Schroder AsiaPacific Fund plc
Annual Report and Financial Statements
For the year ended 30 September 2024
Capturing Asia’s future growth…
Delivering the experience, talent and local
knowledge to perform in Asia.
Schroder AsiaPacific Fund plc’s investment team is
supported by more than 40 analysts networked
across the region, conducting more than 2,600
company contacts each year.
Providing a firm foundation for your
Asian portfolio.
Schroder AsiaPacific Fund plc is one of the very
largest investment trusts invested in the region, with
£900M+ of assets diversified throughout its markets
and sectors.
Looking beyond short-term trends for
long-term returns.
By seeking out businesses steadily building market
leadership – from young innovators to brands that
are already global names – Schroder AsiaPacific Fund
plc is focused on buying great Asian companies at
the right price.
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Schroder AsiaPacific Fund plc
The investment objective of the Company is set out on page 35. For details on the Company’s investment policy
please see the KID. This report includes the investment policy which you should read in conjunction with the KID
before investing; these are also available on Schroders’ website.
Past performance is not a guide to future performance and may not be repeated.
The value of investments and the income from them may go down as well as up and investors may not get back
the amounts originally invested. Exchange rate changes may cause the value of investments to fall as well as rise.
Performance data does not take into account any commissions and costs, if any, charged when units or shares of
any fund, as applicable, are issued and redeemed. Relevant risks as associated with this Company are shown on
page 96 and should be carefully considered before making any investment.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
Section 1: Overview
Performance Summary 5
Chairman’s Statement 6
Ten-Year Financial Record 10
Section 2: Investment Manager’s Review
Portfolio Managers’ Report 14
Market Weightings 23
Top Ten Investments 24
Investment Portfolio 26
Investment Process 28
ESG Integration 30
Section 3: Strategic Report
The Company 34
Stakeholder Engagement – Section 172 Report 38
Risk Report 41
Conclusion 45
Section 4: Governance
Board of Directors 48
Directors’ Report 50
Audit and Risk Committee Report 53
Management Engagement Committee Report 56
Nomination Committee Report 57
Directors’ Remuneration Report 59
Statement of Directors’ Responsibilities
in respect of the Annual Report and Financial
Statements 63
Section 5: Financial Statements
Independent Auditor’s Report 66
Income Statement 71
Statement of Changes in Equity 72
Statement of Financial Position 73
Notes to the Financial Statements 74
Section 6: Other Information (Unaudited)
Annual General Meeting – Recommendations 88
Notice of Annual General Meeting 89
Explanatory Notes to the Notice of Meeting 90
Alternative Performance Measures and Glossary 92
Information about the Company 94
Risk Disclosures 96
Contents
1
13
33
65
47
87
3
This is not a sustainable product for the purposes of the FCA rules. References to the consideration
of sustainability factors and ESG integration should not be construed as a representation that the
Company seeks to achieve any particular sustainability outcome.
The front cover shows the view across the
city of Taipei towards Yangming mountain
at sunset. Taiwan was the portfolio’s largest
country weighting and the strongest
contributor to performance at the year end.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
2
Section 1: Overview Section 1: Overview
Victoria Harbour, Hong Kong.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 3
Section 1: Overview
Performance Summary 5
Chairman’s Statement 6
Ten-Year Financial Record 10
Section 1: Overview
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
4
Section 1: Overview
Legazpi City and Mount Mayon,
Albay province, Philippines.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 5
Performance Summary
At 30 September 2024
Section 1: Overview
Net Asset Value (NAV)
per share total return 1
+16.5%
Year ended 2023: +2.9%
Share price 4
549.0p
Year ended 2023: 486.5p
Net revenue return
after taxation 3
£19.32m
Year ended 2023: £18.99m
Share price total return 1
+15.6%
Year ended 2023: +2.3%
Share price discount to
NAV per share 1,4
12.4%
Year ended 2023: 11.5%
Gearing 1,3
2.6%
Year ended 2023: 2.1%
Benchmark total return 2
+17.3%
Year ended 2023: +1.5%
Revenue return per share 3
12.79p
Year ended 2023: 12.06p
Ongoing charges ratio 1,3
0.88%
Year ended 2023: 0.86%
1
Alternative Performance Measure, as defined by the European Securities and Markets Authority. Definitions of these performance
measures, and other terms used in this Report, are given on pages 92 and 93 together with supporting calculations where appropriate.
2
Source: Thomson Reuters.
3
Source: Schroders.
4
Source: Morningstar/Thomson Reuters.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
6
Section 1: Overview
Chairman’s Statement
Performance
For the year ended 30 September 2024,
the Company generated a NAV total return
of 16.5%, slightly behind the benchmark,
which produced a total return of 17.3%
over the same period. The share price
produced a total return of 15.6% over the
year. This builds on the Company’s
commendable long term record of NAV
total return outperformance of the
benchmark which sits at an annualised
2.2% over ten years.
Performance during the year was strong in
absolute terms and Asian markets
performed well, although lagging behind
global markets. Taiwan, with its information
technology focus, and India produced the
strongest returns for the year.
More detailed comment on performance
and investment policy may be found in the
Portfolio Managers’ Review.
Revenue and dividend
The Company’s principal investment
objective is to achieve capital growth, and
the Directors continue to distribute
substantially all the revenue received each
year. This year the Company’s revenue
return increased to 12.79 pence per share
(2023: 12.06p).
The Directors are recommending a final
dividend of 12.50 pence per share for the
year ended 30 September 2024,
representing an increase of 4.2% over the
amount paid in respect of the previous
financial year. This dividend will be paid on
7 February 2025 to shareholders on the
register on 27 December 2024, subject to
approval by shareholders at the Annual
General Meeting (AGM) on 29 January
2025.
Gearing
During the year, the Company amended
and renewed its £75 million one-year
multicurrency revolving credit facility with
The Bank of Nova Scotia, London Branch,
on a secured basis. At 30 September 2024,
the Company’s net gearing position was
2.6% taking into account cash balances,
compared to 2.1% at 30 September 2023.
The Company also has access to an
overdraft facility with HSBC.
Discount management
The Company continued to be active in
buying back its shares during the year.
A total of 8,209,500 shares were bought
back for cancellation at a cost of
£41.5 million (2023: 6,000,000 shares were
bought back and cancelled at a cost of
James Williams
Chairman
10-year NAV performance vs benchmark
Source: Morningstar as at 30 September 2024. Rebased to 100 at 30 September 2014. The Company’s
benchmark is the MSCI All Countries Asia excluding Japan Index (with net income reinvested), sterling adjusted.
The Company changed its benchmark with effect from 1 October 2016. Prior to that date the benchmark was
the MSCI All Countries Asia excluding Japan Index (with gross income reinvested), sterling adjusted.
NAV total return Benchmark total return
80
100
120
140
160
180
200
220
240
260
280
2024 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 7
Section 1: Overview
£29.8 million), adding 0.6% to the NAV.
Since the year end, a further 3,375,000
shares have been bought back for
cancellation at a cost of £18.4 million.
The discount at the end of September
2024 was 12.4% compared to 11.5% at the
previous financial year end. The average
discount during the year under review was
11.6%.
Your Board remains focused on managing
discount volatility and helping to provide
liquidity in the Company’s shares. As such,
we believe that adopting a rigid discount
control mechanism that seeks to target
a defined maximum discount level
regardless of market conditions is not in the
best interests of shareholders. Our policy on
share buy backs takes account of the level
of discount at which the Company’s peer
group trades, prevailing market conditions
and activity within our sector.
At the Company’s last AGM, authority was
given to purchase up to 14.99% of the
issued share capital. We propose that the
share buy back authority be renewed at
the forthcoming AGM and that any shares
so purchased be cancelled or held in
treasury for potential reissue.
Board succession
Following the retirement of Keith Craig at
the last AGM in January 2024, the Board
was pleased to announce the appointment
of Vivien Gould to succeed Keith as Chair
of the Nomination Committee.
I have now served on the Board for just
over ten years and, at the time of my
appointment as Chairman in 2021, it was
announced that I would serve a maximum
of five years in the role. Therefore, it is my
intention to retire following the AGM in
2026. As part of its succession planning the
Board will carefully consider my successor.
Board succession has been considered
carefully during the year to ensure that
we effectively plan for Board changes in
the coming years. Consequently, in
accordance with the Board’s succession
planning the Board, through its
Nomination Committee, is undertaking
a search process to identify a new
non-executive Director using a third-party
recruitment firm.
Board performance evaluation
The Company undertook an externally
facilitated, Board performance evaluation
during the year under review. The
evaluation was conducted by an
independent third party, Lintstock. A
separate evaluation of my performance as
Chairman was also carried out and the
results considered by the Senior
Independent Director.
The Board has discussed the findings and
recommendations of the performance
evaluation, and the overall conclusion was
very positive in respect of the effectiveness
of the Board, its composition, the skills,
expertise and commitment of the
individual Directors.
Further information on the evaluation of
the Board can be found in the Nomination
Committee Report on page 57. Details of
the Directors experience and background
are provided in their biographies on pages
48 and 49.
Webinar
On Thursday, 16 January 2025, the
Company’s Portfolio Managers will be
presenting to shareholders at a webinar at
2.00 pm on the results for the year and
prospects for Asian markets. To register
your interest to attend this webinar please
visit www.schroders.events/SDP24, where
the facility to watch the recorded webinar
afterwards will also be available.
AGM
The AGM will be held on Wednesday,
29 January 2025 at 12.00 noon at the
offices of Schroders at 1 London Wall
Place, London EC2Y 5AU. A presentation
from our Portfolio Managers will be given
at the AGM, and attendees will also be able
to ask questions in person and meet the
Directors. Details of the formal business of
the meeting are set out in the Notice of
Meeting on page 89 of this Annual Report.
All shareholders are recommended to vote
by proxy in advance of the AGM and to
appoint the Chairman of the meeting as
Your Board remains
focused on managing
discount volatility and
helping to provide
liquidity in the
Company’s shares.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
8
Section 1: Overview
their proxy. This will ensure that
shareholders’ votes will be counted even if
they (or any appointed proxy) are not able
to attend.
If shareholders have any questions for the
Board, please write, or email using the
details below. The questions and answers
will be published on the Company’s web
pages before the AGM. To email, please
use: amcompanysecretary@schroders.com
or write to us at the Company’s registered
office address: Company Secretary,
Schroder AsiaPacific Fund plc, 1 London
Wall Place, London, EC2Y 5AU.
