that, in all the activities of the Board and its committees,
there will be no discrimination on the grounds of gender,
race, ethnicity, religion, sexual orientation, age, physical
ability or socioeconomic background.
Charles Park
Chair of the Management Engagement Committee
17 April 2025
Gender identity and sex
at 31 January 2025
Number of
directors
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Men 2 50%
Women 2 50%
Total 4 100%
Not applicable
– see note
1
Ethnic background
at 31 January 2025
Number of
directors
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
White British or other
White (including
minority white groups) 4 100% Not applicable
Total 4 100%
Notes:
1 This column is not applicable as the Company is externally managed
and does not have executive management functions, specifically the
roles of CEO and CFO. The Board considers that chairing the Board, its
permanent committees and the role of senior independent director
are all senior positions in an investment company context. Accordingly,
the Chair of the Board and of the Management Engagement Committee
and the Senior Independent Director are men. The Audit Committee
Chair is a woman. These positions are currently held by individuals who
consider themselves ‘White British or Other White (including minority
white groups)’.
The information included in the above tables has been obtained through
questionnaires completed by the individual directors. The categories for
ethnic groups which are not represented on the Board are not included
in the ethnic background table.
Other governance undertaken continued
48
The North American Income Trust plc Annual Report 2025
The Remuneration Policy (the “Policy”) sets out the
principles applied in the remuneration of the Company’s
directors. Shareholders last approved the Remuneration
Policy at the June 2023 AGM and it will next be put to them
at the AGM in June 2026. The Board may amend the level
of remuneration paid to individual directors only within the
parameters of the Policy. In determining the Remuneration
Policy, the Board takes account of factors which it deems
necessary including relevant legal and regulatory
requirements, and the provisions and recommendations
of the AIC Code of Corporate Governance.
The Board’s approach is that fees payable to the
directors should:
• reflect the time spent by them on the Company’s affairs;
• reflect the responsibilities borne by them as directors;
• be sufficient to promote the long-term success of the
Company and comparable to the remuneration paid
by other investment trusts of a similar size with a similar
capital structure and investment objective; and
• not exceed a current aggregate remuneration limit of
£250,000 per annum.
Annual report on implementation
As the Company has no employees and the Board
comprises entirely non-executive directors, the Board
has not established a separate remuneration committee.
Directors’ remuneration is determined by the entire
Board within the parameters of the Policy approved
by shareholders. The Board reviews directors’ fees and
makes recommendations as to the appropriate level
of fees. This review will be undertaken by the newly
established Nominations Committee going forward.
During the year the directors reviewed the fees paid by
other investment companies in the AIC North America
sector (the Company’s peer group), and those paid by
other investment trusts managed by Janus Henderson.
The directors also took into consideration the time
commitment required of the role which has grown
substantially in recent years, as a result of regulation,
governance practice and level of corporate activity.
Following careful consideration, the Board agreed an
increase in directors’ fees as set out in the table below.
Rate from
1 February
2025
Rate from
1 February
2024
%
increase
Chair of the Board 45,000 42,000 7.1
Chair of Audit Committee
(‘AC’) (separate role) 36,000 32,500 10.8
Senior Independent
Director (‘SID’)
(separate role) 34,000 32,000 6.3
Director 32,000 30,000 6.7
The Board believes that both the individual remuneration
and the aggregate fee levels take account of the needs
of an engaged non-executive board of experienced
practitioners in the sector with broad, relevant experience
for the Company. The fee payable to the Audit Chair
has been increased at a higher rate due to the increased
workload associated with the role and the fact that recent
increases to the fees for that role have lagged those
applied to other Board roles.
There have been no other major decisions on directors’
remuneration or any other changes to the remuneration
paid to each individual director in the year under review.
There will be no significant change in the way that the
remuneration policy will be implemented in the course
of the new financial year.
Directors’ remuneration report
Remuneration policy
Directors are remunerated in the form of fees which
are payable quarterly in arrears. No director is eligible
to receive bonuses, pension benefits, share options or
other benefits and no long-term incentive schemes
are in place. The directors may be reimbursed for
all reasonable and properly documented expenses
incurred in the performance of their duties and
may be eligible to receive additional remuneration,
in specific circumstances, for services which go
beyond the ordinary duties of a non-executive
director. The level of remuneration paid to each
director is reviewed annually, particularly in terms
of whether the Policy supports the Company’s
long-term sustainable success, though such review
will not necessarily result in a change to the rates.
The review incorporates analysis of up-to-date
information about remuneration in other companies
of comparable scale and complexity, in order to
avoid and manage conflicts of interest in determining
fee levels and reflects the actual responsibilities and
roles borne by directors.
Shareholders’ views
Any feedback from shareholders on the fees paid to
directors would be taken into account by the Board
when reviewing remuneration policy and levels.
Letters of appointment
All directors are appointed under a letter of
appointment, which is an engagement for services
and not a contract for employment. The appointment
may be terminated at any time by written notice,
with no compensation payable. The Company
has no executive directors or employees.
Recruitment principles
All directors, including any new appointments to
the Board, are paid at the same rate. The Chair of
the Board, Senior Independent Director and the Chair
of the Audit Committee are paid a higher fee in
recognition of their additional responsibilities. When
the roles of Senior Independent Director and Chair of
the Audit Committee are carried out by the same
individual, remuneration is paid accordingly to
reflect the duties of both roles.
The Chair of the Board, the Senior Independent Director
and Audit Committee Chair do not participate in
decisions to determine their own remuneration.
Strategic report Governance
Financial
statements
Additional
information
49
The North American Income Trust plc Annual Report 2025
Governance
Directors’ remuneration report continued
Directors’ interests in shares (audited)
The interests of the directors and persons closely
associated with them in the shares of the Company at
the beginning and end of the financial year are shown
in the table. Directors are not required to hold shares of
the Company by way of qualification.
Since the year end, Charles Park has purchased
an additional 23,000 shares in the Company.
Ordinary shares of 5p each
31 January
2025
31 January
2024
Charles Park 517,500 11,000
Patrick Edwardson 480,000 30,000
Karyn Lamont 3,000 3,000
Susannah Nicklin 6,015 3,577
Performance of the Company
The graph below compares the share price total return of the Company’s shares over the ten-year period ended
31 January 2025 with the return from the Russell 1000 Value and S&P High Yield Dividend Aristocrats Indices on the
same basis in Sterling terms, assuming the investment of £100 on 31 January 2015 and reinvestment of all dividends
and income (excluding dealing expenses).
Total return performance for 10 years to 31 January 2025
Jan
2021
Jan
2022
Jan
2023
Jan
2024
Jan
2016
Jan
2017
Jan
2018
Jan
2019
Jan
2020
Jan
2015
Jan
2025
350
300
200
100
50
150
250
0
Share Price Russell 1000 Value S&P High Yield Dividend Aristocrats
Sources: Morningstar Direct and LSEG Datastream
Directors’ remuneration (audited)
The remuneration paid to the directors who served during the years ended 31 January 2025 and 31 January 2024 is
as follows:
Year ended
31 Jan 2025
Total fees
£
Year ended
31 Jan 2024
Total fees
£
Year ended
31 Jan 2025
Taxable
benefits
†
£
Year ended
31 Jan 2024
Taxable
benefits
†
£
Year ended
31 Jan 2025
Total fees
and benefits
£
Year ended
31 Jan 2024
Total fees
and benefits
£
Charles Park
1
37,262 28,500 403 1,238 37,665 29,738
Patrick Edwardson
2
31,187 28,500 1,430 667 32,617 29,167
Karyn Lamont
3
32,470 31,000 2,298 367 34,768 31,367
Susannah Nicklin 29,973 28,500 638 5,531 30,611 34,031
Dame Susan Rice
4
16,450 38,500 5,596 10,826 22,046 49,326
Total 147,342 155,000 10,365 18,629 157,707 173,629
Notes:
The table above omits other columns set out in the relevant regulations because no payments of other types such as performance related pay, vesting
performance related pay and pension-related benefits were made.
1 Chair and highest paid director
2 SID
3 AC Chair
4 Retired from the Board on 21 June 2024
† Reimbursement of travel expenses to attend board business. The expenses are reimbursed through payroll and in certain circumstances are subject to
personal taxation and national insurance which are ‘grossed up’. No other remuneration or compensation was paid or payable by the Company during
the year to any of the current or former directors or third parties specified by any of them.
50
The North American Income Trust plc Annual Report 2025
Annual change in directors’ remuneration
The table below sets out the annual percentage change
1
in fees over the previous five years for each Company director
who has served for at least two complete financial years.
Director
Year to
31 Jan 2025
%
Year to
31 Jan 2024
%
Year to
31 Jan 2023
%
Year to
31 Jan 2022
%
Year to
31 Jan 2021
%
Charles Park
2
9.1 9.6 8.3 6.7 –
Patrick Edwardson
3
8.8 9.6 n/a n/a n/a
Karyn Lamont 4.8 8.8 7.5 6.0 –
Susannah Nicklin 7.1 9.6 8.3 6.7 –
1 Comparative percentages reflect changes to the salary which would have been payable for a full year.
2 The increase in Charles Park’s fees in the year to 2025 reflect the percentage change in fees payable to the role of Chair for a full year, following his
appointment to that role on 21 June 2024.
3 Appointed as a director on 1 July 2022. The increase in Patrick Edwardson’s fees in the year to 2025 reflect the percentage change in fees payable to
the role of Senior Independent Director for a full year, following his appointment to that role on 21 June 2024.
Relative importance of spend on pay
In order to show the relative importance of expenditure on pay, the table below sets out the total level of remuneration
compared to the distributions to shareholders by way of dividends. A total of 13,990,660 shares were bought back
during the year. There were no other significant distributions, payments or other uses of the Company’s net return or
cash flow deemed to assist in the understanding of the relative importance of spend on pay.
2025
£
2024
£
2020
£
1 Year
Change
£
1 Year
Change
%
5 Year
Change
£
5 Year
Change
%
Total remuneration paid
to directors
1
147,342 155,000 123,500 (7,658) -4.9 23,842 19.3
Ordinary dividends paid
during the year
15,714,041 19,254,868 12,372,369 (3,540,827) -18.4 3,341,672 27.0
1 Remuneration will fluctuate due to the number of directors in any one year.
Statement of voting at annual general meeting
A binding ordinary resolution adopting the directors’
remuneration policy was approved at the AGM held in
June 2023. The votes cast by proxy were as follows:
% of votes
cast
For 99.2
Against 0.5
Votes withheld 155,013
A non-binding ordinary resolution adopting the directors’
remuneration report was approved at the AGM held in
June 2024. The votes cast by proxy were as follows:
% of votes
cast
For 99.3
Against 0.5
Votes withheld 372,024
On behalf of the Board
Charles Park
Chair
17 April 2025
Directors’ remuneration report continued
Strategic report Governance
Financial
statements
Additional
information
51
The North American Income Trust plc Annual Report 2025
Governance
Directors’ report
The directors present their report and the
audited financial statements of the Company
for the year ended 31 January 2025. The
Company is a public limited company
registered and domiciled in Scotland with
company number SC005218. It was active
throughout the year. The Snapshot of our
Portfolio on pages 12-13, Corporate
Governance Report and each committee’s
report on pages 36-48, Statement of
Directors’ Responsibilities on page 54 and
the additional information on pages 81-92
form part of the Directors’ Report.
Share capital
As at 31 January 2025 the Company’s paid-up share
capital comprised 126,923,569 ordinary shares of 5p each,
of which 3,561,882 shares were held in treasury. Holders of
the Company’s shares are entitled to one vote for every
share. Shares in treasury do not carry voting rights. The
number of voting rights in the Company was therefore
123,361,687 as at 31 January 2025. At the start of the year
under review, share capital comprised 137,352,347 ordinary
shares with no shares held in treasury.
The directors seek annual authority from shareholders to
allot new shares, to disapply pre-emption rights of existing
shareholders and to buy back shares for cancellation or
to be held in treasury. At the AGM held on 21 June 2024,
shareholders authorised the directors to allot up to
13,267,731 ordinary shares (with a nominal value of
£663,387 and representing 10% of issued share capital)
for cash, and to repurchase up to 19,803,320 shares
(with a nominal value of £990,166 and representing 14.99%
of issued share capital) for cancellation or to be held in
treasury, where the Company’s shares trade at a discount
to NAV. The authority to allot and repurchase shares
expires at the earlier of 15 months from the date of the
passing of the resolution and the next AGM in June 2025.
No shares have been issued under this authority.
During the year to 31 January 2025, the Company
repurchased 10,428,778 shares with a nominal value
of £521,438 for cancellation and 3,561,882 shares with
a nominal value of £178,094 to hold in treasury under
such AGM authority at a total cost including expenses
of £43,674,000, constituting 11.2% of issued share capital
at the beginning of the year (excluding treasury shares).
As at 14 April 2025, being the latest practicable date prior
to publication of the Annual Report, a total of 11,467,480
shares have been bought back under this AGM authority,
with a nominal value of £573,374.
Since the year end and as at 14 April 2025, 3,633,977
shares have been repurchased to be held in treasury,
with a nominal value of £181,699. A total of 5,613,733 shares
are held in treasury and total share capital remains at
126,923,569 ordinary shares.
There are no restrictions concerning the transfer of
securities in the Company, no special rights with regard
to control attached to securities, no restrictions on voting,
no agreements between holders of securities regarding
their transfer known to the Company and no agreement
to which the Company is party that affects its control
following a takeover bid. Where they exist, the revenue
profits of the Company (including accumulated revenue
reserves) are available for distribution by way of dividends
to the holders of the shares. Upon a winding up, after
meeting the liabilities of the Company, the surplus assets
would be distributed to the shareholders pro rata to their
holding of shares.
Holdings in the Company’s shares
Declarations of interests in the voting rights of the
Company as at 31 January 2025 in accordance with
the Disclosure Guidance and Transparency Rules were
as follows:
% of voting
rights
Rathbones Group 12.0
RBC Brewin Dolphin 6.6
1607 Capital Partners LLC 5.0
Canaccord Genuity Wealth Management 5.0
Saba Capital Management LP 5.0
Allspring Global Investments 4.1
Charles Stanley 3.6
EFG Harris Allday 3.3
WM Thomson 3.2
There have been no changes notified since the financial
year end.