Shareholder communication and
engagement
The Board understands the significance of
having regular access to information for
our shareholders. In addition to our
Company web pages, we provide
shareholders with the opportunity to
subscribe to Company email updates.
These emails feature updates about the
Company, along with news, opinion pieces,
and market insights. Details on how to
subscribe can be found on the inside front
cover of this report.
In advance of the AGM, on 29 January
2025, I will again take the opportunity to
engage with shareholders who hold their
shares through a retail platform, as
permitted by section 793 of the
Companies Act 2006. The Board
encourages all shareholders to either
attend the AGM or exercise their voting
rights by proxy. The Board acknowledges
that certain execution-only investment
platforms are now enabling shareholders
to vote electronically. We encourage
shareholders to utilise this feature when it
is available.
The Board is committed to exercising the
highest standard of corporate governance
and accordingly, regularly considers the
views of its shareholders, offering to meet
with major shareholders annually. We also
seek to engage with all shareholders
where possible and should you wish to
contact me, you can do so via the
Company Secretary whose details are set
out on page 95.
Outlook
As we look to the future, it is impossible to
ignore the evolving geopolitical landscape
and its potential impact on investing in the
Asia Pacific region. China, the world’s
second-largest economy, remains central to
the region’s growth story, yet it also
presents unique challenges. There has
been recent positive momentum in the
Chinese markets and for this to be
maintained the government’s ongoing
stimulus measures will need to be allocated
effectively to address underlying consumer
malaise and demand-side challenges to
have a lasting impact. Rising tensions
between China and the United States,
particularly around technology, trade, and
Taiwan, continue to generate uncertainty.
The ongoing situation surrounding Taiwan
is of particular concern, given its
geopolitical significance and its critical role
in global semiconductor supply chains. Any
escalation in tensions could have
far-reaching consequences, not only for the
region but for the global economy.
In addition, the re-election of President
Trump adds another layer of complexity to
the investment environment. Shifts in US
foreign and trade policy, particularly in
relation to China, may influence market
sentiment and the regulatory framework in
which companies operate.
On the positive side, several regional
elections over the past year in Taiwan,
Korea, Indonesia and India have been
relatively smooth, which may help alleviate
some immediate political risks and foster
Asia Pacific remains an
engine of global
growth, with robust
domestic consumption,
technological
innovation, and an
increasingly affluent
population. We believe
that the Company is
well-positioned to
capitalise on the
region’s growth
opportunities, while
managing risks
carefully.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 9
Section 1: Overview
a more stable environment. Additionally, if
the USA can avoid a hard landing and,
despite recent commentary, a decline in
US rates leads to a weaker dollar this could
lead to a reversal of recent trends such as
the relative underperformance of growth
stocks and the weakness in the Hong Kong
market.
As these developments unfold, the Board
and our Portfolio Managers remain vigilant
in monitoring the potential impacts on our
portfolio.
While uncertainties remain significant, we
believe they are balanced by the region’s
long-term structural growth drivers. Asia
Pacific remains an engine of global growth,
with robust domestic consumption,
technological innovation, and an
increasingly affluent population. Our focus
remains on identifying high-quality
companies that can navigate this evolving
landscape, while positioning the portfolio
to manage risk through prudent
diversification and active engagement with
companies.
In closing, I would like to express my
sincere gratitude to our shareholders for
their continued support. Despite the
geopolitical headwinds, we believe that the
Company is well-positioned to capitalise
on the region’s growth opportunities, while
managing risks carefully. The Board
remains committed to delivering
sustainable, long-term value, and I look
forward to the coming year with cautious
optimism.
James Williams
Chairman
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
10
Section 1: Overview
Ten-Year Financial Record
At 30 September 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Shareholders’ funds (£m) 477.87 658.32 799.94 825.04 822.18 946.15 1,057.94 878.19 851.28 919.16
NAV per share, diluted where applicable (p) 282.39 392.33 477.38 492.35 490.94 567.16 641.72 546.13 549.92 627.02
Share price (pence) 246.50 343.00 426.00 430.00 435.00 510.00 579.00 487.00 486.50 549.00
Share price discount to NAV per share 1
(%) 12.7 12.6 10.8 12.7 11.4 10.1 9.8 10.8 11.5 12.4
Gearing/(net cash) 1
(%) 2.3 0.4 4.4 2.6 (2.4) 0.2 0.6 0.2 2.1 2.6
For the year ended 30 September 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Net revenue return after taxation (£’000)
2
7,151 8,040 9,537 16,885 16,590 13,253 16,080 19,673 18,990 19,315
Revenue return per share (pence)
2
4.23 4.77 5.69 10.08 9.9 7.92 9.66 12.04 12.06 12.79
Dividends per share (pence) 2
4.2 4.75 5.60 9.50 9.70 8.00 9.70 12.00 12.00 12.50
Ongoing charges 1
(%) 1.03 1.10 0.99 0.94 0.93 0.90 0.86 0.84 0.86 0.88
Performance 3
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
NAV total return (diluted where applicable) 1
100.0 97.3 137.1 168.9 176.1 179.4 211.1 241.9 209.0 215.0 250.5
Share price total return 1
100.0 94.3 133.3 167.9 171.6 177.7 212.7 244.6 209.2 214.0 247.4
Benchmark 100.0 93.8 127.7 151.7 158.4 161.8 181.8 199.4 171.6 174.0 204.2
1
Alternative Performance Measures.
2
With effect from 1 October 2017, the Company adopted an allocation policy whereby 75% of indirect cost are allocated to the capital account.
3
Source: Morningstar/Thomson Reuters. Rebased to 100 at 30 September 2014.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 11
Section 1: Overview
NAV per share, share price and benchmark total return for the ten years ended 30 September 2024
Source: Morningstar/Thomson Reuters. Rebased to 100 at 30 September 2014.
The Company’s benchmark is the MSCI All Countries Asia excluding Japan Index (with net income reinvested), sterling adjusted. The Company changed its benchmark with
effect from 1 October 2016. Prior to that date the benchmark was the MSCI All Countries Asia excluding Japan Index (with gross income reinvested), sterling adjusted.
Ten year share price discount to NAV per share
1
1
Alternative Performance Measure.
Source: Morningstar/Thomson Reuters. Rebased to 100 at 30 September 2014.
NAV total return Share price total return Benchmark total return
80
100
120
140
160
180
200
220
240
260
Sep 24 Sep 23 Sep 22 Sep 21 Sep 20 Sep 19 Sep 18 Sep 17 Sep 16 Sep 15 Sep 14
4
6
8
10
12
14
Sep 24 Sep 23 Sep 22 Sep 21 Sep 20 Sep 19 Sep 18 Sep 17 Sep 16 Sep 15 Sep 14
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
12
Section 2: Investment Manager’s Review
Central Business District,
Shenzhen, China.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 13
Section 2: Investment Manager’s Review
Portfolio Managers’ Report 14
Market Weightings 23
Top Ten Investments 24
Investment Portfolio 26
Investment Process 28
ESG Integration 30
Section 2: Investment Manager’s Review
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
14
Section 2: Investment Manager’s Review
Portfolio Managers’ Report
The NAV per share of the Company
recorded a total return of 16.5% over the
12 months to end September 2024. This
was behind the performance of the
benchmark, the MSCI All Country Asia ex
Japan Index, which rose by 17.3% over
the same period.
Source: Schroders, Morningstar, in GBP, Cum-income
fair NAV.
The strongest major sector in Asia over the
period was Information Technology (IT).
Here, stocks benefitted from optimism
over the increasing adoption of Artificial
Intelligence (AI); the knock-on demand for
technology products being sold by the likes
of NVIDIA; and a recovery in the supply-
demand cycle across the wider sector.
From a cyclical perspective, the excess
inventory which had built up in the post-
Covid period and which had been a major
overhang on IT stocks (as well as other
exporters of manufactured goods)
throughout much of the last two years,
finally fell to more typical levels as
companies have cut prices and production
to clear inventories.
In addition to the more positive view on
the inventory outlook, continued strong
demand for AI chips has driven additional
gains in Asian technology stocks with any
exposure to that theme. This particularly
helped Taiwan, the Asian market most
exposed to the advanced semiconductor
sector. A single Taiwanese company,
Taiwan Semiconductor Manufacturing
Corporation ( TSMC ), manufactures all of
NVIDIA’s cutting-edge AI chips.
It is, of course, still very early days when it
comes to the adoption of AI applications,
so it remains uncertain to what extent the
vast investment being made in AI by
leading technology companies can be
monetised. But, for now, their demand for
these highly complex products continues
unabated, benefitting the Asia companies
which are at the heart of the global
manufacturing supply chain for advanced
logic and memory semiconductors.
After Taiwan, India was the best
performing market over the period.
India has been a beneficiary of domestic
investor flows into the stock market,
a trend which has particularly benefitted
the small and mid-cap segments of the
market. These have markedly
outperformed (and now trade at
a significant premium to) large caps.
While these inflows reflect, in part, the
confidence around the growth outlook for
the economy over the medium-term, some
areas of the market now look very
stretched, in our view. The positive
performance of the Indian stock market
has, in recent periods, been driven more
by an increase in price-to-earnings
multiples than by growth in company
earnings themselves, suggesting that share
prices are now reflecting very optimistic
assumptions about future growth and
profitability. This has been accompanied by
a pickup in equity issuance and placements
by companies using the favourable
conditions to sell stock.
Abbas Barkhordar
Performance of the MSCI AC Asia ex Japan net dividends reinvested (NDR) Index in USD and GBP
30 September 2023 to 30 September 2024
Source: Thomson Datastream as at 30 September 2024.
95
100
105
110
115
120
125
130
Sep 24 Aug 24 Jul 24 Jun 24 May 24 Apr 24 Mar 24 Feb 24 Jan 24 Dec 23 Nov 23 Oct 23 Sep 23
M S CI A C A s ia e x J apan N DR U S D M S CI A C A s ia e x J apan N DR G B P
Richard Sennitt
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 15
Section 2: Investment Manager’s Review
In Singapore, the market saw broad-based
strength with the financials sector doing
well as banks benefitted from expectations
of a more moderate pace of US interest
rate cuts as the year progressed.
Conversely, this “higher for longer”
scenario was somewhat of a headwind for
the smaller Association of Southeast Asian
Nations (ASEAN) markets such as
Indonesia, Philippines and Thailand, which
have historically tended to perform better
during periods of easier US dollar liquidity.
Korea was another relative laggard over
the year. The market was initially supported
by investor optimism around a programme
of corporate governance reforms
proposed by the government, modelled on
the high-profile recent campaign in Japan.
Investors hoped that improvements in
capital allocation, shareholder returns and
fairer treatment of minority investors
would help boost valuations and close the
persistent “Korea discount”.
While some encouraging steps have been
announced by a few companies, overall the
results have thus far been quite
disappointing, with structural barriers to
improved returns proving difficult to
overcome – not least a preponderance of
family ownership, which is much less
present in Japan. An electoral setback for
the ruling party earlier in the year further
dented the prospects of giving legislative
backing to the moral suasion of the
government.
The market which saw the most extreme
swings in sentiment over the year was
China (and, to a lesser extent, Hong Kong).
The macroeconomic environment in China
remained weak throughout the period,
with slow domestic growth and depressed
consumer confidence weighing on stock
prices for much of the year. However,
towards the end of September 2024,
announcements from various state and
party institutions led investor sentiment to
turn sharply positive on the expectation of
a large, co-ordinated stimulus package
involving monetary, fiscal and regulatory
loosening – including some measures to
directly boost purchases of domestic
stocks by Chinese institutional investors.
The strongest major sector in Asia over the period
was Information Technology, where stocks benefitted
from optimism over the increasing adoption of
Artificial Intelligence.
Market-leading semiconductor
specialist TSMC was one of the largest
contributors to performance during
the year, one of a number of
Taiwanese technology holdings to
benefit from exposure to the demand
for AI hardware.
Photo courtesy of TSMC.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
16
Section 2: Investment Manager’s Review
Although details were scarce (not least
over the size and nature of the fiscal
stimulus), these announcements led to
a very strong stock market rally in both
on-shore and off-shore Chinese stocks,
driven by relief that the government no
longer seemed to be willing to accept the
economy might sink into a deflationary
spiral.
The market subsequently saw a great deal
of volatility (after the end of this reporting
period) as each subsequent statement by
authorities was pored over by investors for
clues as to what these policy changes
would entail in reality.
On the more positive side in China, exports
have been an important support for the
economy and there was also some relief
around geopolitical tensions, with the
meeting of Presidents Xi and Biden at last
year’s November APEC (Asia-Pacific
Economic Cooperation) summit in
California, and the Taiwanese election that
passed off largely uneventfully.
Nevertheless, there is little sign of any
easing of US policies towards China, which
is perhaps not unexpected in a US
presidential election year.
Performance and Portfolio
Activity
The Company made a positive return over
the period, with a NAV total return of
16.5% though this lagged the benchmark
return of 17.3%.
From an asset allocation perspective,
being overweight to Hong Kong was a
significant drag to relative performance
(only partially offset by our underweight to
China) and our off-benchmark exposure to
Vietnam detracted from relative
performance. Our underweight to Korea,
however, was a positive contributor.
The biggest driver of relative performance
was stock selection, which was significantly
positive in Taiwan, the Philippines,
Indonesia and Hong Kong, but negative in
China, Korea and India.
In Taiwan, our exposure to technology
names drove this positive stock selection,
with leading-edge logic foundry TSMC ,
‘fabless’ chip design company MediaTek
and contract manufacturer Hon Hai all
contributing positively from the tech
sector, benefitting to lesser and greater
degrees from their exposure to demand
for AI hardware. Electronic paper supplier
E Ink also performed strongly on signs of
increased adoption of electronic shelf
labels in retailers such as Walmart. Outside
of tech, window coverings supplier Nien
Made also performed well, as lower
interest rates were expected to lead to
a demand recovery in the US.
In the Philippines, port operator ICTSI
performed well on good operational
execution and recovering global trade, and
property developer Ayala Land did well
on a more supportive interest rate outlook.
Bank Mandiri was a strong performer in
The biggest driver of
relative performance
was stock selection,
which was significantly
positive in Taiwan, the
Philippines, Indonesia
and Hong Kong, but
negative in China,
Korea and India.
Market returns of the MSCI AC Asia ex Japan NDR Index in GBP and local currency
30 September 2023 to 30 September 2024
Source: Factset.
Past Performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and
investors may not get back the amounts originally invested. This information is not an offer, solicitation or recommendation to buy or sell any financial instrument or to
adopt any investment strategy.
-10 % 0 % 10 % 20 % 30 % 40 % 50 % 60 %
In d one s ia
K orea
H on g K on g
Thai l an d
Phi l ippine s
China
M S CI A C A s ia e x JP
Sin g apore
M a l a ys ia
I n d ia
T ai w an
R eturn s in G B P R eturn s in l oca l
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 17
Section 2: Investment Manager’s Review
Taiwanese electronic paper supplier E Ink was
a notable contributor to performance. Grocery,
DIY, electrical, pharmaceutical and department
store retailers have all adopted its electronic shelf
labels, and the company has a patent pending for
electronic clothing tags.
Photos courtesy of E Ink.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
18
Section 2: Investment Manager’s Review
Indonesia, benefitting from a benign
macro environment there and solid growth
backed by their successful digital banking
initiatives.
Hong Kong stock selection benefitted from
our holding in global battery-powered
tools manufacturer Techtronic
Industries, which continues to see good
demand for its leading professional power
tools brand, Milwaukee. Prada , a luxury
goods company, and ASM Pacific
Technologies, which specialises in
manufacturing semiconductor fabrication
equipment, also contributed to positive
selection in Hong Kong. Notably, these
companies serve global, not just domestic
Hong Kong or mainland Chinese
customers.
Negative stock selection in China was
partly driven by our underweight
positioning in the large e-commerce
segment, which saw an intense rally in the
final week of the period on the back of the
stimulus expectations mentioned above.
However, some individual holdings also
detracted for more stock-specific reasons,
such as apparel manufacturer Shenzhou
International, which suffered from the
poor Chinese sales of key customers such
as Nike. Another negative contributor was
our holding in WuXi Biologics , a Chinese
healthcare services company that
specialises in the outsourced research,
development and manufacturing of
biological drugs, which suffered from
concerns over the impact of proposed
legislation in the US which may impose
restrictions on its ability to work with
US entities.
Korean stock selection faced a significant
headwind from our relative position in the
two memory semiconductor names,
Samsung Electronics and SK Hynix . Our
preference for Samsung (due to a stronger
balance sheet and a history of cost and
technology leadership in the industry)
proved costly, as SK Hynix took
a significant lead in the production of
High-Bandwidth Memory (HBM),
a previously niche product which has
become critical, given its necessity for the
efficient functioning of the leading AI chips
from NVIDIA. Samsung has struggled to
close the gap with SK Hynix, and these
struggles have raised investor concerns
about the broader leadership and strategy
of the group.
Stock selection was also negative in India –
as explained above, much of the
outperformance of that market was driven
by the small and mid-cap segments of the
market, where the Company has limited
exposure as we see better value in the
larger-cap names in sectors such as
financials and IT services. HDFC Bank was
a notable laggard in our holdings there, as
it has struggled to integrate its non-bank
affiliate while also growing the overall
business in line with peers.
The geographic exposure in the
Company’s portfolio continues to be
mainly spread between Taiwan, China,
India, Hong Kong, Singapore, Korea and
several smaller ASEAN markets. China
Philippines property developer and new purchase
Ayala Land owns several properties in Makati Central
Business District, pictured above, a city in the Metro
Manila region and the country’s financial hub.
Photo courtesy of Ayala Land.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 19
Section 2: Investment Manager’s Review
remains a substantial underweight though
is, in part, offset by the overweight to the
Hong Kong market which, in general, looks
more attractive from a valuation and
governance perspective. We have however
reduced our China underweight during
the year, by adding to several high-quality
stocks which had been sold down to
attractive levels during the period,
including videogame developer NetEase ,
dominant music streaming service
Tencent Music Entertainment,
automation equipment supplier Shenzhen
Inovance and leading battery
manufacturer Contemporary Amperex
Technology (CATL). We sold out of Ping
An Insurance, Hongfa , Yum China and
WuXi Biologics , as well as reducing our
weight in e-commerce giant Alibaba . In
Hong Kong, we exited Kerry Properties
and reduced Prada , both on a weaker
consumption outlook for China.
Elsewhere, we continue to be overweight
to Singapore, with positions in banks DBS
and Oversea-Chinese Banking Corp
( OCBC ), and Singapore Telecom , though
we exited our holding in Sea Ltd and
reduced our Singapore Exchange holding
on strong performance. We are also
overweight some of the smaller ASEAN
markets such as Thailand (where we added
to healthcare names Bumrungrad
Hospital and Bangkok Dusit Medical
Services (BDMS) on strong long-term
growth prospects), the Philippines (where
we added Ayala Land and to Bank of the
Philippine Islands) and Indonesia, where
we added Bank Negara while reducing
Bank Mandiri on relative valuation. We
also have an off-benchmark position in
Vietnam, where we added IT services name
FPT Corp due to its long-term competitive
advantages and attractive valuation.
We are underweight in India and Korea. In
Korea, we exited our holding in battery
name Samsung SDI as competition in the
sector intensified, and cosmetics producer
LG H&H which had seen a disappointing
recovery in sales to Chinese customers
post-pandemic, though added to car
manufacturer Kia which has the potential
to increase shareholder returns
meaningfully. In India, we sold out of IT
services name Mphasis which had
performed very strongly and added to
conglomerate Reliance Industries .
From a sectoral perspective, financials and
IT remain the Company’s two largest
exposures and overweights, with
significant underweights being consumer
staples and discretionary. Over the period,
we did reduce some financials holdings,
selling names including insurers Ping An
and Prudential , as well as trimming Bank
Mandiri. The IT exposure predominantly is
due to positions in Taiwan, Korea and
India; during the year we added Taiwanese
names E Ink , semiconductor packaging
company ASE Technology and foundry
UMC , while trimming some TSMC on
strong performance. Elsewhere we
trimmed materials companies BHP Group
and Orica , also following strong
performance.
Outlook and Policy
Although Asian markets lagged global
equities through the end of last year and
start of this year, over the last six months
they have done better, producing strong
absolute gains exceeding global market
returns, despite several ongoing but
well-known headwinds.