Related-party transactions
The Company’s transactions with related parties in the
year were with the directors and the Manager (current
and former). There were no material transactions
between the Company and its directors during the year
other than amounts paid to them in respect of
remuneration and expenses, for which there were no
outstanding amounts payable at the year end. Directors’
shareholdings in the Company are disclosed on page 50.
In respect of the provision of services by Janus Henderson,
other than fees payable by the Company in the ordinary
course of business, the facilitation of marketing activities
with third parties, and the cost contribution by the
Manager to the cost of transition, there were no material
transactions with the Manager affecting the financial
position of the Company during the year under review.
More details on transactions with the Manager, including
amounts outstanding at the year end, are given in note 21
on page 80.
52
The North American Income Trust plc Annual Report 2025
Directors’ report continued
Other information and future
developments
Information is detailed in the Strategic Report regarding
the fourth interim dividend, future developments, financial
risks and instruments. The principal financial risks and the
Company’s policies and procedures for managing these
risks are set out in note 18 to the financial statements on
pages 74-78. The Company’s environmental statements
are set out in the Strategic Report on pages 16-18.
The directors of the Company and their other
appointments are listed on pages 34-35. All directors
in office at the date of this Annual Report are standing
for re-election at the AGM on 3 June 2025. Bulbul Barrett,
who will be appointed to the Board on 1 May 2025, will
stand for election at the AGM. Information on directors’
insurance and indemnification is given on page 40.
Directors’ beneficial interests and those of their connected
persons in the securities of the Company are on page 50.
Each director in office at the date of approval of this
report confirms that to the best of their knowledge and
belief, there is no information relevant to the preparation
of the Annual Report of which the Company’s auditors are
unaware and that they have taken all the steps a director
might reasonably be expected to have taken to be aware
of relevant audit information and to establish that the
Company’s auditor is aware of that information.
UK Listing Rule 6.6.4 requires the Company to include
certain information in a single identifiable section of the
Annual Report or a cross-reference table indicating where
the information is set out. There are no disclosures to be
made in this regard.
Annual general meeting (“AGM”)
Shareholders are invited to attend our AGM at 12.30 pm
on Tuesday, 3 June 2025 at 201 Bishopsgate, London EC2M
3AE. If shareholders prefer to attend virtually, we welcome
you to join by conferencing software Zoom. Attending
either in person or by Zoom will allow you to watch a
presentation from your Fund Managers and ask questions.
To join the AGM by videoconference, please visit
www.janushenderson.com/nait-agm to register.
Voting will be carried out on a poll among those physically
present at the meeting. We are not able to offer live voting
by Zoom, so we encourage all shareholders, particularly
those who are not able to attend in person, to submit their
votes via proxy, ahead of the deadline of 12.30 pm on
Friday, 30 May 2025. Voting on a poll gives all shareholders
the opportunity to participate in the decision-making of
the Company and have their votes recorded in proportion
to the number of shares they own. The results of the poll
will be published on the Company’s website later in
the day.
The Board is keen to have as high a voting participation
as possible, including from private investors. Investors
holding shares through share dealing platforms,
such as Hargreaves Lansdown, Halifax Share Dealing
and Interactive Investor, may find this link, which
outlines how you can vote your shares, useful:
www.theaic.co.uk/how-to-vote-your-shares.
If you are an institutional investor, you may be able to
appoint a proxy electronically via the Proxymity platform.
For further information regarding Proxymity, please go to
www.proxymity.io. Your proxy must be lodged by 12.30 pm
on Friday, 30 May 2025 to be valid.
The Notice of AGM is on pages 82-83, together with
an explanation of each resolution. If shareholders would
like to submit any questions in advance of the AGM, you
are welcome to send these to the corporate secretary
at itsecretariat@janushenderson.com.
Reappointment of auditor
PricewaterhouseCoopers LLP has indicated willingness
to continue in office as auditors to the Company, and
resolutions 9 and 10 proposing their reappointment
and authorising the Audit Committee to determine
their remuneration for the ensuing year will be put to
shareholders at the AGM. Further information about
their reappointment can be found in the Audit Committee
Report on pages 41-45.
Voting recommendation
Your Board considers that the resolutions to be proposed
at the AGM are in the best interests of the shareholders as
a whole. The Board recommends that shareholders vote
in favour of each resolution, as the directors intend to do
in respect of their own beneficial holdings.
This Directors’ Report has been approved by the Board.
By order of the Board
Janus Henderson Secretarial Services UK Limited
Corporate Secretary
17 April 2025
Strategic report Governance
Financial
statements
Additional
information
53
The North American Income Trust plc Annual Report 2025
Governance
Statement of directors’ responsibilities
The directors are responsible for preparing
the Annual Report and the financial
statements in accordance with applicable
law and regulations.
Company law requires the directors to prepare financial
statements for each financial year. The directors have
prepared the financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice
(United Kingdom Accounting Standards comprising FRS
102, the financial reporting standard applicable in the
United Kingdom and Republic of Ireland and applicable
law). Under company law the directors must not approve
the financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of
the Company and of the profit or loss of the Company
for that year.
In preparing these financial statements, the directors
are required to:
• select suitable accounting policies and then apply
them consistently;
• make judgements and accounting estimates that are
reasonable and prudent;
• state whether applicable UK accounting standards
have been followed, subject to any material departures
disclosed and explained in the financial statements; and
• prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
Company will continue in business.
The directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Company
and enable them to ensure that the financial statements
and Directors’ Remuneration Report comply with the
Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence for
taking reasonable steps for the prevention and detection
of fraud and other irregularities.
The directors consider that the Annual Report, 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.
Directors’ responsibility statement
Each director, as listed on pages 34-35, confirms that,
to the best of their knowledge:
• the financial statements, which have been prepared in
accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting
Standards comprising FRS 102 and applicable law)
give a true and fair view of the assets, liabilities,
financial position and return of the Company; and
• the Strategic Report includes a fair review of the
development and performance of the business
and the position of the Company, together with a
description of the principal risks and uncertainties
that it faces.
On behalf of the Board
Charles Park
Chair of the Board
17 April 2025
54
The North American Income Trust plc Annual Report 2025
Financial statements
In this section
56 Independent auditors’ report to the members
of The North American Income Trust plc
62 Statement of comprehensive income
63 Statement of changes in equity
64 Statement of financial position
65 Statement of cash flows
66 Notes to the financial statements
Strategic report Governance
Financial
statements
Additional
information
55
The North American Income Trust plc Annual Report 2025
Financial
statements
Independent auditors’ report to the
members of The North American Income Trust plc
Report on the audit of the financial statements
Opinion
In our opinion, The North American Income Trust plc’s financial statements:
• give a true and fair view of the state of the Company’s affairs as at 31 January 2025 and of its return and cash flows
for the year then ended;
• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice
(United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the
UK and Republic of Ireland”, and applicable law); and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report, which comprise: the Statement of
Financial Position as at 31 January 2025; the Statement of Comprehensive Income, the Statement of Changes in Equity
and the Statement of Cash Flows for the year then ended; and the notes to the financial statements, which include a
description of the significant accounting policies.
Our opinion is consistent with our reporting to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
Independence
We remained independent of the Company in accordance with the ethical requirements that are relevant to our audit
of the financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest
entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard
were not provided.
We have provided no non-audit services to the Company in the period under audit.
Our audit approach
Context
The North American Income Trust plc is an Investment Trust company listed on the London Stock Exchange and invests
predominantly in US equities. The operations of the Company are located in the UK and US. We focus our audit work
primarily on the valuation and existence of investments and income from and gains/losses on investments.
Overview
Audit scope
• The Company is a standalone Investment Trust company and engages with Janus Henderson Fund Managers UK
Limited as AIFM and Manager of the North American Income Trust, effective from 1 August 2024. Prior to that date,
the AIFM of the Company was abrdn Fund Managers Limited.
• We conducted our audit of the financial statements using information from the AIFM, the Depositary and the
Administrator to whom the AIFM has engaged to provide certain administrative services.
• 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 AIFM and the Administrator
and adopted a fully substantive testing approach using reports obtained from the AIFM and the Administrator.
Key audit matters
• Income from and gains/losses on investments
• Valuation and existence of investments
Materiality
• Overall materiality: £4,678,000 (2024: £4,364,000) based on 1% of Net Assets.
• Performance materiality: £3,508,000 (2024: £3,273,000).
56
The North American Income Trust plc Annual Report 2025
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the
financial statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the
audit of the financial statements of the current period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) identified by the auditors, including those which had the greatest effect on:
the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team.
These matters, and any comments we make on the results of our procedures thereon, were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
This is not a complete list of all risks identified by our audit.
Ability to continue as a going concern (Continuation Vote), which was a key audit matter last year, is no longer included
because of there is no continuation vote in the current year and therefore there is no doubt over the going concern as
a result of this. Otherwise, the key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Income from and gains/losses
on investments
Refer to Note 2 Accounting policies,
Note 4 Income and Note 11 Investments
at fair value through profit or loss.
We focused on the accuracy,
occurrence and completeness of
investment income as incomplete
or inaccurate income could have a
material impact on the Company’s
net asset value.
We also focused on the accounting
policy for 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 performed testing to check that
income had been accounted for in accordance with the stated accounting
policy. We found that the accounting policies implemented were in accordance
with accounting standards and the AIC SORP, and that income has been
accounted for in accordance with the stated accounting policy.
The gains/losses on investments held at fair value comprise of realised and
unrealised gains/losses. For unrealised gains/losses, we tested the valuation
of the portfolio at the year-end, together with testing the opening to closing
reconciliation of investments. For realised gains/losses, we tested a sample
of disposal proceeds by agreeing the proceeds to bank statements and we
re-performed the calculation of a sample of realised gains/losses.
In addition, we tested the accuracy of dividend receipts by agreeing
the dividend rates from investments to independent market data.
We tested occurrence by testing that all dividends recorded in the year had
been declared in the market.
We also tested the allocation and presentation of 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 assessing the treatment applied
in the context of the underlying facts and circumstances of a sample of special
dividends, US REIT income and written options premiums.
No material misstatements were identified from this testing.
Valuation and existence
of investments
Refer to the Note 2, Accounting policies
and Note 11 Investments at fair value
through profit or loss.
The investment portfolio at 31 January
2024 comprised listed investments
of £504 million. We focused on the
valuation and existence of investments
because investments represent the
principal element of the net asset value
of the Company as disclosed in the
Statement of Financial Position in the
financial statements.
We tested the valuation of all listed investments by agreeing the prices used
in the valuation to independent third-party sources.
We tested the existence of all investments by agreeing the holdings of all
investments to an independent confirmation from the Depositary, BNP Paribas
as well as testing written options to broker statements.
No material misstatements were identified from this testing.
Independent auditors’ report continued
Strategic report Governance
Financial
statements
Additional
information
57
The North American Income Trust plc Annual Report 2025
Financial
statements
Independent auditors’ report continued
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 is a standalone authorised, closed ended investment company that has outsourced the management
and safekeeping of its assets to the AIFM and BNP Paribas respectively. The Company’s accounting is delegated to the
AIFM who provide company secretarial and administrative services. We applied professional judgement to determine
the extent of testing required over each balance in the financial statements and obtained our audit evidence, which
was substantive in nature, from the AIFM and the Administrator. As part of designing our audit, we determined
materiality and assessed the risks of material misstatement in the financial statements. In particular, we looked
at where subjective judgements are made, for example in respect of classification of special dividends and option
premium received.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the extent of the potential impact of climate
risk on the Company’s financial statements, and we remained alert when performing our audit procedures for any
indicators of the impact of climate risk. Our procedures did not identify any material impact as a result of climate risk
on the Company’s financial statements.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the
nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and
in evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Overall Company
materiality
£4,678,000 (2024: £4,364,000).
How we determined it
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 entity, and is a generally accepted auditing benchmark.
This benchmark provides an appropriate and consistent year on year basis for our audit.
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%
(2024: 75%) of overall materiality, amounting to £3,508,000 (2024: £3,273,000) 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
£233,000 (2024: £218,000) as well as misstatements below that amount that, in our view, warranted reporting for
qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the Company’s ability to continue to adopt the going concern basis
of accounting included:
• evaluating the Directors’ updated risk assessment and considering whether it addressed relevant threats;
• reviewing the Directors’ assessment of the Company’s financial position in the context of its ability to meet
future expected operating expenses and debt repayments, their assessment of liquidity as well as their review
of the operational resilience of the Company and oversight of key third-party service providers; and
• assessing the implication of significant reductions in Net Asset Value (NAV) as a result of market performance
on the ongoing ability of the Company to operate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or
conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a
going concern for a period of at least twelve months from when the financial statements are authorised for issue.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
58
The North American Income Trust plc Annual Report 2025
Independent auditors’ report continued
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the
Company’s ability to continue as a going concern.
From our work on the corporate governance statement described below, we have nothing material to add or draw
attention to in relation to the directors’ statement in the financial statements about whether the directors considered
it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our
auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent
otherwise explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency
or material misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report based on these responsibilities.
With respect to the Strategic Report and Directors’ Report, we also considered whether the disclosures required by the
UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain
opinions and matters as described below.
Strategic Report and Directors’ Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and
Directors’ Report for the year ended 31 January 2025 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 Directors’ Report.
Directors’ Remuneration
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance
with the Companies Act 2006.