Amongst these, geopolitics has continued
to be a concern in the region, with tensions
around US-China relations, Taiwan, Ukraine
and the Middle East all contributing to
investor caution. Although regional
elections (Taiwan, Korea, Indonesia and
India) have all passed reasonably smoothly
this year, the re-election of President Trump
in the US election in early November 2024
is likely to result in considerable
uncertainty in the trade and geopolitical
background for the region in coming years.
President Trump’s policy proposals, on the
face of it, appear quite inflationary (tariffs
raising import prices, fiscal loosening) and
could therefore end up with a ‘higher for
longer’ interest rate outlook. This would
likely be a tailwind for many Asian financial
stocks, but a headwind for those countries
with weaker external balances, including
some of the ASEAN markets. Although
stronger US growth is a positive for exports
from Asia, any increase in tariffs could be an
offset to that, particularly if the suggested
60% tariff on Chinese exports is
implemented. This could ultimately end up
benefiting other exporting countries across
Asia who will become more competitive.
Given this, China is likely to be more
aggressive on domestic stimulus to try and
counter any potential impact from weaker
exports. Although there are clear
differences between President Trump’s first
term and now (particularly around the
starting level of interest rates, as well as the
geopolitical backdrop), it is worth
remembering that under President Trump
1.0 similar stimulus measures were
Top three market contributors and detractors by relative performance
12 months to 30 September 2024 (%)
Source: Factset PA3. Top contributors and detractors illustrating the total contribution to relative performance (stock selection and regional allocation), are shown
excluding gearing, and relative to the MSCI AC Asia ex Japan Index
Past Performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and
investors may not get back the amounts originally invested. This information is not an offer, solicitation or recommendation to buy or sell any financial instrument or to
adopt any investment strategy.
-2 .5% -2 . 0 % -1 .5% -1 . 0 % -0 .5% 0 . 0 % 0 .5% 1 . 0 % 1 .5% 2 . 0 % 2 .5% 3.0 %
In d ia
K orea
H on g K on g
Sin g apore
P hi l ippine s
Tai w an 2. 4
0. 8
0.5
–0 .5
–0 .9
–1 .9
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
20
Section 2: Investment Manager’s Review
introduced together with increased tariffs
and protectionist measures and, despite
that, Asia performed well as a region, albeit
after an initial wobble.
Within the region, the Chinese economy
remains weak as consumer confidence is
still extremely low, with this increasingly
being reflected in poor retail sales and
greater evidence of downtrading. This
weak confidence in part reflects a weaker
job market together with falling property
prices. All this has meant the consumer
has become more risk averse which has
resulted in a meaningful increase in
savings versus consumption.
With China’s domestic and external sectors
both facing uncertainty, we have been
cautious in adding to our exposure to the
market, despite the emergence of
seemingly better value in a number of
stocks there during the period. Consensus
expectations had clearly been lowered
versus a year ago (at least until the recent
optimism about stimulus), and valuations
had become more attractive, but several
companies which disappointed on earnings
still sold-off sharply, suggesting not all the
weakness had yet been discounted.
The key domestic overhang remains the
property market, where activity and prices
are yet to recover from earlier significant
falls. Although the government has made
some announcements to try to put a floor
under the property market, in reality the
fiscal sums backing these interventions are
(so far) very small compared to the scale of
the problem, and unlikely to make more
than a marginal difference. Given this, and
the structural challenges facing stock-
pickers in China (poor capital allocation,
structurally lower nominal growth,
unpredictable regulatory and policy shifts,
high debt levels), we remain significantly
underweight the market, albeit less so
than where we were 12 months ago.
It is noteworthy that the most recently
announced stimulus measures, at the time
of writing, appear more substantive and
coordinated and have provoked a
meaningful rally in the stock market. Whilst
we also view the stimulus as positive, in
our view, the rally has already started to
discount further easing and, therefore,
whatever is eventually announced risks
disappointing investors’ expectations.
Aside from the size of any further
spending, it is also how it is allocated that
is key, with a need, in our view, to have
more of a focus on the demand side of the
economy if the consumer is to get out of
its malaise, rather than continuing to drive
up capital investment.
The Hong Kong market continues to suffer
not only from the spillover impacts of a weak
China, but also the high level of interest
rates, which are inappropriate for the weak
domestic economy. Whilst we have reduced
our overweight to real estate held via the
Hong Kong market, we have also taken
advantage of weak stock prices to add to
other areas, such as non-bank financials. US
interest rates have now started to be cut,
which should help to ease monetary
conditions in Hong Kong and be supportive
for the economy and market, although the
pace of such cuts is more uncertain in the
wake of the US election results.
India remains a bright spot in the region in
terms of growth and optimism among
investors, but this has been increasingly
reflected in share prices, with the market
now looking outright expensive on most
metrics.
In the South-East Asian region, we are
most exposed to Singapore, which is
benefitting from its increasing status as
a regional wealth management hub, as well
as the growth of its ASEAN neighbours. We
have also increased direct exposure to
In the South-East
Asian region, we
are most exposed
to Singapore, which
is benefitting from
its increasing status
as a regional wealth
management hub, as
well as the growth of its
ASEAN neighbours.
China – stimulus has been focussed more on the supply side rather than demand
High savings rates are able to fund consumption if confidence returns
China consumer confidence has fallen 1
Resulting in consumers saving more
2
Source: 1
Refinitiv Datastream, as at 30 September 2024. 2
Bloomberg, as at September 2024. The regions, countries and sectors shown are for illustrative purposes only
and should not be viewed as a recommendation to buy or sell.
Index, 100 = 31 December 2016.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 21
some of the smaller ASEAN markets, such
as Thailand and the Philippines.
From a sector perspective, we remain
overweight IT, given our positive view on
the structural growth drivers behind global
demand for technology, particularly
advanced semiconductors. Valuations have
moved higher on cyclical improvements as
well as the surge in demand for AI-related
hardware. However, we remain comfortable
with the valuations of what we hold in the
portfolio, at present but are mindful we do
not want to overstay our welcome here.
We also remain overweight to financials –
a diverse sector spanning not only banks,
but also insurers and exchange companies.
The banks we own are generally
well-capitalised with strong deposit
franchises. Many of our holdings are in the
more mature markets, such as Singapore,
which in general trade at attractive
valuations and decent dividend yields, but
we also have exposure to their faster
growing hinterland. Direct exposure to
faster growing markets, where credit
penetration is relatively low, includes ASEAN
markets and India. Should interest rates
continue to come down from recent levels,
there may be some concern over the impact
that this could have on bank margins.
Though any further cuts are expected to
have an impact on margins, this may also, in
part, be offset by lower credit costs,
Korean car manufacturer Kia was a
new addition to the portfolio during
the year. We believe the company
has the potential to offer meaningful
shareholder returns.
Photo courtesy of Kia.
Section 2: Investment Manager’s Review
Peaking US rates and a softer US dollar historically supportive for Asian markets
Past performance is not a guide to future performance and may not. be repeated.
Source: Refinitiv Elkon Datastream, as at 30 September 2024, in US$. The regions and countries shown are for illustrative purposes only and should not be viewed as
a recommendation to buy or sell.
The Federal Reserve’s last rate hike in the cycle MSCI AC Asia ex Japan US$ US Dollar Index (right hand side)
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
22
Section 2: Investment Manager’s Review
potentially higher loan growth and an
increase in wealth management revenues.
Historically, a weaker US dollar has been
positive for Asia, rather than interest rate
cuts per se, although the latter are clearly
supportive of greater liquidity.
The other historically positive driver of
Asian markets is the export cycle, as this
tends to be correlated with underlying
earnings per share growth and here we
believe there has been an improvement.
Inventory excesses from the post-Covid
period have been run down and many
industries have become more disciplined
around production and supply additions.
This has seen exports recover for many
Asian countries and we believe a soft
landing in the US would be supportive of
that trend continuing, albeit at a slower
rate. Here, we believe cuts in interest rates
are key to avoid a sharper slowdown in US
demand. Potentially higher tariffs and
other barriers to trade under the incoming
US administration could derail the export
recovery, however, with winners and losers
hard to predict at this early stage.
We believe aggregate valuations for the
region are no longer particularly cheap
and are now trading at slightly above
long-term averages. However, this masks
a large variation across individual markets
where Singapore, Hong Kong, Korea,
Indonesia and the Philippines, look
relatively cheap versus history, whilst India
and Taiwan look relatively expensive.
Following its rally, China is no longer at the
lower end of its valuation range having
moved into the middle of its historic range.
In the short-term at least, shifting views on
the likely policies of the incoming Trump
administration and ongoing
announcements around Chinese stimulus
are likely to lead to heightened volatility in
regional markets. While the outlook for
interest rates is more uncertain following
the US election, should they continue to
fall, and the US dollar weaken, that could
be a potentially positive catalyst for Asian
markets, if history is any guide to go by.
The outlook for exports has also been
complicated by the likely policy changes to
come under the incoming US
administration. Stimulative policy leading
to higher growth is likely to increase the
demand for imported goods, but tariffs
(particularly on China) could offset this to
an extent. It is unlikely, however, that
manufacturing of most goods currently
being exported from China would shift
onshore to the US – rather, other Asian
countries are likely to be the main
beneficiaries of any supply chain
re-alignment.
Richard Sennitt and
Abbas Barkhordar
Portfolio Managers
Schroder Investment
Management Limited
2 December 2024
Broad spectrum of sentiment across the region
Past performance is not a guide to future performance and may not be repeated.
Source: Factset, MSCI, as at 30 September 2024. Australia is not a constituent of the MSCI AC Asia ex Japan Index. Notes: PE data based on forecast data. The regions and
countries shown are for illustrative purposes only and should not be viewed as a recommendation to buy or sell.
Price earnings ratio (P/E) next 12 months of MSCI AC Asia ex Japan markets since 2010
Asia’s earnings are historically correlated to exports
Source: Bloomberg. Factset, as at September 2024. The regions, countries and sectors shown are for illustrative purposes only and should not be viewed as
a recommendation to buy or sell.
MSCI AC Asia ex Japan – earnings per share year-on-year next 12 months growth US imports from Pacific Rim (year-on-year, 3 months moving average), right hand side
For help in understanding any terms used, please visit address www.schroders.com/en/insights/invest-iq/investiq/education-hub/glossary/
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 23
Section 2: Investment Manager’s Review
Market Weightings
Schroder AsiaPacific Fund plc vs. MSCI AC Asia ex Japan Index
Net Asset Value Benchmark
(%) (%)
As at 30 September 2024 2023 2024
Taiwan 21.7 15.3 20.0
China 18.7 19.1 31.6
India 17.3 18.1 22.2
Hong Kong 12.3 13.0 4.9
Singapore 8.5 8.7 3.5
Korea 7.8 11.7 11.9
Thailand 3.7 2.0 1.7
Vietnam 3.3 3.2
Philippines 3.3 1.8 0.6
Indonesia 2.5 2.8 1.9
Australia 2.2 3.4
Malaysia 1.7
Other 1
1.3 3.0
Net cash 2
(2.6) (2.1)
Total 100.0 100.0 100.0
Portfolio Benchmark
Source: Schroders, MSCI, 30 September 2024.
1
UK, Italy and other net liabilities.
2
Cash, less borrowings used for investment purposes.
This information is not an offer, solicitation or recommendation to buy or sell any financial instrument or to adopt any investment strategy.
T ai w an
C hina
I n d ia
H on g K on g
Sin g apore
K orea
T hai l an d
Vietnam
P hi l ippine s
In d one s ia
Aus tra l ia
M a l a ys ia
O ther 1
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
24
Section 2: Investment Manager’s Review
Top Ten Investments
At 30 September 2024
1
TSMC
Market: Taiwan
Sector: Information Technology
Market value: £99.3m
% of portfolio: 10.3%
TSMC is a Taiwanese provider of
semiconductor manufacturing services
and the world’s largest logic chip contract
manufacturer. Its dominant position in
the manufacturing of the most cutting-
edge chips is a result of a long track
record of R&D-driven innovation. TSMC’s
customers include most of the world’s
most advanced chip design companies,
for applications ranging from
smartphone processors to the most
advanced AI chips.
2
Tencent Holdings
Market: China
Sector: Communication Services
Market value: £70.2m
% of portfolio: 7.3%
Tencent is China’s biggest internet
company, with leading positions in
mobile gaming, online advertising and
mobile payments. Its WeChat app is the
leading instant messaging app in China,
and is a key platform for other features,
such as payments and social media
content, and third-party services
accessed through “mini-programs” on
the platform. In addition to its own
operations, Tencent is a significant
shareholder in several other prominent
internet companies, in China and abroad.
3
Samsung Electronics
Market: South Korea
Sector: Information Technology
Market value: £60.8m
% of portfolio: 6.3%
Samsung Electronics is a Korean
semiconductor and electronics
manufacturing company. Its key products
include semiconductors (logic and
memory chips), mobile phone handsets,
consumer electronics, and home
appliances. As well as being the leading
player in both volatile (DRAM) and non-
volatile (NAND) memory, Samsung is one
of only a handful of companies in the
world able to manufacture advanced
logic chips at scale.
4
HDFC Bank
Market: India
Sector: Financials
Market value: £34.0m
% of portfolio: 3.5%
HDFC Bank is an Indian financial
services provider, offering banking,
insurance and mutual funds amongst
other financial products. Following its
merger with HDFC Ltd, the non- bank
financial company, it is now among
India’s largest private sector financial
companies, serving over 90m
customers through both traditional and
digital channels. India is a relatively
underpenetrated market for financial
services.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 25
Section 2: Investment Manager’s Review
5
AIA
Market: Hong Kong
Sector: Financials
Market value: £32.1m
% of portfolio: 3.4%
AIA Group is an insurance company,
providing life insurance, accident and
health insurance and savings plans, as
well as financial products and services
to corporate clients. Based in Hong
Kong, the company operates in
18 markets across the Asia Pacific
region and has sold over 40 million
policies.
6
ICICI Bank
Market: India
Sector: Financials
Market value: £31.6m
% of portfolio: 3.3%
ICICI Bank is an Indian financial services
provider, offering a range of banking
services and other financial products,
including retail banking, wholesale
banking and insurance. It is one of
India’s leading private sector banks,
with around 6,000 branches. India is
a relatively underpenetrated market for
financial services.
7
OCBC
Market: Singapore
Sector: Financials
Market value: £25.8m
% of portfolio: 2.7%
OCBC is a Singaporean financial services
provider, offering banking, insurance,
asset management and stockbroking
services. The group operates across Asia,
and also owns a stake in China’s Bank of
Ningbo. The group offers private banking
services through its Bank of Singapore
subsidiary.
8
MediaTek
Market: Taiwan
Sector: Information Technology
Market value: £24.0m
% of portfolio: 2.5%
MediaTek is a Taiwanese company
engaged in the design and distribution
of semiconductor chips. Their products
focus on mobile connectivity, for
example 5G mobile communication
chips, as well as bluetooth and Wifi
chips, and are mainly used in mobile
phones, digital TVs, PCs, home
appliances, wearable devices and
Internet of Things devices.
9
DBS Group Holdings
Market: Singapore
Sector: Financials
Market value: £23.0m
% of portfolio: 2.4%
DBS is a financial services group
headquartered in Singapore. Its services
include retail and corporate banking,
wealth management, and capital
markets solutions. Renowned for its
digital innovation and customer-centric
approach, DBS has been recognised as
one of the world's best digital banks.
The bank operates across key markets in
Asia, including China, India, Indonesia,
and Taiwan.
10
Hong Kong Exchanges and
Clearing
Market: Hong Kong
Sector: Financials
Market value: £20.1m
% of portfolio: 2.1%
Hong Kong Exchanges and Clearing is a
leading financial market operator that
runs the securities and futures
exchanges in Hong Kong, as well as the
London Metal Exchange. Through its
“connect” programmes, it facilitates
cross-border investment between Hong
Kong and leading mainland Chinese
exchanges, and therefore benefits from
growing portfolio flows into and out of
China.
Photos courtesy of TSMC, AIA, Mediatek, DBS Group Holdings.
Sector £’000 %
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
26
Section 2: Investment Manager’s Review
Investment Portfolio
At 30 September 2024
Taiwan
TSMC Information Technology 99,256 10.3
MediaTek Information Technology 23,971 2.5
Delta Electronics Information Technology 14,010 1.5
Hon Hai Precision Industries Information Technology 12,269 1.3
Nien Made Electronics Consumer Discretionary 12,206 1.3
E Ink Information Technology 10,740 1.1
United Microelectronics Information Technology 9,749 1.0
Giant Manufacturing Consumer Discretionary 9,608 1.0
ASE Technology Information Technology 7,499 0.8
Total Taiwan 199,308 20.8
Mainland China
Tencent Holdings 1
Communication Services 70,230 7.3
Alibaba 1
Consumer Discretionary 15,385 1.6
Midea 1
(including A shares and LEPO 2
) Consumer Discretionary 15,276 1.5
NetEase 1
Communication Services 14,412 1.5
Contemporary Amperex Technology A Industrials 13,132 1.4
Shenzhen Inovance Technology A Industrials 12,328 1.3
Sany Heavy Industry A Industrials 11,039 1.2
Shenzhou International 1
Consumer Discretionary 10,345 1.1
Tencent Music Entertainment ADR 3
Communication Services 9,861 1.0
Total Mainland China 172,008 17.9
India
HDFC Bank Financials 34,037 3.5
ICICI Bank (including ADR 3
) Financials 31,559 3.3
Infosys Information Technology 19,523 2.0
Tata Consultancy Services Information Technology 19,046 2.0
Apollo Hospitals Enterprise Healthcare 18,640 2.0
Reliance Industries Energy 17,415 1.8
Oberoi Realty Real Estate 14,810 1.6
Delhivery Industrials 3,866 0.4
Total India 158,896 16.6
Hong Kong (SAR)
AIA Financials 32,060 3.4
Hong Kong Exchanges and Clearing Financials 20,091 2.1
BOC Hong Kong Financials 16,777 1.8
Techtronic Industries Industrials 16,260 1.7
Galaxy Entertainment Consumer Discretionary 10,723 1.1
Swire Properties Real Estate 6,596 0.7
ASMPT Information Technology 5,578 0.6
Hang Lung Properties Real Estate 5,515 0.6
Total Hong Kong (SAR) 113,600 12.0
Singapore
OCBC Financials 25,847 2.7
DBS Group Holdings Financials 22,993 2.4
Singapore Telecommunications Communication Services 18,746 2.0
Singapore Exchange Financials 10,267 1.1
Total Singapore 77,853 8.2
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 27
Section 2: Investment Manager’s Review
Sector £’000 %
South Korea
Samsung Electronics (including preference shares) Information Technology 60,758 6.3
Kia Consumer Discretionary 7,911 0.8
SK Hynix Information Technology 2,739 0.3
Total South Korea 71,408 7.4
Thailand
Bangkok Dusit Medical Services NVDR Healthcare 11,540 1.2
Kasikornbank NVDR Financials 11,397 1.2
Bumrungrad Hospital Healthcare 10,990 1.2
Total Thailand 33,927 3.6
Vietnam
Vietnam Enterprise Investments 4
Financials 11,509 1.2
FPT Information Technology 8,274 0.9
Mobile World Investment Consumer Discretionary 6,021 0.6
Vietnam Dairy Products Consumer Staples 4,841 0.5
Total Vietnam 30,645 3.2
Philippines
ICTSI Industrials 11,779 1.2
Bank of the Philippines Islands Financials 10,417 1.1
Ayala Land Real Estate 8,154 0.9
Total Philippines 30,350 3.2
Indonesia
Bank Mandiri Financials 16,333 1.7
Bank Negara Financials 6,617 0.7
Total Indonesia 22,950 2.4
Australia
Rio Tinto 4
Materials 11,018 1.2
BHP 4
Materials 5,008 0.5
Orica Materials 4,370 0.5
Total Australia 20,396 2.2
United Kingdom
Schroder Asian Discovery Fund Z Acc 5
14,500 1.5
Total United Kingdom 14,500 1.5
Italy
Prada
1
Consumer Discretionary 9,216 1.0
Total Italy 9,216 1.0
Total Investments 6
955,057 100.0
Investments are classified by the Investment Manager in the region or country of their main business operations or listing.
Highlighted stocks are the twenty largest investments, which by value account for 62.0% of total investments (2023: 63.3%).