Corporate governance statement
As explained in the Corporate governance report, the directors have chosen to demonstrate how the Company has met
its obligations under the UK Corporate Governance Code (‘the Code’) by reporting under the 2019 Association of Investment
Companies’ Code of Corporate Governance (‘the AIC Code’). As Such, we refer to the AIC Code where we report the
matters required under ISAs (UK) in respect of 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 Code specified by the Listing Rules 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, included within the Corporate governance report is materially consistent with the
financial statements and our knowledge obtained during the audit, and we have nothing material to add or draw
attention to in relation to:
• The directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify
emerging risks and an explanation of how these are being managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it appropriate to adopt the
going concern basis of accounting in preparing them, and their identification of any material uncertainties to the
Company’s ability to continue to do so over a period of at least twelve months from the date of approval of the
financial statements;
• The directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers
and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the Company will be able to
continue in operation and meet its liabilities as they fall due over the period of its assessment, including any related
disclosures drawing attention to any necessary qualifications or assumptions.
Strategic report Governance
Financial
statements
Additional
information
59
The North American Income Trust plc Annual Report 2025
Financial
statements
Independent auditors’ report continued
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 Code; and considering
whether the statement is consistent with the financial statements and our knowledge and understanding of the
Company and its environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements
of the corporate governance statement is materially consistent with the financial statements and our knowledge
obtained during the audit:
• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the information necessary for the members to assess the Company’s position,
performance, business model and strategy;
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control
systems; and
• The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the
Company’s compliance with the Code does not properly disclose a departure from a relevant provision of the Code
specified under the Listing Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the 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 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 or to overstate the value of investments and increase the net asset value of the Company. Audit
procedures performed by the engagement team included:
• discussions with the Directors, the AIFM and Company Secretary including consideration of known or suspected
instances of non-compliance with laws and regulations and fraud;
• reviewing relevant meeting minutes, including those of the Audit Committee and Board of Directors;
• assessment of the Company’s compliance with the requirements of section 1158 of the Corporation Tax Act 2010,
including recalculation of numerical aspects of the eligibility conditions;
• identifying and testing higher risk manual journal entries posted during the preparation of the financial statements
and incorporating an element of unpredictability around the nature, timing or extent of our testing; and
• assessing the judgements applied in respect of the treatment of special dividends, income from US and option
premium received.
60
The North American Income Trust plc Annual Report 2025
Independent auditors’ report continued
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 directors on 2 June 2020 to audit
the financial statements for the year ended 31 January 2021 and subsequent financial periods. The period of total
uninterrupted engagement is five years, covering the years ended 31 January 2021 to 31 January 2025.
Shujaat Khan
(Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Edinburgh
17 April 2025
Strategic report Governance
Financial
statements
Additional
information
61
The North American Income Trust plc Annual Report 2025
Financial
statements
Statement of comprehensive income
Notes
Year ended 31 January 2025 Year ended 31 January 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
11
Net gains/(losses) on investments – 77,132 77,132 – (25,504) (25,504)
3
Net currency (losses)/gains – (868) (868) – 1,375 1,375
4
Income 21,193 262 21,455 21,952 620 22,572
Gross revenue and capital gains/(losses) 21,193 76,526 97,719 21,952 (23,509) (1,557)
5
Investment management fee (833) (1,943) (2,776) (894) (2,088) (2,982)
7 Administrative expenses (795) – (795) (943) – (943)
Return before finance costs
and taxation 19,565 74,583 94,148 20,115 (25,597) (5,482)
6
Finance costs (343) (800) (1,143) (368) (858) (1,226)
Return before taxation 19,222 73,783 93,005 19,747 (26,455) (6,708)
8
Taxation (2,907) 646 (2,261) (3,079) 614 (2,465)
Return after taxation 16,315 74,429 90,744 16,668 (25,841) (9,173)
10
Return per Ordinary share (pence) 12.44 56.76 69.20 11.95 (18.53) (6.58)
The total column of this statement represents the profit and loss account of the Company.
All revenue and capital items in the above statement derive from continuing operations.
The accompanying notes on pages 66-80 are an integral part of the financial statements.
62
The North American Income Trust plc Annual Report 2025
Statement of changes in equity
For the year ended 31 January 2025
Share
capital
£’000
Share
premium
account
£’000
Capital
redemption
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Total
£’000
Balance at 1 February 2024 6,868 51,806 15,748 340,003 22,054 436,479
Buyback of Ordinary shares for cancellation (522) – 522 (31,701) – (31,701)
Buyback of Ordinary shares for treasury – – – (11,973) – (11,973)
Return after taxation – – – 74,429 16,315 90,744
Dividends paid (see note 9) – – – – (15,714) (15,714)
Balance at 31 January 2025 6,346 51,806 16,270 370,758 22,655 467,835
For the year ended 31 January 2024
Share
capital
£’000
Share
premium
account
£’000
Capital
redemption
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Total
£’000
Balance at 1 February 2023 7,012 51,806 15,604 373,828 24,641 472,891
Buyback of Ordinary shares for cancellation (144) – 144 (7,984) – (7,984)
Return after taxation – – – (25,841) 16,668 (9,173)
Dividends paid (see note 9) – – – – (19,255) (19,255)
Balance at 31 January 2024 6,868 51,806 15,748 340,003 22,054 436,479
The accompanying notes on pages 66-80 are an integral part of the financial statements.
Strategic report Governance
Financial
statements
Additional
information
63
The North American Income Trust plc Annual Report 2025
Financial
statements
Statement of financial position
Notes
As at
31 January
2025
£’000
As at
31 January
2024
£’000
Fixed assets
11
Investments at fair value through profit or loss 504,594 454,932
Current assets
12
Prepayments and accrued income 896 846
12
Other debtors 2,975 105
Cash at bank and in hand 5,264 21,285
9,135 22,236
Creditors: amounts falling due within one year
13
Other creditors (5,710) (1,491)
(5,710) (1,491)
Net current assets 3,425 20,745
Total assets less current liabilities 508,019 475,677
Creditors: amounts falling due after more than one year
14
Senior Loan Notes (40,184) (39,198)
Net assets 467,835 436,479
Capital and reserves
15
Called up share capital 6,346 6,868
Share premium account 51,806 51,806
Capital redemption reserve 16,270 15,748
Capital reserve 370,758 340,003
Revenue reserve 22,655 22,054
Total shareholders' funds 467,835 436,479
16
Net asset value per Ordinary share (pence) 379.24 317.78
The financial statements on pages 62-80 were approved and authorised for issue by the Board on 17 April 2025 and
were signed on its behalf by:
Charles Park
Director
The accompanying notes on pages 66-80 are an integral part of the financial statements.
64
The North American Income Trust plc Annual Report 2025
Statement of cash flows
Notes
Year ended
31 January
2025
£’000
Year ended
31 January
2024
£’000
Operating activities
Net return before taxation 93,005 (6,708)
Adjustments for:
11
Net (gains)/losses on investments (77,146) 25,410
Net losses/(gains) on foreign exchange transactions 868 (1,375)
12
Increase in dividend income receivable (52) (60)
12
Decrease/(increase) in fixed interest income receivable 2 (2)
13
Decrease in derivatives (66) (102)
12
Decrease in other debtors 32 155
13
Increase/(decrease) in other creditors 163 (53)
8
Tax on overseas income (2,261) (2,465)
6
Amortisation of senior loan note expenses 8 –
11
Accretion of fixed income book cost (44) (94)
Net cash inflow from operating activities 14,509 14,706
Investing activities
Purchases of investments (446,018) (140,765)
Sales of investments 474,976 147,854
Net cash generated from investing activities 28,958 7,089
Financing activities
9
Equity dividends paid (15,714) (19,255)
Buyback of Ordinary shares for cancellation (31,911) (7,984)
Buyback of Ordinary shares for treasury (11,973) –
Net cash used in financing activities (59,598) (27,239)
Decrease in cash at bank and in hand (16,131) (5,444)
Analysis of changes in cash at bank and in hand
Opening balance 21,285 26,699
3 Effect of exchange rate fluctuation on cash held 110 30
Decrease in cash as above (16,131) (5,444)
Closing balance 5,264 21,285
Represented by:
Cash at bank and in hand 5,264 21,285
The accompanying notes on pages 66–80 are an integral part of the financial statements.
Strategic report Governance
Financial
statements
Additional
information
65
The North American Income Trust plc Annual Report 2025
Financial
statements
1 Principal activity
The Company is a closed-end investment company, registered in Scotland No. SC005218, with its Ordinary shares being
listed on the London Stock Exchange.
2 Accounting policies
A summary of the principal accounting policies, all of which, unless otherwise stated, have been consistently applied
throughout the year and the preceding year is set out below.
a) Basis of preparation and going concern
The financial statements have been prepared in accordance with Financial Reporting Standard 102, the Companies
Act 2006 and with the Statement of Recommended Practice ‘Financial Statements of Investment Trust Companies
and Venture Capital Trusts’ issued in July 2022. The financial statements are prepared in sterling which is the functional
currency of the Company and rounded to the nearest £’000. They have also been prepared on a going concern basis
and on the assumption that approval as an investment trust will continue to be granted.
Going concern
The Company’s assets consist substantially of securities in companies listed on recognised stock exchanges and in
normal circumstances are realisable within a short timescale and which can be sold to meet funding commitments
if necessary.
The Board has set gearing limits and regularly reviews actual exposures, cash flow projections and compliance with
loan covenants.
The Company undertakes a continuation vote every three years. The last continuation vote was passed at the AGM held
in June 2024 with 89.2% of votes in favour.
The Board has considered the impact of geopolitical developments and believes that there will be a limited resulting
impact on the Company’s operational resources and existence. Given that the Company’s portfolio comprises primarily
“Level One” assets (listed on a recognisable exchange and realisable within a short timescale), and the Company’s
relatively low level of gearing, the Company has sufficient liquidity within its portfolio so as to remain within its debt
covenants and pay expenses.
Taking the above factors into consideration, the directors have a reasonable expectation that the Company has
adequate financial resources to continue in operational existence for the foreseeable future and for at least twelve
months from the date of this Report. Accordingly, the Board continues to adopt the going concern basis in preparing
the financial statements.
Significant estimates and judgements
Disclosure is required of judgements and estimates made by management in applying the accounting policies that
have a significant effect on the financial statements. There are no significant estimates or judgements which impact
these financial statements.
b) Income
Income from investments, including taxes deducted at source, is included in revenue by reference to the date on
which the investment is quoted ex dividend. Special dividends are credited to capital or revenue, according to the
circumstances. The fixed returns on debt instruments are recognised using the time apportioned accruals basis
and the discount or premium on acquisition is amortised or accreted on a straight line basis.
Interest receivable from cash and short-term deposits is recognised the time apportioned accruals basis.
c) Expenses
All expenses are accounted for on an accruals basis and are charged to the Statement of Comprehensive Income.
Expenses are charged against revenue except as follows:
• transaction costs on the acquisition or disposal of investments are charged to capital in the Statement of
Comprehensive Income;
• expenses are charged to capital where a connection with the maintenance or enhancement of the value of the
investments can be demonstrated. In this respect, the investment management fee is allocated 30% to revenue
and 70% to capital to reflect the Company’s investment policy and prospective income and capital growth.
Notes to the financial statements
For the year ended 31 January 2025
66
The North American Income Trust plc Annual Report 2025
2 Accounting policies continued
d) Taxation
The tax payable is based on the taxable profit for the year. 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 (see note 8 for a more detailed explanation).
The Company has no liability for current tax.
Deferred taxation is provided on all timing differences, that have originated but not reversed at the Statement of
Financial Position date, where transactions or events that result in an obligation to pay more or a right to pay less tax
in future have occurred at the Statement of Financial Position date, measured on an undiscounted basis and based
on enacted tax rates. This is subject to deferred tax assets only being recognised if it is considered more likely than not
that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted.
Timing differences are differences arising between the Company’s taxable profits and its results as stated in the
financial statements which are capable of reversal in one or more subsequent periods.
Owing to the Company’s status as an investment trust company, and the intention to continue to meet the conditions
required to obtain approval for the foreseeable future, the Company has not provided deferred tax on any capital gains
and losses arising on the revaluation or disposal of investments.
e) Investments
The Company has chosen to apply the recognition and measurement provisions of IAS 39 Financial Instruments:
Recognition and Measurement and investments have been designated upon initial recognition at fair value through
profit or loss. Investments are recognised and de–recognised at trade date where a purchase or sale is under a
contract whose terms require delivery within the time frame established by the market concerned, and are initially
measured at fair value. Subsequent to initial recognition, investments are measured at fair value. For listed investments,
this is deemed to be closing bid market prices. Gains and losses arising from changes in fair value and disposals
are included as a capital item in the Statement of Comprehensive Income and are ultimately recognised in the
capital reserve.
f) Borrowings
Monies borrowed to finance the investment objectives of the Company are stated at the amount of the net proceeds
immediately after issue plus cumulative finance costs less cumulative payments made in respect of the debt. The finance
costs of such borrowings are accounted for on an accruals basis using the effective interest rate method and are
charged 30% to revenue and 70% to capital to reflect the Company’s investment policy and prospective income and
capital growth.
g) Dividends payable
Interim and final dividends are recognised in the period in which they are paid.
h) Nature and purpose of reserves
Share premium account
The balance classified as share premium includes the premium above nominal value from the proceeds on issue
of any equity capital comprising Ordinary shares of 5p. This reserve is not distributable.
Capital redemption reserve
The capital redemption reserve is used to record the amount equivalent to the nominal value of any of the Company’s
own shares purchased and cancelled in order to maintain the Company’s capital. This reserve is not distributable.
Capital reserve
This reserve reflects any gains or losses on realisation of investments in the period along with any changes in fair
values of investments held that have been recognised in the Statement of Comprehensive Income. The costs of share
buybacks for treasury are also deducted from this reserve. This reserve is distributable although the amount that is
distributable is complex to determine and is not necessarily the full amount of the reserve as disclosed within these
financial statements.
Revenue reserve
This reserve reflects all income and costs which are recognised in the revenue column of the Statement of Comprehensive
Income. The revenue reserve represents the amount of the Company’s reserves distributable by way of dividend.
The amount of the revenue reserve as at 31 January 2025 may not be available at the time of any future distribution
due to movements between 31 January 2025 and the date of distribution.