1
Listed in Hong Kong. 2
Listed in Luxembourg. 3
Listed in the USA. 4
Listed in the United Kingdom. 5
Predominantly invested in Asia. 6
Total investments comprises the
following:
£'000 %
Equities, including ADRs, LEPOs and NVDRs 927,484 97.1
Collective investment funds 14,500 1.5
Preference shares 13,073 1.4
Total investments 955,057 100.0
The following abbreviations have been used above: ADR: American Depositary Receipt LEPO: Low Exercise Price Option NVDR: Non Voting Depositary Receipt.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
28
Section 2: Investment Manager’s Review
Investment Process
Translating philosophy into process
s s e c o r P n o i t c u d e D s f e i l e b l a c i h p o s o l i h P
Asian markets are less
well researched
Add v a l ue f rom s tock
s e l ection by con s i s tent
app l ication o f b ottom - up
proce ss
D i s cip l ine d l on g- term s tock ana lys i s
by a l ar g e , on - the -g roun d team o f
e x perience d in v e s tment pro f e ss iona ls
co v erin g A s ia P aci f ic e x J apan
U n d er s tan d in g o f b u s ine ss v a l ue
Asian stocks have
c risks
Seek q ua l it y at the
rig ht price
F ocu s on s uperior or impro v in g ROIC
o v er time
E S G an d d ura b i l it y o f earnin gs are
key con s i d eration s
C orporate g o v ernance f ocu s
Asian markets are
short-term and volatile
Seek l on g- term , not s hort -
term v a l uation anoma l ie s
T ake a l on g- term time hori z on
Ex p l oit opportunitie s create d by
short - term v o l ati l it y
A disciplined investment process, applied systematically by an
experienced team, is important for adding value over the
long-term. The Manager’s investment process is informed by their
beliefs about Asian markets, based on the extensive experience
they have gained investing in the region for over 50 years.
These beliefs, and their implications, result in stock selection
being placed at the heart of the Company’s investment approach,
as explained in the diagram below:
Source: Schroders. For illustrative purposes only and should not be viewed as a recommendation to buy or sell.
We b e l ie v e that app ly in g
a sys tematic , d i s cip l ine d
approach , w ith a s tron g team
cul ture , increa s e s our a b i l it y to
add v a l ue .
We b e l ie v e that A s ian s tock
market s are ine cient an d
pro v i d e s tron g potentia l f or
a dd in g v a l ue throu g h acti v e
f un d mana g ement .
We b e l ie v e that thi s v a l ue
i s b e s t e x tracte d u s in g a
f un d amenta l, b ottom - up s tock
s e l ection approach .
The durability of earnings and
the alignment of our interests
with management and major
shareholders are key
considerations. We seek to buy
quality companies at the right
price.
Investment philosophy
Source: Schroders. For illustrative purposes only and should not be viewed as a recommendation to buy or sell.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 29
Section 2: Investment Manager’s Review
Stock research
The key input into the Investment
Manager’s stock selection decisions is the
fundamental research carried out by the
analyst team, the majority of which is done
using internal research tools and valuation
models.
1
With a universe of around 5,000 potential
names to choose from, in what has
historically been a volatile region, the
Investment Manager has a bias towards
‘quality’ companies. The analysts look to
identify those companies which are most
likely to be able to grow shareholder value
over the long term, by making
assessments of the financial and non-
financial (including sustainability) factors
which influence company returns. The
analytical focus is on the future trend in
a company’s return on invested capital
(ROIC) relative to its weighted average cost
of capital (WACC), in the belief that this
reflects the attractiveness and
sustainability of the business model and
serves as a predictor of long-term
shareholder returns.
Analysts spend much of their time meeting
with companies in their sectors, as well as
with industry experts and colleagues, so
that they can evaluate the “moats” around
the businesses they are analysing and
ultimately be in a position to make
a recommendation.
The output of this work is usually in the
form of research notes and company
models, as well as standard data points –
a fair value and recommendation grade, its
Shareholder Return Classification (“SRC”)
an assessment of the company’s return
profile as described above, and an ESG
appraisal and score.
Portfolio construction
Although the Asian teams’ analysts are the
primary sources of stock ideas, the
Portfolio Managers also generate stock
ideas through their own research (for
example, by undertaking research visits
and meetings with company management)
and by drawing on a number of other
sources including other investment
professionals within Schroders,
quantitative screens, and external research
providers.
Using all of these inputs, the Portfolio
Managers will decide which stocks to hold,
and at what weightings. In doing so, they
will consider all the outputs from the
analysts’ work (such as the upside to fair
value), the level of conviction they have in
the investment thesis and any identified
risks (including those relating to ESG)
relative to the rest of the opportunity set.
The primary objective of this process is to
create a portfolio with an appropriate level
of stock specific risk as the primary driver
of returns.
While the portfolio construction process is
primarily driven by bottom-up stock
selection, there is also a top-down regional
allocation review process, carried out on
a monthly basis, combining the output of
an in-house quantitative model and the
qualitative views of the Portfolio Managers,
informed by data and analysis from both
internal and external research teams.
The purpose of this “top-down overlay” is
to identify and adjust for any unwanted
systematic risks (or missed opportunities)
which have resulted from the bottom-up
process. Top-down factors looked at in this
process may include macroeconomic
conditions, inflation and interest rate
dynamics, politics/geopolitics, aggregate
market valuations and measures of
investor sentiment. This allows the
Portfolio Managers to construct the
portfolio using the most attractive
bottom-up ideas, while helping ensure
sufficient diversification and taking into
consideration any important top- down
factors. They will also harness Schroders’
proprietary risk management systems to
provide a quantitative view of the
characteristics of the portfolio.
This results in a relatively diversified
portfolio, typically with a ‘quality’ bias.
Investment team
A key strength of the Manager is its team
of investment professionals based in the
region. The two UK-based portfolio
managers, who themselves have well over
four decades of investment experience
between them, are supported by a team of
45 equity analysts based across 6 offices in
Asia Pacific ex-Japan, who have an average
of over 16 years’ investment experience 2
.
Being based in the region means that the
analysts are in regular direct contact with
the companies which they are covering,
with the team carrying out over 2,600
company contacts per year 3
. This regular
contact allows the team to gain a thorough
understanding of a company’s business
model and management culture, the key
issues they are facing and their strategies
to navigate an ever-changing business
environment. Moreover, since the local
investors in each country are usually the
key owners of the local markets, being
present on the ground enables the
Manager to understand how those major
local investors perceive and value
companies.
It is this knowledge base, paired with the
expertise of the Manager’s investment
professionals, which adds value to the
bottom-up approach to stock selection.
The locally based analyst team is
supplemented by other resources across
the Schroders group, including the
UK-based Sustainable Investment Team
and Investment Insight Unit, as well as
other equity teams focused on Global and
Emerging markets.
Use of gearing
The Company amended and renewed its
one year £75 million multicurrency
revolving credit facility agreement with The
Bank of Nova Scotia, London Branch with
effect from 3 July 2024, on a secured basis.
Under the facility agreement, the
Company also has the option to increase
the multicurrency revolving facility by
a further £25 million to £100 million. At
30 September 2024, $40 million of the
multicurrency revolving credit facility with
The Bank of Nova Scotia, London Branch
was drawn down.
In addition, the Company has a £30 million
multi-currency overdraft facility with HSBC,
which was not utilised during the year. The
Board has set parameters within which the
Manager is authorised to use the credit
facilities and draw down funds. While the
Articles of Association limit the amount of
gearing the Company may have to
a maximum of the Company’s adjusted
capital and reserves, Directors do not
anticipate net effective gearing levels in
excess of 20% of shareholders’ funds.
1
The stock research process described here covers that undertaken by our team of locally based Asia ex Japan analysts. The detail of research in other regions where
analysts report locally (e.g. Australia, India) may differ, but is underpinned by the same broad approach. 2
Team information as at September 2024. The 45 ex-Japan
analysts include Schroders’ local specialist team of equity analysts in Sydney, as well as a joint-venture team of Indian equity analysts at Axis Asset Management (Axis AMC)
in Mumbai. 3
Calendar year 2023. Source: Schroders.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
30
Section 2: Investment Manager’s Review
ESG Integration
Integration of ESG into the
investment process 1
It is important to note that the Company
does not have a specific ESG/sustainability
orientation, or target outcome. The
Company’s investment objective can be
found in the Strategic Report on page 35.
The approach of the Manager is to
incorporate into its decision-making a
thorough assessment of management
quality, environmental, social and
governance factors, whether implicitly or
explicitly. The Manager believes that
integrating an analysis and evaluation of
ESG factors in the security valuation and
selection process helps to enhance and
protect long-term shareholder value, and
that the appraisal of non-financial factors,
including ESG considerations, contributes
to a better understanding of a company’s
risk characteristics and return potential.
Assessing the durability of a company’s
returns and financial position has
therefore always been at the core of the
Manager’s research and investment
decisions in Asia.
Schroders’ sustainability practice has a
history of over 20 years. Today a team of
more than 40 dedicated members of the
Sustainable Investment team (as at
31 October 2024) develop proprietary ESG
tools, such as CONTEXT TM
and SustainEx TM
and oversee ESG analysis across
Schroders, supporting individual
investment teams, such as the Asian
equities team. The carbon footprint of the
companies and the portfolio are
monitored over time and the proprietary
SustainEx TM
tool measures positive and
negative externalities generated by the
companies.
Asia Context
TM
, which is the principal tool
employed for the Manager’s ESG analysis
as it pertains to the Company’s
investments, captures the Manager’s ESG
analysis in one template using a
stakeholder-based framework. It provides
a clear and broad roadmap on the issues
requiring engagement, helps refresh the
team’s focus on ROIC and enhances
appreciation of the downside and upside
risks to a company’s business model.
The context framework:
Understanding how a company manages it relationships with stakeholders
Source: Schroders.
Active ownership
Schroders has a long history of active
ownership, including engagement with
companies on ESG related matters, for the
past two decades.
Direct company contact is an important
component of the initial due diligence and
ongoing monitoring process. These
regular engagements form an important
aspect of the Manager’s role as stewards
of clients’ capital and allows deployment of
capital in businesses with long-term
sustainability of returns and shareholder
value creation.
Corporate Governance analysts in the
Sustainable Investment team will also
work alongside investors and internal
compliance and legal teams to vote all
proxies where practically possible, and to
ensure the Manager’s voting activities
comply with its ESG policy.
To enhance the Asia team’s ESG expertise
in Asia, two members of the Sustainable
Investment team are based in the region,
directly supporting the Asian capability
and ensuring they are kept fully informed
of the relevant output of the Sustainable
Investment team in London.
A Sustainable Equity Analyst on the Asia
team brings additional insight and
perspective to ESG analysis and
engagement.
Environment
Hav e y ou put in place an ener gy
tran s ition plan? Are y ou mana g in g
operatin g impact s ?
Environment
Ho w competiti v e i s y our market?
Are y ou pa y in g a f air rate o f ta x ?
Suppliers
Ho w e x po s e d i s y our s uppl y chain to
d i s ruption ri s k s ? Ho w s tron g are y our
s upplier relation s hip s ?
Customers
Ho w i s y our b ran d percei v e d ?
W hat’ s in y our pro d uce pipeline?
Employees
Ho w d o y our emplo y ee s per f orm ?
Ho w moti v ate d i s y our team?
Communities
communit y ? Ha v e y ou committe d to
protect human ri g ht s ?
1
The above ESG framework covers investments in companies researched by our team of locally based Asia ex Japan analysts. The detail of ESG coverage in other regions
where analysts report locally (e.g. Australia, India) may differ, but is underpinned by the same broad approach.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 31
Section 2: Investment Manager’s Review
ESG analysis impacts the investment
process in four ways:
1) Initial screening – ESG helps
determine which companies are
considered to be investable as part of an
initial screening, which is in addition to
Schroders’ group-wide exclusions.
1
2) Durability of earnings – ESG analysis
helps the investment team understand
the impact ESG externalities may have
on the future earnings power of the
business and the ROIC and SRC of the
company.
3) Fair Value and recommendation –
ESG is an indirect and direct input into
our fair value estimate of a company.
Indirect, to the extent that a company’s
SRC may influence the assumptions
used in establishing the fair value
estimate of a company; and direct, to
the extent that the Manager may apply
an additional explicit discount/premium
to that fair value estimate.
4) Portfolio construction – ESG helps
shape portfolio construction and may
influence how portfolio managers size
positions. For example, poor ESG
performance or heightened ESG risks
may result in a decision to underweight
a security, hold a smaller position size
or avoid an investment completely.
There is no automatic rule – each
investment opportunity is assessed on
a case-by-case basis, with the focus on
the materiality of ESG factors on
a company’s valuation and risk profile.
In summary, ESG analysis helps determine
which companies are looked at, how the
Manager assesses their durability and,
hence, how they are valued. And while
company valuations ultimately drive
portfolio construction, ESG insights play
a role in the investment process and may
influence how portfolio managers size
positions within a portfolio. Furthermore,
the Manager’s ESG analysis is broad
reaching and is not only concerned with
the potential downside risks that are
identified, but also the upside return
implications for stocks in which the
Company invests.
The table below shows the Manager’s
engagement in respect of portfolio
holdings and voting:
1
Schroders applies group-level exclusions to all Schroders funds that are directly managed. These group-level exclusions relate to controversial weapons and companies
that generate more than 20% of their revenues from thermal coal mining. Details can be found at the following link
https://www.schroders.com/en/global/individual/about-us/what-we-do/sus
As at As at
30 September 30 September
2024 2023
Number of companies engaged with 36 38
Number of engagement discussion topics 95 105
Invested companies engaged with (%) 51 53
Shareholder meetings voted at 73 80
Number of proposals voted on 764 661
Number of votes against management 70 45
Votes against management (%) 9.2 6.5
Engagements encompass all instances where we cover ESG-specific issues with a company, guided by our Engagement Blueprint. We
document these engagements in our proprietary platform, Active IQ, allowing us to monitor progress based on a milestone approach.
Where the Manager votes against management on behalf of the Company, in most cases these votes have been related to the board
(the election of directors and their independence), capital management (where proposals are not considered in the best interests of
shareholders), and compensation (concerns around remuneration levels and alignment with shareholders).
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
32
Section 3: Strategic Report
Bandra-Worli Sea Link Bridge,
Mumbai, India.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 33
Section 3: Strategic Report
The Company 34
Stakeholder Engagement – Section 172 Report 38
Risk Report 41
Conclusion 45
Section 3: Strategic Report
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
34
Section 3: Strategic Report
The Company
Purpose, values and culture
The Company’s purpose is to create
long-term shareholder value.
The Company’s culture is driven by its
values: openness; responsiveness;
diligence; and the pursuit of excellence,
with collegial behaviour and constructive
challenge at Board level and when
engaging with stakeholders. The values
are all centred on achieving returns for
shareholders in line with the Company’s
investment objective. The Board also
promotes the effective management, or
mitigation, of the potential risks faced by
the Company. To the extent it does not
conflict with the investment objective, the
Company’s operations are structured with
regard to all its stakeholders and take
account of the impact of the Company’s
operations on the environment and
community.
Acting with high standards of integrity and
transparency, the Board is committed to
encouraging a culture that is responsive to
the views of shareholders and its wider
stakeholders.
As the Company has no employees and
acts through its service providers, its
culture is represented by the values and
behaviour of the Board and third parties
to which it delegates certain activities.
The Board aims to fulfil the Company’s
investment objective by encouraging
a culture of constructive challenge with
all key suppliers and openness with all
stakeholders. The Board is responsible for
embedding the Company’s culture in the
Company’s operations.
The Board recognises the Company’s
responsibilities with respect to corporate
and social responsibility and engages with
its outsourced service providers to
safeguard the Company’s interests. As part
of this ongoing monitoring, the Board
receives reporting from its service
providers with respect to their anti-bribery
and corruption policies; Modern Slavery
Act 2015 statements; diversity policies; and
greenhouse gas and energy usage
reporting.
Business model
The Company is a listed investment trust,
that has outsourced its operations to third
party service providers.
The Board has appointed the Manager,
Schroder Unit Trusts Limited, to implement
the investment strategy and to manage
the Company’s assets in line with the
appropriate restrictions placed on it by the
Board, including limits on the type and
relative size of holdings which may be held
in the portfolio and on the use of gearing,
cash, derivatives and other financial
instruments as appropriate.
The terms of the appointment of the
Manager are described more completely
in the Directors’ Report including
delegation to the Investment Manager.
The Manager also promotes the Company
using its sales, PR and marketing teams.
The Board and Manager work together to
deliver the Company’s investment
objective, as demonstrated in the following
diagram.
• Set o bj ecti v e s, s trate gy
an d KPIs
Appoint s the M ana g er an d
other s er v ice pro v i d er s to
achiev e o bj ecti v e s
T he I n v e s tment M ana g er imp l ement s
the in v e s tment s trate gy by f o ll o w in g
an in v e s tment proce ss
Supporte d by s tron g re s earch
an d ri s k en v ironment
R e g u l ar reportin g an d
interaction w ith the Boar d The Boar d i s f ocu s e d on en s urin g that :
the C ompan y remain s attracti v e to in v e s tor s
the f ee s an d on g oin g char g e s
remain competiti v e
M arketin g an d s a l e s capa b i l it y o f
the M ana g er
Support f rom the corporate
b roker w ith s econ d ar y market
interv ention to s upport d i s count /
premium mana g ement
P ort f o l io an d ri s k mana g ement
Achie v ement o f KPIs
Us e o f g earin g
D i s count / premium an d l i q ui d it y
mana g ement throu g h s hare
i ss uance an d repurcha s e
Strategy Oversight
Promotion Investment
Competitiveness
SHAREHOLDER
VALUE
Board
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 35
Section 3: Strategic Report
Investment trust status and continuation vote
The Company’s shares are listed on the
main market of the London Stock
Exchange. The Company is a constituent of
the FTSE 250 index and is an investment
trust in accordance with section 1158 of
the Corporation Tax Act 2010. It is
intended that the Company will continue
to conduct its affairs in a manner which
will enable it to retain this status. The
Company is not a “close” company for
taxation purposes.
Whilst the Company’s Articles of
Association require that a proposal for the
continuation of the Company be put
forward at the Company’s AGM in 2026,
the Directors have no reason to believe
that such a resolution will not be passed
by shareholders.
Investment objective
The Company’s principal investment
objective is to achieve capital growth
through investment primarily in equities of
companies located in the continent of Asia
(excluding the Middle East and Japan),
together with the Far Eastern countries
bordering the Pacific Ocean. It aims to
achieve growth in excess of the MSCI All
Countries Asia excluding Japan Index in
sterling terms (Benchmark Index) over the
longer term.
Investment policy
The Company principally invests in a
diversified portfolio of companies located
in the continent of Asia (excluding the
Middle East and Japan) (for the purposes
of this paragraph the “region”). Such
countries include Hong Kong, China,
Singapore, Taiwan, Malaysia, South Korea,
Thailand, India, The Philippines, Indonesia,
Pakistan, Vietnam and Sri Lanka and may
include other countries in the region that
permit foreign investors to participate in
investing in equities, such as in their
stockmarkets or other such investments in
the future. Investments may be made in
companies listed on the stock markets of
countries located in the region and/or
listed elsewhere but controlled from within
the region and/or with a material exposure
to the region.
The portfolio is predominantly invested in
equities, but may also be invested in other
financial instruments such as put options
on indices and equities in the region. The
Company does not use derivative
contracts for speculative purposes. The
Company may invest up to 5% of its assets
in securities which are not listed on any
stock exchange, but would normally not
make such an investment except where
the Manager expects that the securities
will shortly become listed on a stock
exchange. In order to maximise potential
returns, gearing may be employed by the
Company from time-to-time.
Where appropriate the Directors may
authorise the hedging of the Company’s
currency exposure.
Investment restrictions and spread of investment risk
The key restrictions imposed on the
Manager are that:
a) no more than 15% of the Company’s
total net assets, at the date of
acquisition, may be invested in any one
single company;
b) no more than 10% of the Company’s
total net assets, at the date of
acquisition, may be invested in other
listed investment companies unless
such companies have a stated
investment policy not to invest more
than 15% of their gross assets in other
listed investment companies;
c) the Company will not invest more than
15% of its gross assets in other listed
investment companies or investment
trusts;
d) no more than 15% of the Company’s
total net assets may be invested in
open-ended funds; and
e) no more than 25% of the Company’s
total net assets may be invested in the
aggregate of unlisted investments and
holdings representing 20% or more of
the equity capital of any company.
No breaches of these investment
restrictions took place during the financial
year.