Notes to the financial statements continued
Strategic report Governance
Financial
statements
Additional
information
67
The North American Income Trust plc Annual Report 2025
Financial
statements
2 Accounting policies continued
i) Foreign currency
Assets and liabilities in foreign currencies are translated at the rates of exchange ruling on the Statement of Financial
Position date. Transactions involving foreign currencies are converted at the rate ruling on the date of the transaction.
Gains and losses on the realisation of foreign currencies are recognised in the Statement of Comprehensive Income
and are then transferred to the capital reserve.
j) Traded options
The Company may enter into certain derivative contracts (e.g. writing traded options). Option contracts are accounted
for as separate derivative contracts and are therefore shown in other assets or other liabilities at their fair value.
The initial fair value is based on the initial premium which is received/paid on inception. The premium is recognised
in the revenue column over the life of the contract period. Losses on any movement in the fair value of open contracts
at the year end realised and on the exercise of the contracts are recorded in the capital column of the Statement of
Comprehensive Income. For written options, where exercised, losses are treated as a realised loss, including where
it is a component of the cost paid to acquire underlying securities on a written contract.
In addition, the Company may enter into derivative contracts to manage market risk and gains or losses arising
on such contracts are recorded in the capital column of the Statement of Comprehensive Income.
k) Cash at bank and in hand
Cash comprises cash at bank and collateral accounts at brokers. The amounts held in collateral accounts at brokers
were £362,000 with Goldman Sachs and £14,000 with UBS as at 31 January 2025.
l) Treasury shares
When the Company purchases its Ordinary shares to be held in treasury, the amount of the consideration paid, which
includes directly attributable costs, is net of any tax effect, and is recognised as a deduction from the capital reserve.
When these shares are sold subsequently, the amount received is recognised as an increase in equity, and any
resulting surplus on the transaction is transferred to the share premium account and any resulting deficit is transferred
from the capital reserve.
3 Net currency (losses)/gains
2025
£’000
2024
£’000
Gains on cash held 110 30
(Losses)/gains on Senior Loan Notes (978) 1,345
(868) 1,375
4 Income
2025
£’000
2024
£’000
Income from overseas listed investments
Dividend income 14,368 14,879
REIT income 2,191 2,817
Interest income from investments 286 567
16,845 18,263
Other income from investment activity
Traded option premiums 4,099 3,781
Deposit interest 511 528
4,610 4,309
Total income 21,455 22,572
During the year, the Company was entitled to premiums totalling £4,099,000 (2024 – £3,781,000) in exchange for
entering into option contracts. At the year end there were 4 (2024 – 6) open positions, valued at a liability of £96,000
(2024 – liability of £162,000) as disclosed in note 13. Losses realised on the exercise of derivative transactions are
disclosed in note 11. .
Notes to the financial statements continued
68
The North American Income Trust plc Annual Report 2025
5 Investment management fee
2025 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Investment management fee 833 1,943 2,776 894 2,088 2,982
Until 31 July 2024 the Company had an agreement with abrdn Fund Managers Limited (”aFML”) for the provision of
investment management, secretarial, accounting and administration and promotional activity services. Under the
terms of an agreement effective from 1 August 2024 the Company has appointed wholly owned subsidiaries of
Janus Henderson Investors to provide investment management, accounting, administrative and company secretarial
services. Janus Henderson Investors has contracted with BNP Paribas S.A. to provide accounting and administration
services.
Until 31 July the annual management fee was charged on gross assets after deducting current liabilities and borrowings
and excluding commonly managed funds (net assets), on a tiered basis. The annual management fee was charged at
0.75% of net assets up to £250 million, 0.6% between £250 million and £500 million, and 0.5% over £500 million, payable
quarterly. With effect from 1 August 2024 Janus Henderson Investors will receive an annual management fee of 0.55%
of the Company’s net asset value up to £500 million and 0.45% on net assets above £500 million, payable quarterly.
The fee is allocated 30% to revenue and 70% to capital (2024 – same). During the period £1,518,000 (2024 – £2,982,000)
of investment management fees were payable to aFML, with a balance of £nil (2024 – £755,000) being due to aFML
at the period end. During the period £1,258,000 (2024 – £nil) of investment management fees were payable to Janus
Henderson, with a balance of £845,000 (2024 – £nil) being due to Janus Henderson at the period end.
The management agreement between the Company and the Manager is terminable by either party on three months’
notice. In the event of a resolution being passed at the AGM to wind up the Company the Manager shall be entitled to
three months’ notice from the date the resolution was passed. In the event of termination on not less than the agreed
notice period, compensation is payable in lieu of the unexpired notice period.
6 Finance costs
2025 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Bank interest paid 2 6 8 33 76 109
Senior Loan Notes 338 789 1,127 333 778 1,111
Amortised Senior Loan Note issue expenses 3 5 8 2 4 6
343 800 1,143 368 858 1,226
7 Administrative expenses
2025
£’000
2024
£’000
Directors' fees 147 155
Registrar's fees 31 85
Custody and bank charges 31 25
Secretarial fees 77 147
Auditors’ remuneration:
– fees payable to the Company's auditor for the audit of the annual report 64 55
Promotional activities 179 216
Printing, postage and stationery 12 33
Fees, subscriptions and publications 69 66
Professional fees 96 45
Depositary charges 47 44
Other expenses 42 72
795 943
Until 31 July 2024 the Company had an agreement with abrdn Fund Managers Limited (“aFML”) for the provision of
investment management, secretarial, accounting and administration and promotional activity services. Under the
terms of an agreement effective from 1 August 2024 the Company has appointed wholly owned subsidiaries of
Janus Henderson Investors to provide investment management, accounting, administrative and company secretarial
services. Janus Henderson Investors has contracted with BNP Paribas S.A. to provide accounting and administration
services.
Notes to the financial statements continued
Strategic report Governance
Financial
statements
Additional
information
69
The North American Income Trust plc Annual Report 2025
Financial
statements
7 Administrative expenses continued
The secretarial fee was chargeable 100% to revenue and paid monthly in arrears to aFML. During the period £77,000
(2024 – £147,000) of secretarial fees were payable to aFML, with a balance of £nil (2024 – £12,000) being due to aFML
at the period end.
Janus Henderson do not charge a separate secretarial fee.
The promotional activities fee was paid quarterly in arrears to aFML. During the period £91,000 (2024 – £216,000) of fees
were payable, with a balance of £nil (2024 – £73,000) being due to aFML at the period end.
Janus Henderson facilitates marketing activities with third parties which are recharged to the Company. The fee is
based on a current annual amount of £246,000, payable quarterly in arrears. During the period £88,000 (2024 – £nil)
of fees were payable, with a balance of £88,000 (2024 – £nil) being due to Janus Henderson at the period end.
8 Taxation
a) Analysis of charge/(credit) for the year
2025 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
UK corporation tax 530 – 530 462 – 462
Double tax relief (288) – (288) (330) – (330)
Overseas tax suffered 1,980 39 2,019 2,240 93 2,333
Tax relief to capital 685 (685) – 707 (707) –
Total tax charge/(credit) for the year 2,907 (646) 2,261 3,079 (614) 2,465
b) Factors affecting the tax charge/(credit) for the year
The UK corporation tax rate is 25% (2024 – 24%). The tax charge for the year is lower (2024 – higher) than the
corporation tax rate. The differences are explained in the following table.
2025 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Net return before taxation 19,222 73,783 93,005 19,747 (26,455) (6,708)
Corporation tax at 25% (2024 – 24%) 4,806 18,446 23,252 4,739 (6,349) (1,610)
Effects of:
Non-taxable overseas dividends (3,593) (65) (3,658) (3,571) (149) (3,720)
Irrecoverable overseas withholding tax 1,980 39 2,019 2,240 93 2,333
Expenses not deductible for tax purposes 2 – 2 1 – 1
Double tax relief (288) – (288) (330) – (330)
Non-taxable (gains)/losses on investments – (19,283) (19,283) – 6,121 6,121
Non-taxable currency gains/(losses) – 217 217 – (330) (330)
Total tax charge/(credit) 2,907 (646) 2,261 3,079 (614) 2,465
c) Provision for deferred taxation
At the period end there is no unrecognised deferred tax asset (2024 – £nil) in relation to surplus management expenses.
Notes to the financial statements continued
70
The North American Income Trust plc Annual Report 2025
9 Dividends
2025
£’000
2024
£’000
Amounts recognised as distributions to equity holders in the year:
3rd interim dividend for 2023 of 2.5p per share – 3,506
Final dividend for 2023 of 3.5p per share – 4,902
4th interim dividend for 2024 of 3.9p per share 5,305 –
1st interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,569 3,642
2nd interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,467 3,621
3rd interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,373 3,584
15,714 19,255
The fourth interim dividend was unpaid at the year end. Accordingly, this has not been included as a liability in these
financial statements.
The table below sets out the total dividends paid and proposed in respect of the financial year, which is the basis on
which the requirements of Sections 1158-1159 of the Corporation Tax Act 2010 are considered. The revenue available for
distribution by way of dividend for the year is £16,315,000 (2024 – £16,668,000).
2025
£’000
2024
£’000
1st interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,569 3,642
2nd interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,467 3,621
3rd interim dividend for 2025 of 2.7p per share (2024 – 2.6p) 3,373 3,584
4th interim dividend for 2025 of 4.1p per share (2024 – 3.9p) 4,974 5,310
15,383 16,157
The cost of the proposed final dividend for 2025 is based on 121,309,836 Ordinary shares in issue, being the number
of Ordinary shares in issue (excluding treasury shares) at the date of this report.
10 Return per Ordinary share
2025 2024
£’000 p £’000 p
Based on the following figures:
Revenue return 16,315 12.44 16,668 11.95
Capital return 74,429 56.76 (25,841) (18.53)
Total return 90,744 69.20 (9,173) (6.58)
Weighted average number of Ordinary shares in issue
1
131,124,251 139,474,109
1 Calculated excluding shares held in Treasury where applicable.
Notes to the financial statements continued
Strategic report Governance
Financial
statements
Additional
information
71
The North American Income Trust plc Annual Report 2025
Financial
statements
11 Investments at fair value through profit or loss
2025
£’000
2024
£’000
Investments at fair value through profit or loss
Opening book cost 432,315 438,891
Opening investment holdings gains 22,617 48,049
Opening fair value 454,932 486,940
Analysis of transactions made during the year
Purchases at cost 450,350 139,531
Sales proceeds received (477,878) (146,223)
Gains/(losses) on investments
1
77,146 (25,410)
Accretion of fixed income book cost 44 94
Closing fair value 504,594 454,932
Closing book cost 456,037 432,315
Closing investment holdings gains 48,557 22,617
Closing fair value 504,594 454,932
Listed on overseas stock exchanges 504,594 454,932
Net gains/(losses) on investments
Gains/(losses) on investments
1
77,146 (25,410)
Investment holding losses on traded options
2
(14) (94)
77,132 (25,504)
1 Includes losses realised on the exercise of traded options of £4,578,000 (2024 – £3,204,000) which are reflected in the capital column of the Statement
of Comprehensive Income in accordance with accounting policy 2(j). Premiums received from traded options totalled £4,099,000 (2024 – £3,781,000)
per note 4.
2 Options associated are derivative liabilities at the year end.
The Company received £477,878,000 (2024 – £146,223,000) from investments sold in the year. The book cost of these
investments when they were purchased was £426,672,000 (2024 – £146,201,000). 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.
Transaction costs
During the year expenses were incurred in acquiring or disposing of investments classified as fair value through profit
or loss. These have been expensed through capital and are included within gains on investments in the Statement of
Comprehensive Income. The total costs were as follows:
2025
£’000
2024
£’000
Purchases 85 65
Sales 95 107
180 172
The above transaction costs are calculated in line with the AIC SORP.
12 Debtors: amounts falling due within one year
2025
£’000
2024
£’000
Amounts due from brokers 2,931 29
Other debtors 44 76
Accrued income and prepayments 896 846
3,871 951
Notes to the financial statements continued
72
The North American Income Trust plc Annual Report 2025
13 Creditors: amounts falling due within one year
2025
£’000
2024
£’000
Amounts due to brokers 4,332 –
Investment management fee payable 845 755
Buyback of shares for future settlement – 210
Traded option contracts 96 162
Interest payable 130 127
Other creditors 307 237
5,710 1,491
14 Senior Loan Notes
Creditors: amounts falling due after more than one year
2025
£’000
2024
£’000
2.70% Senior Loan Notes – 10 years 20,120 19,632
2.96% Senior Loan Notes – 15 years 20,120 19,632
Unamortised Loan Note issue expenses (56) (66)
40,184 39,198
On 21 December 2020 the Company issued a US$25 million 10 years Senior Loan Note at an annualised interest rate
of 2.70% and a US$25 million 15 years Senior Loan Note at an annualised interest rate of 2.96%. The Loan Notes are
unsecured and unlisted. Interest is payable in half yearly instalments in June and December and the Loan Notes
are due to be redeemed at par on 21 December 2030 and 21 December 2035. The Company has complied with the
Senior Loan Note Purchase Agreement covenant throughout the period since issue that the ratio of net assets to gross
borrowings must be greater than 3.5:1, that net assets will not be less than £200,000,000, and that the total number of
Listed Assets is to be more than 35.
The total fair value of the Senior Loan Notes at 31 January 2025 was £36,188,000 (2024 – £36,256,000) comprising
£18,476,000 (2024 – £18,277,000) in respect of the 10 years 2.70% Senior Loan Note and £17,712,000 (2024 – £17,979,000)
in respect of the 15 years 2.96% Senior Loan Note. The fair value of the Senior Loan Notes has been determined by
aggregating the expected future cash flows for that loan discounted at a rate comprising the borrower’s margin
plus an average of market rates applicable to loans of a similar period of time.
15 Called up share capital
Share capital
2025 2024
Number
of shares
entitled to
dividend
Total
number
of shares
Nominal
value of
shares
£000
Number
of shares
entitled to
dividend
Total
number
of shares
Nominal
value of
shares
£000
Ordinary shares of 5p each
At start of year 137,352,347 137,352,347 6,868 140,234,749 140,234,749 7,012
Buy-back of shares for cancellation (10,428,778) (10,428,778) (522) (2,882,402) (2,882,402) (144)
Buy-back of shares to Treasury (3,561,882) (3,561,882) (178) – – –
Closing balance at 31 January 123,361,687 123,361,687 6,168 137,352,347 137,352,347 6,868
Treasury shares
At start of year – – – – – –
Buy-back of shares to Treasury – 3,561,882 178 – – –
Closing balance at 31 January 123,361,687 126,923,569 6,346 137,352,347 137,352,347 6,868
During the year 13,990,660 (2024 – 2,882,402) Ordinary shares of 5p were repurchased, of which, 10,428,778 were
cancelled and 3,561,882 were placed in treasury by the Company at a total cost, including transaction costs, of
£43,674,000 (2024 – £7,984,000).
Subsequent to the year end, 2,051,851 Ordinary shares of 5p each have been repurchased by the Company at a total
cost of £6,856,000.
Notes to the financial statements continued
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Financial
statements
Additional
information
73
The North American Income Trust plc Annual Report 2025
Financial
statements
16 Net asset value per Ordinary share
The net asset value per share and the net assets attributable to the Ordinary shareholders at the year end were
as follows:
2025 2024
Net assets attributable £467,835,000 £436,479,000
Number of Ordinary shares in issue
1, 2
123,361,687 137,352,347
Net asset value per share 379.24p 317.78p
1 Excludes shares in issue held in treasury where applicable.
2 2024 Includes 72,747 Ordinary shares bought back prior to the year end which had not yet settled.
17 Analysis of changes in net debt
At
1 February
2024
£’000
Currency
differences
£’000
Non‑cash
movement
£’000
Cash
flows
£’000
At
31 January
2025
£’000
Cash at bank and in hand 21,285 110 – (16,131) 5,264
Debt due after more than one year (39,198) (978) (8) – (40,184)
(17,913) (868) (8) (16,131) (34,920)
At
1 February
2023
£’000
Currency
differences
£’000
Non‑cash
movement
£’000
Cash
flows
£’000
At
31 January
2024
£’000
Cash and short term deposits 26,699 30 – (5,444) 21,285
Debt due after more than one year (40,543) 1,345 – – (39,198)
(13,844) 1,375 – (5,444) (17,913)
A statement reconciling the movement in net funds to the net cash flow has not been presented as there are no
differences from the above analysis.
18 Financial instruments and risk management
The Company’s investment activities expose it to various types of financial risk associated with the financial instruments
and markets in which it invests. The Company’s financial instruments, other than derivatives, comprise securities and
other investments, cash balances, loans and debtors and creditors that arise directly from its operations; for example,
in respect of sales and purchases awaiting settlement, and debtors for accrued income.
The Company also has the ability to enter into derivative transactions, in the form of traded options, for the purpose
of enhancing income returns and portfolio management. During the year, the Company entered into certain derivative
contracts. As disclosed in note 4, the premium received in respect of options written in the year was £4,099,000
(2024 – £3,781,000). Positions closed during the year realised a loss of £4,578,000 (2024 – £3,204,000). The largest
position in derivative contracts held during the year at any given time was £606,000 (2024 – £454,000). The Company
had 4 (2024 – 6) open positions in derivative contracts at 31 January 2025 valued at a liability of £96,000 (2024 – £162,000)
as disclosed in note 13.
The Board has delegated the risk management function to the Manager under the terms of its management
agreement with the Manager (further details of which are included under note 5). The Board regularly reviews and
agrees policies for managing each of the key financial risks identified with the Manager. The types of risk and the
Manager’s approach to the management of each type of risk, are summarised below. Such an approach has been
applied throughout the year and has not changed since the previous accounting period. The numerical disclosures
exclude short-term debtors and creditors.
Risk management framework
The directors of the Manager collectively assume responsibility for the Manager’s obligations under the AIFMD including
reviewing investment performance and monitoring the Company’s risk profile during the year.
The Manager provides a variety of services and support in the conduct of its business activities, including in the
oversight of the risk management framework for the Company. The AIFM is responsible for ensuring that the Company
is managed within the terms of its investment guidelines. The Manager also has responsibility for monitoring and
oversight of investment performance, product risk and regulatory and operational risk for the Company.
Notes to the financial statements continued
74
The North American Income Trust plc Annual Report 2025
Notes to the financial statements continued
18 Financial instruments and risk management continued
The AIFM conducts its risk oversight function through various risk management processes and systems in place
which support management in the identification and mitigation of risks and provides independent monitoring
of the business. These systems include Compliance, Business Risk, Market Risk, Risk Management and Legal.
Risk management
The main risks the Company faces from its financial instruments are (i) market risk (comprising interest rate risk,
currency risk and price risk), (ii) liquidity risk and (iii) credit risk.
The Board regularly reviews and agrees policies for managing each of these risks. The Manager’s policies for managing
these risks are summarised below and have been applied throughout the year. The numerical disclosures exclude
short-term debtors and creditors, other than for currency disclosures.
i) Market risk
The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes
in market prices. This market risk comprises three elements – interest rate risk, currency risk and other price risk.
Interest rate risk
Interest rate movements may affect:
• the fair value of the investments in fixed interest rate securities held during the year;
• the level of income receivable on cash deposits;
• interest payable on the Company’s variable rate borrowings.
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 and borrowing decisions.
The Board reviews on a regular basis the values of the fixed interest rate securities.
The Board imposes borrowing limits to ensure gearing levels are appropriate to market conditions and reviews
these on a regular basis. Borrowings comprise fixed rate unsecured loan notes. Details of borrowings at 31 January 2025
are shown in note 14 to the financial statements.
Interest risk profile
The interest rate risk profile of the portfolio of financial instruments at the Statement of Financial Position date was
as follows:
At 31 January 2025
Weighted
average
period for
which rate
is fixed
Years
Weighted
average
interest rate
%
Fixed
rate
£’000
Floating
rate
£’000
Non‑interest
bearing
£’000
Assets
Sterling – – – 5 –
US Dollar – – – 5,259 481,646
Canadian Dollar – – – – 22,948
Total assets – 5,264 504,594
Liabilities
Loan Notes 21/12/30 – US$25,000,000 5.89 2.70 20,092 – –
Loan Notes 21/12/35 – US$25,000,000 10.89 2.96 20,092 – –
Total liabilities 40,184 – –
Strategic report Governance
Financial
statements
Additional
information
75
The North American Income Trust plc Annual Report 2025
Financial
statements
18 Financial instruments and risk management continued
At 31 January 2024
Weighted
average
period for
which rate
is fixed
Years
Weighted
average
interest rate
%
Fixed
rate
£’000
Floating
rate
£’000
Non–
interest
bearing
£’000
Assets
Sterling – – – 4,892 –
US Dollar 6.93 5.59 8,489 16,392 418,918
Canadian Dollar – – – 1 27,525
Total assets 8,489 21,285 446,443
Liabilities
Loan Notes 21/12/30 – US$25,000,000 6.89 2.70 19,599 – –
Loan Notes 21/12/35 – US$25,000,000 11.89 2.96 19,599 – –
Total liabilities 39,198 – –
The weighted average interest rate is based on the current yield of each asset, weighted by its market value.
The floating rate assets consist of cash deposits at prevailing market rates.
The non-interest bearing assets represent the equity element of the portfolio.
Short-term debtors and creditors have been excluded from the above tables.
Financial Liabilities
The Company has fixed rate borrowings by way of its senior loan notes, details of which can be found in note 14.
Interest rate sensitivity
The sensitivity analyses below have been determined based on the exposure to interest rates for both derivative and
non-derivative instruments at the Statement of Financial Position date and the stipulated change taking place at the
beginning of the financial year and held constant throughout the reporting period in the case of instruments that have
floating rates.
If interest rates had been 100 basis points higher or lower and all other variables were held constant, the Company’s
revenue return for the year ended 31 January 2025 would increase/decrease by £53,000 (2024 – decrease/increase
by £213,000). This is mainly attributable to the Company’s exposure to interest rates on its floating rate cash balances.
In the opinion of the directors, the above sensitivity analyses are not representative of the year as a whole, since
the level of exposure changes frequently as part of the interest rate risk management process used to meet the
Company’s objectives. The risk parameters used will also fluctuate depending on the current market perception.
Foreign currency risk
The Company’s portfolio is invested mainly in US quoted securities and the Statement of Financial Position can be
significantly affected by movements in foreign exchange rates.
Management of the risk
It is not the Company’s policy to hedge this risk on a continuing basis but the Company may, from time to time, match
specific overseas investment with foreign currency borrowings. A significant proportion of the Company’s borrowings,
as detailed in note 14, are denominated in foreign currency. Foreign currency risk exposure by currency denomination
is detailed under Interest Risk Profile.
The revenue account is subject to currency fluctuation arising on overseas income. The Company does not hedge this
currency risk.
Foreign currency sensitivity
There is no sensitivity analysis included as the Company’s significant foreign currency financial instruments are in the
form of equity investments, and they have been included within the other price risk sensitivity analysis so as to show the
overall level of exposure.
Notes to the financial statements continued
76
The North American Income Trust plc Annual Report 2025
Notes to the financial statements continued
18 Financial instruments and risk management continued
Price risk
Price risks (ie changes in market prices other than those arising from interest rate or currency risk) may affect the value
of the quoted investments.
Management of the risk
It is the Board’s policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from
factors specific to a particular country or sector. The allocation of assets to international markets and the stock selection
process, as detailed on page 24, both act to reduce market risk. The Manager actively monitors market prices throughout
the year and reports to the Board, which meets regularly in order to review investment strategy. The investments held by
the Company are listed on various stock exchanges.
Price risk sensitivity
If market prices at the Statement of Financial Position date had been 10% higher or lower while all other variables
remained constant, the return attributable to Ordinary shareholders for the year ended 31 January 2025 would have
increased/decreased by £50,459,000 (2024 – increase/decrease of £45,493,000) and equity reserves would have
increased/decreased by the same amount.
ii) Liquidity risk
This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities.
Management of the risk
Liquidity risk is not considered to be significant as the Company’s assets comprise mainly readily realisable securities,
which can be sold to meet funding commitments if necessary.
iii) Credit risk
This is failure of the counterparty to a transaction to discharge its obligations under that transaction that could result
in the Company suffering a loss.
Management of the risk
• Where the Manager makes an investment in a bond, corporate or otherwise, the credit ratings of the issuer are taken
into account so as to manage the risk to the Company of default.
• Investments in quoted bonds are made across a variety of industry sectors so as to avoid concentrations of credit risk.
• Transactions involving derivatives are entered into only with investment banks, the credit rating of which is taken into
account so as to minimise the risk to the Company of default.
• Investment transactions are carried out with a number of brokers, whose credit-standing is reviewed periodically
by the Manager, and limits are set on the amount that may be due from any one broker.
• Outstanding settlements are subject to credit risk. Credit risk is mitigated by the Company through its decision to
transact with counterparties of high credit quality. The Company only buys and sells investments through brokers
which are approved counterparties, thus minimising the risk of default through settlement. The credit ratings of brokers
are reviewed periodically by Janus Henderson, and limits are set on the amount that may be due from any one broker.
• The Company is exposed to credit risk through the use of banks for its cash position. Bankruptcy or insolvency of banks
may cause the Company’s rights with respect to cash held by banks to be delayed or limited. The Company’s cash
balances are held by its custodian, BNP Paribas SA as banker. The directors believe the counterparty is of high credit
quality and, therefore, the Company has minimal exposure to credit risk.
Strategic report Governance
Financial
statements
Additional
information
77
The North American Income Trust plc Annual Report 2025
Financial
statements
18 Financial instruments and risk management continued
Credit risk exposure
In summary, compared to the amounts in the Statement of Financial Position, the exposure to credit risk at 31 January 2025
was as follows:
2025 2024
Statement
of Financial
Position
£’000
Maximum
exposure
£’000
Statement
of Financial
Position
£’000
Maximum
exposure
£’000
Non‑current assets
Quoted bonds – – 8,489 8,489
Current assets
Amount due from brokers 2,931 2,931 29 29
Dividends receivable 856 856 829 829
Interest receivable 25 25 17 17
Other debtors and prepayments 59 59 76 76
Cash at bank and in hand 5,264 5,264 21,285 21,285
9,135 9,135 30,725 30,725
None of the Company’s financial assets are secured by collateral or other credit enhancements.
Credit ratings
The table below provides a credit rating profile using Standard and Poor’s credit ratings for the quoted bonds at
31 January 2025 and 31 January 2024:
2025
£’000
2024
£’000
B+ – 708
BB+ – 1,401
BB – 2,845
BB– – 2,837
BBB– – 698
– 8,489
Fair values of financial assets and financial liabilities
The book value of cash at bank in hand included in these financial statements approximate to fair value because of
their short-term maturity. Investments held as dealing investments are valued at fair value. The carrying values of fixed
asset investments are stated at their fair values, which have been determined with reference to quoted market prices.
For all other short-term debtors and creditors, their book values approximate to fair values because of their short-term
maturity.
19 Capital management policies and procedures
The investment objective of the Company is to provide investors with above average dividend income and long term
capital growth through active management of a portfolio consisting predominantly of S&P 500 US equities.
The capital of the Company consists of long-term borrowings and equity comprising issued capital, reserves and
retained earnings. The Company manages its capital to ensure that it will be able to continue as a going concern
while maximising the return to shareholders through the optimisation of the debt and equity balance.
The Board monitors and reviews the broad structure of the Company’s capital on an ongoing basis. This review includes:
• the planned level of gearing which takes into account the Investment Manager’s views on the market;
• the level of equity shares in issue; and
• the extent to which revenue in excess of that which is required to be distributed should be retained.
The Company’s objectives, policies and processes for managing capital are unchanged from the preceding
accounting period.
Details of the Company’s financial covenants are detailed in note 14 of the financial statements.
Notes to the financial statements continued
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20 Fair value hierarchy
FRS 102 requires an entity to classify fair value measurements using a fair value hierarchy that reflects the significance
of the inputs used in making the measurements. The fair value hierarchy has the following classifications:
Level 1: unadjusted quoted prices in an active market for identical assets or liabilities that the entity can access at the
measurement date.
Level 2: inputs other than quoted prices included within Level 1 that are observable (ie developed using market data)
for the asset or liability, either directly or indirectly.
Level 3: inputs are unobservable (ie for which market data is unavailable) for the asset or liability.
The financial assets and liabilities measured at fair value in the Statement of Financial Position are grouped into the fair
value hierarchy at the reporting date as follows:
As at 31 January 2025 Note
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Financial assets at fair value through profit or loss
Quoted equities
a)
504,594 – – 504,594
504,594 – – 504,594
Financial liabilities at fair value through profit or loss
Derivatives
b)
– (96) – (96)
Net fair value 504,594 (96) – 504,498
As at 31 January 2024 Note
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Financial assets at fair value through profit or loss
Quoted equities
a)
446,443 – – 446,443
Quoted bonds
c)
– 8,489 – 8,489
446,443 8,489 – 454,932
Financial liabilities at fair value through profit or loss
Derivatives
b)
– (162) – (162)
Net fair value 446,443 8,327 – 454,770
a) Quoted equities
The fair value of the Company’s investments in quoted equities has been determined by reference to their quoted
bid prices at the reporting date. Quoted equities included in Fair Value Level 1 are actively traded on recognised stock
exchanges.
b) Derivatives
The Company’s investment in exchange traded options have been fair valued using quoted prices and have been
classified as Level 2 as they are not considered to trade in active markets.
c) Quoted bonds
The fair value of the Company’s investments in quoted bonds has been determined by reference to their quoted
bid prices at the reporting date. Investments categorised as Level 2 are not considered to trade in active markets.
The fair value of the senior loan notes has been calculated as £36,188,000 (2024 – £36,256,000), determined by
aggregating the expected future cash flows for that loan discounted at a rate comprising the borrower’s margin
plus an average of market rates applicable to loans of a similar period of time, compared to carrying amortised
cost of £40,184,000 (2024 – £39,198,000).
Notes to the financial statements continued
Strategic report Governance
Financial
statements
Additional
information
79
The North American Income Trust plc Annual Report 2025
Financial
statements
21 Related party transactions
Directors’ fees and interests
Fees payable during the year to the directors and their interests in shares of the Company are disclosed within
the Directors’ Remuneration Report on page 50.
Transactions with the Manager
The Company has an agreement with the Manager for the provision of investment management, secretarial,
accounting and administration and promotional activity services.
Details of transactions during the year and balances outstanding at the year end are disclosed in notes 5 and 7.
During the period the Company received £247,000 from Janus Henderson to cover project costs paid or payable
in relation to the manager change from abrdn Fund Managers Limited (“aFML”).
22 Post-balance sheet events
Subsequent to the year end, a number of trade tariffs were imposed by the US (including some reciprocal
arrangements), the majority of which were subsequently suspended for 90 days, causing volatility and uncertainty
in markets. As at the close of business on the balance sheet date, the Company’s net assets with debt at par
were £467,835,000 with a net asset value per ordinary share of 379.24p. As at close of business on 14 April 2025,
the Company’s net assets with debt at par were £402,738,000 with a net asset value per ordinary share of 331.99p.
This represents a decrease of 12.5% compared to the year-end net asset value per ordinary share.
Notes to the financial statements continued
80
The North American Income Trust plc Annual Report 2025
Additional information
In this section
82 Notice of Annual General Meeting
87 Glossary
88 Alternative performance measures
90 General shareholder information
92 Corporate information
Strategic report Governance
Financial
statements
Additional
information
81
The North American Income Trust plc Annual Report 2025
Additional
information
Notice is hereby given that the Annual General Meeting
(“AGM”) of The North American Income Trust plc will be
held at 12.30 pm on Tuesday, 3 June 2025 at 201
Bishopsgate, London EC2M 3AE for the purpose of
considering and, if thought fit, passing the following
resolutions, which will be proposed, in the case of
resolutions 1 to 11, as ordinary resolutions, and in the
case of resolutions 12 to 14, as special resolutions.
Ordinary resolutions
1. To receive the Annual Report and the audited financial
statements for the year ended 31 January 2025.
2. To approve the Directors’ Remuneration Report for the
year ended 31 January 2025.
3. To elect Bulbul Barrett as a director of the Company.
4. To re-elect Charles Park as a director of the Company.
5. To re-elect Patrick Edwardson as a director of the
Company.
6. To re-elect Karyn Lamont as a director of the Company.
7. To re-elect Susannah Nicklin as a director of the
Company.
8. To re-appoint PricewaterhouseCoopers LLP as the
statutory auditor of the Company.
9. To authorise the Audit Committee to determine the
statutory auditors’ remuneration.
10. To approve the Company’s dividend policy.
11. THAT in substitution for all existing authorities, the
directors be generally and unconditionally authorised
pursuant to s551 Companies Act 2006 to exercise all the
powers of the Company to allot ordinary shares of 5p
each in the capital of the Company (“ordinary shares”)
and to grant rights to subscribe for, or to convert any
security into, ordinary shares up to an aggregate
nominal amount of £606,549 (or such other amount
representing 10% of the issued share capital (excluding
treasury shares) as at the date of the passing of this
resolution) for a period expiring (unless previously
renewed, varied or revoked by the Company in general
meeting) on the earlier of the date falling 15 months
after the passing of this resolution and the conclusion
of the AGM of the Company in 2026, save that the
directors may make an offer or agreement which
would or might require ordinary shares to be allotted
or rights to be granted after expiry of this authority and
the directors may allot ordinary shares and grant rights
in pursuance of that offer or agreement as if the
authority conferred hereby had not expired.
Special resolutions
12. THAT in substitution for all existing authorities and,
subject to the passing of resolution 11, the directors be
empowered pursuant to s570 and s573 Companies Act
2006 to allot ordinary shares or make offers or
agreements to allot ordinary shares (within the
meaning of s560 of that Act) for cash, and to sell
ordinary shares which are held by the Company in
treasury, as if s561(1) Companies Act 2006 did not
apply to any such allotments or sale. This power shall
be limited to the allotment or sale of ordinary shares:
a. whether by way of a rights issue, open offer or
otherwise to ordinary shareholders on the Register
of Members at such record date(s) as the directors
may determine where the ordinary shares
respectively attributable to the interests of all
ordinary shareholders are proportionate (or as
nearly as may be) to the respective numbers of
ordinary shares held by them (or are otherwise
allotted in accordance with the rights attaching to
such ordinary shares) subject in either case to such
exclusions or other arrangements as the directors
may deem necessary or expedient in relation to
treasury shares, fractional entitlements or local or
practical problems under the laws of, or the
requirements of, any regulatory body or any stock
exchange in any territory or otherwise howsoever;
b. up to a maximum aggregate nominal value of
£606,549 (or such other amount representing 10%
of the Company’s issued ordinary share capital
(excluding treasury shares) as at the date of
the passing of this resolution);
c. at a price not less than the net asset value per
ordinary share as at the latest practicable date
before such allotment of ordinary shares as
determined by the directors in their reasonable
discretion; and
d. shall expire at the earlier of the date falling 15
months after the passing of this resolution and the
conclusion of the AGM of the Company in 2026
unless previously renewed, varied or revoked by the
Company in general meeting, save that the directors
may before such expiry make an offer or agreement
which would or might require ordinary shares to be
allotted or sold after such expiry and the directors
may allot or sell ordinary shares in pursuance of
such an offer or agreement as if the power
conferred hereby had not expired.
13. THAT in substitution for all existing authorities, the
Company be generally and unconditionally authorised
in accordance with s701 Companies Act 2006 to make
market purchases (within the meaning of s693(4) of
that Act) of ordinary shares on such terms and in such
manner as the directors may from time to time
determine, provided that:
a. the maximum aggregate number of ordinary shares
authorised to be purchased is 14.99% of the
Company’s issued ordinary share capital at the date
of the resolution (equivalent to 18,184,344 ordinary
shares (excluding treasury shares) as at 14 April 2025
being the latest practicable date prior to publication
of this Notice);
Notice of Annual General Meeting
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The North American Income Trust plc Annual Report 2025
b. the maximum price (exclusive of expenses) which
may be paid for an ordinary share shall not exceed
the higher of:
i. 105% of the average of the middle market
quotations for an ordinary share as taken from
the London Stock Exchange Daily Official List for
the five business days immediately preceding
the date of purchase; and
ii. the higher of the price of the last independent
trade and the highest current independent bid
on the London Stock Exchange when the
purchase is carried out;
c. the minimum price (exclusive of expenses) which
may be paid for an ordinary share shall be 5 pence,
being the nominal value per share;
d. the authority hereby conferred shall expire at the
earlier of the date falling 15 months after the date
of the passing of this resolution and the conclusion
of the AGM of the Company in 2026, unless such
authority is renewed before that expiry;
e. the Company may make a contract to purchase
ordinary shares under the authority hereby conferred
which will or may be executed wholly or partly after
the expiration of such authority, and may make a
purchase of ordinary shares pursuant to any such
contract; and
f. any ordinary shares so purchased shall be
cancelled, or in accordance with the provisions of
the Act, if the directors so determine, be held, sold,
transferred or otherwise dealt with as treasury
shares.
14. THAT a general meeting other than an AGM may be
called on not less than 14 clear days’ notice, such
authority to expire on conclusion of the AGM of the
Company in 2026.
By order of the Board
Janus Henderson Secretarial Services UK Limited
Corporate Secretary
17 April 2025
Registered office:
4 North St. Andrew Street, Edinburgh EH2 1HJ
MOORGATE
BISHOPSGATE
PRIMROSE ST.
WORSHIP STREET
201 Bishopsgate
London EC2M 3AE
LIVERPOOL
STREET
STATION
APPOLD ST.
SUN STREET
BROADGATE
CIRCLE
FINSBURY PAVE.
EARL ST.
WORSHIP STREET
ROPEMAKER STREET
LIVERPOOL ST
LONDON WALL
WILSON ST.
BISHOPSGATE
GREAT EASTERN ST.
COMMERCIAL ST.
SHOREDITCH
HOUNDSDITCH
ALDGATE
MIDDLESEX
STREET
CHISWELL STREET
SOUTH PLACE
ELDON ST.
FINSBURY
CIRCUS
CITY ROAD
FINSBURY SQ.
FINSBURY SQ.
CLIFTON ST.
SPITALFIELDS
MARKET
FOLGATE ST.
NORTON
MIDDLESEX ST.
BRUSHFIELD STREET
APPOLD ST.
The AGM will be held at 201 Bishopsgate, London EC2M 3AE.
It is a few minutes’ walk from Liverpool Street Station and
from Moorgate Station.
Explanation of resolutions
The information set out below is an explanation of
the business to be considered at the 2025 Annual
General Meeting (“AGM”). You are welcome to join
the AGM in person or by conferencing software
Zoom. If you wish to join by Zoom, please visit
www.janushenderson.com/nait-agm to register.
Resolutions 1 to 11 are proposed as ordinary resolutions.
This means that for each of those resolutions to be passed,
more than half of the votes cast must be in favour of the
resolution. Resolutions 12 to 14 are proposed as special
resolutions. This means that for each of those resolutions
to be passed, at least three quarters of the votes cast
must be in favour of the resolution.
Resolution 1: Annual Report and
audited financial statements
The directors must present the audited financial
statements, Strategic Report, Directors’ Report and the
Independent Auditors’ Report for the previous financial
period to shareholders at the AGM. Shareholders will have
the opportunity to ask questions and at the end of the
discussion, shareholders will be invited to receive the
Annual Report and audited financial statements.
Resolution 2: Approval of the
Directors’ Remuneration Report
Shareholders are asked to approve the Remuneration
Report (see pages 49–51). The vote on the Remuneration
Report is advisory and does not affect the remuneration
payable to any individual director, though the Board
welcomes feedback from shareholders and will
incorporate this into future remuneration discussions.
Notice of Annual General Meeting continued
Strategic report Governance
Financial
statements
Additional
information
83
The North American Income Trust plc Annual Report 2025
Additional
information
Explanation of resolutions continued
Resolutions 3 to 7: Election and re-election
of directors
As is governance best practice, directors are expected to
stand for election by shareholders at the first AGM following
their appointment by the board of directors, and for
re-election by shareholders at subsequent AGMs annually.
During the year, the Board reviewed the performance,
contribution and commitment of the members of the
Board and concluded that each director standing for
election and re-election brought extensive, current and
relevant business experience that allows them to
contribute effectively to the stewardship of the Company,
in terms of both performance and time commitment.
The biographies of each director, including their skills,
experience and qualifications relevant for the success
of the Company are set out on pages 34–35. All directors
standing for re-election held office throughout the year
under review. Bulbul Barrett is to be appointed on 1 May
2025 and is standing for election for the first time by
shareholders, having taken office since the date of the
last AGM. Ms Barrett was formerly Chief Executive Officer
of DBS Vickers Securities, the wholly owned UK subsidiary
of DBS Bank in Singapore, a leading Asian bank. She has
many years of board-level commercial experience in
the banking, broking and digital sectors. Ms Barrett is a
non-executive director of Global Smaller Companies
Trust plc and holds a number of private appointments.
As explained in the Corporate Governance Report on
pages 36–40, the Board has confirmed that all directors
have sufficient time available and have demonstrated
clear commitment and expertise for their role as director
of the Company.
Resolutions 8 and 9: Statutory auditor
Shareholders are required to re-appoint an auditor
at each general meeting at which accounts are
presented. Resolution 9 proposes the re-appointment
of PricewaterhouseCoopers LLP (‘PwC’) as the Company’s
auditor. The Board is pleased to ask shareholders to
re-appoint PwC as the Company’s auditor for what
would be their fifth year in office. Resolution 10 gives
the Audit Committee authority to determine
the remuneration of the auditor. See the Audit Committee
Report on pages 41–45 for the background to the decision
to recommend PwC for re-election.
Resolution 10: Approve dividend policy
The directors seek approval of the Company’s dividend
policy to continue to pay four quarterly interim dividends
each year. In the year ended 31 January 2025 these four
quarterly dividends have totalled 12.20p per ordinary share.
Resolutions 11 and 12: Authority to issue new
shares and disapply pre-emption rights
If the directors wish to issue new shares or sell shares from
treasury for cash, company law requires these shares be
offered first to existing shareholders in proportion to their
current holdings (known as ‘pre-emptive’ rights). At the
2024 AGM, the directors were granted authority either to
issue from treasury or to allot up to 13,090,252 ordinary
shares with a nominal value of £654,512 on a non-pre-
emptive basis. No shares have been issued under these
authorities, which will expire at the forthcoming AGM.
Resolutions 11 and 12 seek to renew the directors’ authority
either to issue from treasury or to allot shares with a
nominal value of up to £606,549 (or such other amount
being 10% of the issued share capital (excluding shares
held in treasury) as at the date of the passing of this
resolution) on a non-pre-emptive basis.
The directors intend to use the authority to issue ordinary
shares only if they believe it to be advantageous to the
Company’s existing shareholders to do so. In particular,
shares, whether new shares or shares held in treasury,
will never be allotted or sold other than at a premium to
the net asset value per ordinary share. If renewed, these
authorities will expire at the earlier of the date falling
15 months after the passing of this resolution and the
conclusion of the AGM in 2026.
Resolution 13: Repurchase of the Company’s
ordinary shares
This resolution seeks authority for the Company to
make market purchases of its own ordinary shares for
cancellation or to be held in treasury, and is proposed
as a special resolution. Of the authority to repurchase up
to 19,803,320 shares granted at the 2024 AGM, 11,467,480
shares have been bought back, giving a remaining
authority of 4.2% as at 14 April 2025.
If the resolution is passed, it will allow the Company
to purchase up to 18,184,344 of its ordinary shares,
representing 14.99% of the Company’s issued ordinary
share capital as at 14 April 2025, excluding shares held
in treasury. The directors believe that the ability of the
Company to purchase its own ordinary shares in the
market will potentially benefit all shareholders of the
Company, giving the Company more flexibility to manage
any discount and to help balance supply and demand.
The purchase of shares at a discount to the underlying
net asset value (NAV) would enhance the NAV per share
of the remaining shares. The Company will only sell shares
from treasury at prices greater than the prevailing NAV
per share at the date of issue.
The resolution specifies the minimum and maximum
prices which may be paid for any ordinary shares
purchased under this authority. The authority will expire on
the earlier of 15 months after the passing of this resolution
and the Company’s AGM that will be held in 2026. The
directors will only exercise the authority to purchase
ordinary shares where they consider that such purchases
will be in the best interests of shareholders generally and
consider the effect will be to increase NAV per share.
Notice of Annual General Meeting continued
84
The North American Income Trust plc Annual Report 2025
Resolution 14: Notice of general meetings
The Board believes that it is in the best interests of
shareholders of the Company to have the ability to call
meetings on 14 clear days’ notice should a matter require
urgency. Under the Companies (Shareholders’ Rights)
Regulations 2009, companies are only able to opt for a
notice period of 14 days in respect of general meetings
other than AGMs if authorised annually by shareholders,
and if shareholders have the opportunity to vote at such
a meeting by electronic means.
The Board will therefore, as last year, propose a resolution
at the AGM to approve the reduction in the minimum
notice period from 21 clear days to 14 clear days for all
general meetings other than AGMs. The directors do
not intend to use the authority unless immediate action
is required.
Notes to the Notice of AGM
1. Voting record date
Only shareholders registered in the register of members of
the Company at close of business on Friday, 30 May 2025
(the “voting record date”) shall be entitled to attend,
speak and vote at the AGM in respect of the number
of voting rights registered in their name at that time.
Changes to entries on the register of members after
that time shall be disregarded in determining the rights
of any person to attend, speak and vote at the AGM.
If the AGM is adjourned for no more than 48 hours after
the original time, the same voting record date will also
apply for the purpose of determining the entitlement of
members to attend, speak and vote (and for the purpose
of determining the number of votes they may cast) at
the adjourned meeting. If the AGM is adjourned for more
than 48 hours then the voting record date will be close
of business on the day which is two days (excluding non-
working days) before the day of the adjourned meeting
or, if the Company gives notice of the adjourned meeting,
at any time specified in that notice.
In the case of joint holders of a voting right, the vote of
the senior who tenders a vote shall be accepted to the
exclusion of the votes of the other joint holders and, for
this purpose, seniority shall be determined by the order in
which the names stand in the register of members in
respect of the joint holding.
2. Right to attend and vote
Holders of ordinary shares are entitled to attend, speak
and vote at the AGM or at any adjournment(s) thereof.
On a poll vote, each ordinary shareholder has one vote
for each share held. On a vote on a show of hands, each
ordinary shareholder or proxy has one vote.
If a proxy is appointed by more than one member and
all such members have instructed the proxy to vote in
the same way, the proxy will only be entitled on a show of
hands to vote ‘for’ or ‘against’ as applicable. If a proxy is
appointed by more than one member, but such members
have given different voting instructions, the proxy may on
a show of hands vote both ‘for’ and ‘against’ in order to
reflect the different voting instructions.
On a poll all or any of the voting rights of the members
may be exercised by one or more duly appointed proxies.
However, where a member appoints more than one proxy,
s285(4) of the Companies Act 2006 (the “Act”) does not
authorise the exercise by the proxies taken together of
more extensive voting rights than could be exercised by
the member in person.
3. Voting by corporate representation
Corporate representatives are entitled to attend and vote
on behalf of the corporate member in accordance with
s323 Companies Act 2006. Shareholders are invited to
send their letters of corporate representation in advance
of the AGM to itsecretariat@janushenderson.com.
4. Votes withheld
A vote withheld on any resolution is not a vote in law.
This means that the vote will not be counted in the
votes cast ‘for’ or ‘against’ the respective resolution.
5. Right to appoint proxies
Pursuant to s324 Companies Act 2006, a member entitled
to attend and vote at the AGM may appoint more than
one proxy, provided that each proxy is appointed to
exercise the rights attached to different shares held
by him or her. A proxy need not be a member of the
Company. A form of proxy is enclosed. The completion
of the form of proxy or any CREST proxy instruction
(described below) will not preclude a shareholder
from attending and voting in person at the meeting.
6. Nominated persons
The right to appoint a proxy does not apply to persons
whose ordinary shares are held on their behalf by
another person and who have been nominated to receive
communications from the Company in accordance
with s146 Companies Act 2006 (“Nominated Persons”).
Nominated Persons may have a right under an
agreement with the member who holds the ordinary
shares on their behalf to be appointed (or to have
someone else appointed) as a proxy. Alternatively,
if Nominated Persons do not have such a right, or do
not wish to exercise it, they may have a right under such
an agreement to give instructions to the person holding
the ordinary shares as to the exercise of voting rights.
Any statement of the rights of shareholders in relation to
the appointment of proxies does not apply to Nominated
Persons as these rights can only be exercised by
shareholders of the Company.
7. Receipt and termination of proxies
A form of proxy is enclosed and to be valid must be
lodged with the Company’s registrar, Computershare
Investor Services, before 12.30 pm on Friday, 30 May 2025.
A member may terminate a proxy’s authority at any time
before the commencement of the AGM. Termination must
be provided in writing and submitted to the Company’s
registrar. In accordance with the Company’s articles of
association, in determining the time for delivery of proxies,
no account shall be taken of any part of a day that is not
a working day.
Notice of Annual General Meeting continued
Strategic report Governance
Financial
statements
Additional
information
85
The North American Income Trust plc Annual Report 2025
Additional
information
Notes to the Notice of AGM continued
8. Electronic receipt of proxies
To appoint your proxy or give an instruction to a proxy
(whether previously appointed or otherwise) via the
CREST system, CREST messages must be received by the
Company’s agent (ID number 3RA50) no later than 12.30 pm
on Friday, 30 May 2025. For this purpose, the time of receipt
will be taken to be the time (as determined by the
timestamp generated by the CREST system) from
which the issuer’s agent is able to retrieve the message.
The Company may treat as invalid a proxy appointment
sent by CREST in the circumstances set out in Regulation
35(5)(a) of the Uncertified Securities Regulations 2001.
Instructions on how to vote through CREST can be found
at www.euroclear.com.
9. Communication with the Company
Members may not use any electronic address provided
either in the Notice of AGM or any related documents to
communicate with the Company for any purpose other
than those expressly stated.
10. Questions at the AGM
S319A Companies Act 2006 requires the directors to
answer any question raised at the AGM which relates to
the business of the AGM, though no answer need be given:
a. if to do so would interfere unduly with the preparation
of the AGM or involve disclosure of confidential
information;
b. if the answer has already been given on the Company’s
website; or
c. if it is undesirable in the best interests of the Company
or the good order of the AGM that the question be
answered.
Shareholders are welcome to ask questions in advance of
the AGM by contacting the corporate secretary at
itsecretariat@janushenderson.com.
11. Members’ statement of audit concerns
Members satisfying the thresholds in s527 Companies Act
2006 can oblige the Company to publish a statement on
its website setting out any matter relating to:
a. the audit of the Company’s accounts (including the
auditors’ report and the conduct of the audit) that are
to be laid before the AGM; or
b. any circumstances connected with an auditor of the
Company ceasing to hold office since the last AGM,
that the members propose to raise at the AGM.
The Company cannot require the members requesting
the publication to pay its expenses. Any statement placed
on the website must also be sent to the Company’s
auditor no later than the time at which it makes its
statement available on the website. The business which
may be dealt with at the AGM includes any statement that
the Company has been required to publish on its website.
12. Total voting rights
As at 14 April 2025 (being the last practicable date prior to
the publication of this Notice) the Company’s issued share
capital consisted of 126,923,569 ordinary shares. The total
number of voting rights on that date was 121,309,836
(5,613,733 shares being held in treasury).
Each share carries one vote, other than those held in
treasury.
13. Documents available for inspection
The directors’ letters of appointment may be inspected
at the registered office of the Company, 201 Bishopsgate,
London EC2M 3AE, during normal business hours on
any business day and will be available at the AGM from
15 minutes prior to its commencement until its conclusion.
No director has a contract of service with the Company.
14. Website
The Company’s Annual Report, which contains this Notice
of AGM, is available at www.northamericanincome.com,
together with these explanatory notes.
15. Filming
By attending the AGM, you agree to be filmed and note
that the event will be broadcast online.
Notice of Annual General Meeting continued
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Glossary
Term Definition
Alternative
Investment
Fund Managers
Directive
(“AIFMD”)
The AIFMD classifies certain investment vehicles, including investment companies, as alternative
investment funds (“AIFs”) and requires them to appoint an alternative investment fund manager
(“AIFM”) and depositary to manage and oversee the operations of the investment vehicle.
The Board retains responsibility for strategy, operations and compliance. The directors retain
a fiduciary duty to shareholders.
Association
of Investment
Companies
The Company is a member of the AIC which is the trade body for investment companies
and represents the industry on matters which impact the regulation of such entities.
The Company is a constituent of the AIC North America sector.
Reference index
An index against which performance is compared. For the Company, two indices are used:
the Russell 1000 Value Index and the S&P High Yield Dividend Aristocrats Index.
Custodian
The custodian is responsible for ensuring the safe custody of the Company’s assets and that
all transactions in the underlying holdings are transacted in an accurate and timely manner.
Depositary
As an AIF, the Company is required to appoint a depositary which has responsibility for overseeing
the operations of the Company including safekeeping, cash monitoring and verification of ownership
and valuation of the underlying holdings and is responsible for the appointment of a custodian.
The depositary is strictly liable for the loss of any investments or other assets in its custody unless
it has notified that it has discharged its liability in certain markets.
Dividend dates
When declared or recommended, each dividend will have three key dates applied to it. The payment
date is the date on which shareholders will receive their dividend, either by BACS transfer or by
receipt of a dividend cheque. The record date applied to the dividend is used as a cut-off for the
Company’s registrars to know which shareholders should be paid a dividend. Only shareholders
on the Register of Members at the close of business on the record date will receive the dividend.
The ex-dividend date is the business day before the record date and is the date on which the
Company’s net asset value per ordinary share will be disclosed ex-dividend.
Gearing
Gearing reflects the amount of borrowings that the Company has invested and indicates the
extra amount by which net assets, or shareholders’ funds, would move if the value of a company’s
investments were to rise or fall. This can be positive and would indicate the extent to which net
assets are geared; nil gearing shows a company is ungeared. Negative gearing would indicate
that a company is not fully invested and is holding net cash as described below. There are several
methods of calculating gearing, such as:
Gross gearing
This reflects the amount of gross borrowings (bank overdraft and loan notes) used by a company
and takes no account of any cash balances, as a percentage of net assets.
Net gearing
Net gearing represents the excess amount above shareholders’ funds of total investments
(less short-dated government bonds which are classified as cash equivalents for this purpose),
expressed as a percentage of the shareholders’ funds.
If the amount calculated is negative, this is a ‘net cash’ position and there is no gearing.
For further details please see the alternative performance measures on page 89.
Investment
trusts/
investment
companies
Investment trusts are public limited companies, listed on the London Stock Exchange, which provide
shareholders with a professionally managed portfolio of investments. Investment trusts are exempt
from tax on the capital gains arising on their investments subject to meeting certain criteria. Income,
net of expenses and tax, is substantially distributed to shareholders. Investment trusts are also known
as investment companies, although the tax legislation retains the reference to investment trusts.
Liquidity
In the context of the liquidity of shares in the stock market, this refers to the availability of buyers
and sellers in the market for the share in question. Where the market in a particular share is
described as liquid, that share will be in demand and holders wishing to sell their shares should
find ready buyers. Conversely, where the market in a share is illiquid, the difficulty of finding a
buyer or seller may depress or increase the price that might be negotiated for a sale or purchase.
Investment companies can use allotment or buyback powers to assist market liquidity in their shares.
Market
capitalisation
(“market cap”)
The market value of a company, calculated by multiplying the mid-market price per share by the
number of shares in issue.
Treasury shares
Shares repurchased by the Company, but not cancelled, carrying no voting rights and available
for re-issue under the appropriate circumstances.
Strategic report Governance
Financial
statements
Additional
information
87
The North American Income Trust plc Annual Report 2025
Additional
information
Alternative performance measures
The Company uses the following Alternative Performance Measures (APMs) throughout the Annual Report and financial
statements and notes to the financial statements. The APMs are reconciled to the financial statements through the
narrative below. The Board believes that each of the APMs, which are typically used within the investment trust sector,
provide additional useful information to shareholders to help assess the Company’s performance against its peer group.
Discount to net asset value
The discount is the amount by which the share price is lower than the net asset value per share with debt at par value,
expressed as a percentage of the net asset value with debt at par value.
31 January
2025
31 January
2024
NAV per Ordinary share (debt at par) a 379.24p 317.78p
Share price
b 347.00p 289.00p
Discount
(a-b)/a 8.5% 9.1%
Net asset value (NAV) with debt at par and at fair value
31 January
2025
£’000
31 January
2024
£’000
Investments held at fair value through profit or loss (see note 11) 504,594 454,932
Current assets (see page 64) 9,135 22,236
Creditors amounts falling due within one year (see note 13) (5,710) (1,491)
Creditors amounts falling due after one year (see note 14) (40,184) (39,198)
NAV with debt at par (A) 467,835 436,479
Less: fair value of senior unsecured notes (see note 14) (36,188) (36,256)
Add back: amortised cost of senior unsecured notes 40,184 39,198
NAV with debt at fair value (B) 471,831 439,421
Ordinary shares in issue (see note 16) (C) 123,361,687 137,352,347
NAV per ordinary share with debt at par (see page 64) (A/C x 100) (p) 379.24 317.78
NAV per ordinary share with debt at fair value (B/C x 100) (p) 382.48 319.92
The aggregate NAV is also referred to as Total shareholders’ funds in the Statement of Financial Position. The NAV per
ordinary share is published daily and the year end NAV can be found on page 22 and further information is available
on page 74 in note 16 within the notes to the financial statements.
Dividend cover
Dividend cover measures the revenue return per share divided by total dividends per share, expressed as a ratio.
31 January
2025
31 January
2024
Revenue return per share a 12.44p 11.95p
Dividends per share
b 12.20p 11.70p
Dividend cover
a/b 1.02 1.02
Dividend yield
Dividend yield is calculated using the Company’s annual dividend per Ordinary share divided by the share price,
expressed as a percentage.
31 January
2025
31 January
2024
Annual dividend per Ordinary share a 12.20p 11.70p
Share price
b 347.00p 289.00p
Dividend yield
a/b 3.5% 4.0%
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The North American Income Trust plc Annual Report 2025
Net gearing
Net gearing measures total borrowings less cash at bank and in hand divided by shareholders’ funds, expressed as
a percentage. Under AIC reporting guidance cash at bank and in hand includes net amounts due to and from brokers
at the period end as well as cash and short-term deposits.
31 January
2025
£’000
31 January
2024
£’000
Borrowings 40,184 39,198
Cash at bank and in hand (5,264) (21,285)
Amounts due to brokers 4,332 210
Amounts due from brokers (2,931) (29)
Net gearing
a 36,321 18,094
Shareholders’ funds
b 467,835 436,479
Net gearing (%)
a/b% 7.8% 4.1%
Ongoing charges ratio
Ongoing charges ratio is considered to be an alternative performance measure. The ongoing charges ratio has been
calculated in accordance with guidance issued by the AIC which is defined as the total of investment management
fees and administrative expenses and expressed as a percentage of the average daily net asset values with debt at
fair value published throughout the year.
31 January
2025
£’000
31 January
2024
£’000
Investment management fees 2,776 2,982
Administrative expenses 795 943
Less: non recurring charges
1
(47) –
Ongoing charges 3,524 3,925
Average net assets 455,006 439,152
Ongoing charges ratio (%) 0.77% 0.89%
1 Professional services considered unlikely to recur.
Total return
NAV with debt at fair value and share price total returns show how the NAV and share price has performed over
a period of time in percentage terms, taking into account both capital returns and dividends paid to shareholders.
Share price and NAV total returns are monitored against open-ended and closed-ended competitors, and the
Reference Indices, respectively. The dividend reinvestment factor is based on geometric returns. NAV total return
involves investing the net dividend in the NAV of the Company with debt at fair value on the date on which that
dividend goes ex-dividend. Share price total return involves reinvesting the net dividend in the share price of the
Company on the date on which that dividend goes ex-dividend.
Year ended 31 January 2025 NAV Share Price
Opening at 1 February 2024 319.9p 289.0p
Closing at 31 January 2025 382.5p 347.0p
Price movements 19.6% 20.1%
Dividend reinvestment
3.5% 4.0%
Total return 23.8% 24.9%
Year ended 31 January 2024 NAV Share Price
Opening at 1 February 2023 338.6p 306.0p
Closing at 31 January 2024 319.9p 289.0p
Price movements -5.5% -5.6%
Dividend reinvestment
4.5% 5.0%
Total return -1.6% -0.9%
Alternative performance measures continued
Strategic report Governance
Financial
statements
Additional
information
89
The North American Income Trust plc Annual Report 2025
Additional
information
General shareholder information
AIFMD disclosures and remuneration
In accordance with the Alternative Investment Fund
Managers Directive (“AIFMD”), information about the
Company’s leverage and remuneration policy of
Janus Henderson Investment Fund Management UK
Limited, as the Company’s alternative investment fund
manager (“AIFM”), are available to investors.
These disclosures are provided in the AIFMD
disclosure document, which can be found at
www.northamericanincome.com.
BACS
Dividends can be paid via BACS, and mandate forms for
this purpose are available from the registrar. Alternatively,
shareholders can write to the registrar Computershare
at the address on page 92 to give their instructions, which
must include the bank account details to which payments
are to be made.
Common Reporting Standard and FATCA
Tax legislation under the OECD’s Common Reporting
Standard for Automatic Exchange of Financial Account
Information requires the Company to provide personal
information to HMRC on certain investors who purchase
shares in investment trusts. This information is provided
annually to the local tax authority of non-UK-based
certificated shareholders and corporate entities.
FATCA is a United States law which requires investment
trusts to monitor the trading volume and frequency of
their securities to assess whether they have financial
accounts for US persons. The Company makes an annual
assessment to determine if the shares represent financial
accounts and would report any US accounts to HMRC.
Company names
References made to individual securities in the Strategic
Report do not constitute a recommendation to buy, sell
or hold any security, investment strategy or market sector,
and should not be assumed to be profitable. Janus
Henderson Investors and its employees may have a
position in the securities mentioned.
Equality Act 2010
This Annual Report and other documents issued by the
Company are available from the corporate secretary and
can be provided in alternative formats, including Braille or
larger type, as appropriate. For deaf and speech-impaired
customers, we welcome calls via Relay UK. Please see
www.relayuk.bt.com for more information. Alternatively,
if you prefer to go through a ‘typetalk’ operator (provided
by the Royal National Institute for Deaf People), dial 18001
followed by the number you wish to dial.
GDPR
A privacy statement can be found at
www.janushenderson.com.
ISA
The Company manages its affairs in order to qualify
as an eligible investment for holdings through a stocks
and shares ISA.
Non-mainstream pooled
investments (“NMPI”) status
The Company currently conducts its affairs so that its
ordinary shares of 5p each can be recommended by
independent financial advisors to ordinary retail investors
in accordance with the Financial Conduct Authority’s rules
about non-mainstream investment products and intends
to do so for the foreseeable future. The shares are excluded
from the FCA’s restrictions which apply to non-mainstream
investment products because they are shares in an
investment trust.
Key Information Document (“KID”)
This disclosure has been prepared with reference to the
FCA’s statement on 19 September 2024 that investment
trusts are excluded from Packaged Retail and Insurance-
based Investment Products regulations (“PRIIPs”) and
elements of cost disclosure under the Markets in Financial
Instruments Directive (“MiFID”). As a listed company, the
Company’s operating costs are disclosed in the annual
report and accounts.
The AIC recommends that investment trusts disclose
an ongoing charges figure (“OCF”), which is explained
in the alternative performance measures on page 89.
For the avoidance of doubt, the OCF does not represent
an additional fee that shareholders must pay directly to
the Company. Instead, the operating costs are paid by
the Company and are reflected in the Company’s net
asset value.
Performance/share price publication
The Company’s NAV is published daily. Details of the
Company’s share price and NAV per share can be found
on the website www.northamericanincome.com, on the
London Stock Exchange Daily Official List, in the Financial
Times and on Trustnet.
90
The North American Income Trust plc Annual Report 2025
Historic financial Information
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
Year to
31 January
Per share (p)
Net revenue
return
1
7.15 7.98 8.42 10.04 11.42 11.79 10.28 12.21 11.95 12.44
Dividend
1
6.60 7.20 7.80 8.50 9.50 10.00 10.30 11.00 11.70 12.20
As at 31 January
Net asset value
per share (p)
1
187.1 264.7 275.5 280.4 288.9 262.5 318.8 337.2 317.8 379.2
Shareholders’
funds (£’000) 280,644 379,101 391,649 398,657 413,948 375,416 448,463 472,891 436,479 467,835
1 Comparative figures have been restated due to the sub-division of each existing Ordinary share of 25p into five Ordinary shares of 5p
each on 10 June 2019.
Shareholder details
Shareholders who hold their shares in certificated
form can check their shareholding with the registrar,
Computershare, via www.computershare.com. To access
to your details on the Computershare site, you will need
the holder reference number shown on your share
certificate.
Taxonomy Regulation
Regulation (EU) 2020/852 (“Taxonomy Regulation”)
establishes the basis for the EU taxonomy. The EU
taxonomy is a classification system, establishing a list
of environmentally sustainable economic activities to
provide companies, investors and policymakers with
appropriate definitions about which economic activities
can be considered environmentally sustainable.
In accordance with the Taxonomy Regulation, the
Company states that the investments underlying this
financial product do not take into account the EU criteria
for environmentally sustainable economic activities.
Warning to shareholders
Many companies are aware that their shareholders
have received unsolicited phone calls or correspondence
concerning investment matters. These are typically from
overseas based ‘brokers’ who target UK shareholders
offering to sell them what often turn out to be worthless
or high-risk shares in US or UK investments. They can be
persistent and extremely persuasive. Shareholders are
therefore advised to be wary of any unsolicited advice,
offers to buy shares at a discount or offers of free
company reports. Please note that it is unlikely that either
the Company or the Company’s registrar, Equiniti, would
make unsolicited telephone calls to shareholders. Any
such calls would relate only to official documentation
already circulated to shareholders and never in respect
of investment ‘advice’. If you are in any doubt about the
veracity of an unsolicited phone call, please call the
Corporate Secretary at the number provided on page 100.
You can also check the FCA Warning List at
#BeScamSmart – www.fca.org.uk/scamsmart.
General shareholder information continued
Strategic report Governance
Financial
statements
Additional
information
91
The North American Income Trust plc Annual Report 2025
Additional
information
Corporate information
Registered office
4 North St. Andrew Street,
Edinburgh EH2 1HJ
Service providers
Alternative investment fund manager
(“AIFM”)
Janus Henderson Fund Management UK Limited
201 Bishopsgate
London EC2M 3AE
Corporate secretary
Janus Henderson Secretarial Services UK Limited
201 Bishopsgate
London EC2M 3AE
Telephone: 020 7818 1818
itsecretariat@janushenderson.com
Depositary and custodian
BNP Paribas
10 Harewood Avenue
London NW1 6AA
Corporate brokers
Winterflood Securities Limited
Riverbank House
2 Swan Lane
London EC4R 3GA
Registrar
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6ZZ
Telephone: +44 (0)370 707 10577
Lines are open 8.30 am to 5.30 pm UK time,
Monday to Friday.
Independent auditor
PricewaterhouseCoopers LLP
Atria One, 144 Morrison Street
Edinburgh EH3 8EX
Financial calendar
Annual results announced April 2025
Ex-dividend date 17 April 2025
Dividend record date 22 April 2025
Annual General Meeting 3 June 2025
Fourth interim dividend payable 7 May 2025
Half-year results announced September 2025
Information sources
For more information about the Company, visit
the Company’s website. This includes factsheets,
interviews, up-to-date share price and net asset value
details, and other insights.
www.northamericanincome.com
To receive regular insights on investment trusts from
the Manager, visit:
www.janushenderson.com/en-gb/uk-investment-trusts/
subscribe/
Follow Janus Henderson Investment Trusts
on LinkedIn: Janus Henderson Investment Trusts, UK
Investing
Shares can be purchased in the market via a stockbroker
or through share dealing platforms. They can also be held
through share plans, ISAs or pensions, and links to various
providers are included on the website.
Potential investors are reminded that the value of
investments and the income from them may go down
as well as up and investors may not get back the full
amount invested. Tax benefits may vary as a result
of statutory changes and their value will depend on
individual circumstances.
92
The North American Income Trust plc Annual Report 2025
JHI9229/2025
Telephone: 020 7818 1818
Email: itsecretariat@janushenderson.com
www.northamericanincome.com
North American Income Trust plc is registered as an investment
company in Scotland.
Registered office
4 North St Andrew Street
Edinburgh EH2 1HJ
SEDOL/ISIN number
Ordinary Shares:
BJ00Z303/GB00BJ00Z303
Companies House
registration number
SC005218
London Stock Exchange
(TIDM) Code
NAIT
Global Intermediary
Identification Number
(GIIN)
XYAARK.99999.SL.826
Legal Entity Identifier (LEI)
5493007GCUW7G2BKY360
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