The investment portfolio on pages 26
and 27 demonstrates that, as at
30 September 2024, the Company held 57
investments spread over multiple
countries and in a range of industry
sectors. The two largest investments,
TSMC and Tencent Holdings represented
10.3% and 7.3% respectively of total
investments. At the end of the year, the
Company did not hold any unlisted
investments and the only holding in an
open-ended fund was in Schroder Asian
Discovery Fund Z Acc, which represented
1.5% of total investments. There was also
a holding in Vietnam Enterprise
Investments, a closed-end fund trading on
the London Stock Exchange which
represented 1.2% of total investments. The
Board believes that the objective of
spreading risk has been achieved.
Key performance indicators (KPIs)
The Board reviews performance, using a number of key
measures, to monitor and assess the Company’s success in
achieving its objective. Further comment on performance can be
found in the Chairman’s Statement.
Some of the KPIs used are:
NAV performance;
Share price performance;
Share price discount/premium management; and
Ongoing charges ratio.
All of the above KPIs are Alternative Performance Measures.
Further details and definitions of these can be found on pages 92
and 93.
The performance against these KPIs is reported on page 5.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
36
Section 3: Strategic Report
Corporate and social responsibility
Diversity
The Board has adopted a diversity and
inclusion policy. Appointments and
succession plans will always be based on
merit and objective criteria and, within this
context, the Board seeks to promote
diversity, inclusion and equal opportunity.
The Board will encourage any recruitment
agencies it engages to find a range of
candidates that meet the objective criteria
agreed for each appointment. Candidates
for Board vacancies are selected based on
their skills and experience, which are
matched against the balance of skills and
experience of the overall Board taking into
account the criteria for the role being
offered.
The Board also considers the diversity and
inclusion policies of its key service
providers.
Statement on Board diversity –
gender and ethnic background
The Board has made a commitment to
consider diversity when reviewing the
composition of the Board and notes the
Listing Rule requirements on board
diversity:
at least 40% of individuals on the Board
are women;
at least one senior Board position is held
by a woman; and
at least one individual on the Board is
from a minority ethnic background.
The FCA defines senior board positions as
Chair, Chief Executive Officer (CEO), Chief
Financial Officer (CFO) or Senior
Independent Director (SID). As an
investment trust with no executive officers,
the Company has no CEO or CFO. The
Board has reflected the senior positions of
the Chairman of the Board, SID and the
Chair of the Audit and Risk Committee in
its diversity tables.
The Board has chosen to align its diversity
reporting reference date with the
Company’s financial year end and
proposes to maintain this alignment for
future reporting periods. The following
information has been provided by each
Director through the completion of
a questionnaire.
As at 30 September 2024, the Company
met all of the Listing Rule requirements on
board diversity. There have been no
changes since 30 September 2024 to the
date of publication of the Annual Report
and Financial Statements.
The tables below set out the gender and ethnic diversity composition of the Board as at 30 September 2024 and at the date of this report.
Number of
Number of Percentage senior positions
1
Gender identity Board members of the Board on the Board
Men 3 60.0% 2
Women 2 40.0% 1
Not specified/prefer not to say
Number of
Number of Percentage senior positions
1
Ethnic background Board members of the Board on the Board
White British or other White (including minority-white groups) 4 80.0% 2
Mixed/Multiple Ethnic Groups
Asian/Asian British 1 20.0% 1
Black/African/Caribbean/Black British
Other ethnic group, including Arab
Not specified/prefer not to say
1
The Company considers the positions of Chairman of the Board of Directors, SID and Chair of the Audit and Risk Committee to be senior positions of the Board.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 37
Section 3: Strategic Report
Financial crime policy
The Company continues to be committed
to carrying out its business fairly, honestly
and openly, and operates a financial crime
policy, covering bribery and corruption, tax
evasion, money laundering, terrorist
financing and sanctions, as well as seeking
confirmations that the Company’s service
providers’ policies are operating soundly.
Greenhouse gas emissions and
energy usage
As the Company outsources its operations
to third parties, it consumed less than
40,000 kWh during the year and so has no
greenhouse gas emissions, energy
consumption or energy efficiency action to
report.
Modern Slavery Act 2015
As an investment trust, the Company does
not provide goods or services in the
normal course of business and does not
have customers. Accordingly, the Directors
consider that the Company is not required
to make any slavery or human trafficking
statement under the Modern Slavery
Act 2015.
Climate related disclosures
On 30 June 2024, the Company’s AIFM
produced a product level disclosure
consistent with the Task Force on
Climate-Related Financial Disclosures for
the period 1 January 2023 to 31 December
2023. This can be found here:
https://mybrand.schroders.com/m/4ef6e1
cf6d1c02de/original/TCFD-GB72320M-
Schroder-AsiaPacific-Fund-20231231.pdf.
Responsible investment
The Board delegates to the Manager the
responsibility to engage with investee
companies on social, environmental and
governance issues and to promote best
practice. The Board also expects the
Manager to exercise the Company’s voting
rights in consideration of these issues.
In addition to the description of the
Manager’s integration of ESG into the
investment process and the details in this
Strategic Report, a description of the
Manager’s policy on these matters can be
found on the Schroders website at
www.schroders.com. The Board notes that
Schroders believes that companies with
good ESG management often perform
better and deliver superior returns over
time. Engaging with companies to
understand how they approach ESG
management is an integral part of the
investment process. Schroders has
committed to the UN Global Compact,
amongst codes and standards, and
information about the application of
Schroders’ sustainability and responsible
investment policies can be found at:
https://www.schroders.com/en/sustainabili
ty/corporate-responsibility/.
The Board has received reporting from the
Manager on the application of its policy.
Promotion
The Company promotes its shares to
a broad range of investors including
discretionary wealth managers, private
investors, financial advisers and
institutions which have the potential to be
long-term supporters of the investment
strategy. The Company seeks to achieve
this through its Manager and corporate
broker, which promote the shares of the
Company through regular contact with
both current and potential shareholders as
well as their advisers.
These activities consist of investor lunches,
one-on-one meetings, regional road shows
and attendance at conferences for
professional investors. In addition, the
Company’s shares are supported by the
Manager’s wider marketing of investment
companies targeted at all types of
investors; this includes maintaining
close relationships with adviser and
execution-only platforms, advertising in
the trade press, maintaining relationships
with financial journalists and the provision
of digital information on Schroders’
website. The Board also seeks active
engagement with investors, and meetings
with the Chairman are offered to investors
when appropriate.
Shareholders are encouraged to sign up
to the Manager’s Investment Trusts
update, http://www.schroders.com/trust-
updates/ to receive information on the
Company directly.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
38
Section 3: Strategic Report
Stakeholder Engagement – Section 172 Report
As an externally managed investment trust, the Company has no
employees, operations or premises and a number of the
Company’s functions are outsourced to third parties.
The Board identified its key stakeholders as the Company’s
shareholders, the Manager, Investment Manager, the Company’s
lender, other service providers and investee companies.
The table below explains how the Directors have engaged with all
stakeholders during the year, outlines the key activities
undertaken and the key decisions made by the Board.
Shareholders
2023/24 application
At the AGM in 2024, questions and feedback
from shareholders were welcomed. The Board,
along with the Portfolio Managers, look forward
to meeting and interacting with shareholders at
the AGM in 2025.
The Company’s web pages host the annual and
half year reports. Via the Company’s web pages
shareholders can subscribe to the Schroders
investment trusts newsletter to receive regular
updates on the Company.
The Chairman of the Board met with a number
of the Company’s major shareholders during
the year and since the year end. Their views
were taken into consideration as part of the
Board’s duty to ensure their interests were
taken into account.
The Manager engaged with a number of the
Company’s shareholders and investors during
the year and regular feedback was provided to
the Board.
A number of promotional activities were
undertaken during the year including Portfolio
Manager interviews, webinars and coverage in
key publications.
The Board continues to work with Kepler on
promoting the Company through its research
notes which are published following the release
of the Company’s annual results.
Engagement
AGM: The Company welcomes attendance and
participation from shareholders at the AGM.
Shareholders have the opportunity to meet the
Directors and the Investment Manager and ask
questions. The Board values the feedback it
receives from shareholders which is
incorporated into Board discussions.
Publications: The annual and half year results
presentations, as well as factsheets, are available
on the Company’s web pages with their
availability announced via the London Stock
Exchange. Feedback and/or questions received
from shareholders enable the Company to
evolve its reporting which, in turn, helps to
deliver transparent and understandable
updates.
Shareholder communication: The Investment
Manager communicates with shareholders
periodically. All investors are offered the
opportunity to meet the Chairman, SID, or other
Board members, without using the Manager or
Company Secretary as a conduit, by writing to
the Company’s registered office. The Board also
corresponds with shareholders by letter and
email. The Board receives regular feedback from
its broker on investor engagement and
sentiment.
Investor Relations updates: At every Board
meeting, the Directors receive updates on share
trading activity, share price performance and any
shareholders’ feedback, as well as any
publications or comments in the press. To gain
a deeper understanding of the views of its
shareholders and potential investors, the
Manager also undertakes investor roadshows
throughout the year.
Significance
Continued shareholder
support and engagement are
critical to the continuing
existence of the Company and
the delivery of the long-term
strategy of its business.
During the year under review, the Board discharged its duty under section 172 of the
Companies Act 2006 to promote the success of the Company for the benefit of its
members as a whole, having regard to the interests of all stakeholders.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 39
Section 3: Strategic Report
The Investment Manager and Manager
Investee companies
2023/24 application
Representatives of the Investment Manager,
including at least one of the Portfolio Managers,
attend each Board meeting to provide an
update on the investment portfolio along with
presenting on macroeconomic issues.
The portfolio activities undertaken by the
Investment Manager and the impact of
decisions affecting investment performance are
set out in the Investment Managers’ Review on
pages 14 to 31.
Engagement
Maintaining a close and constructive working
relationship with the Investment Manager is
crucial as the Board and the Investment
Manager both aim to continue to achieve capital
growth in line with the investment objective. The
Investment Manager attends all Board and
certain Committee meetings in order to update
the Directors on the performance of the
investments and the implementation of the
investment strategy and objective.
Important components in the Board’s
collaboration with the Investment Manager are:
encouraging open discussion with the
Investment Manager;
recognising that the interests of shareholders
and the Investment Manager are, for the most
part, well aligned, adopting a tone of
constructive challenge, balanced when those
interests are not fully congruent by robust
negotiation of the Investment Manager’s terms
of engagement; and
the Management Engagement Committee
reviews the performance of the Investment
Manager and Manager, the remuneration of
the Manager and the discharge of its
contractual obligations at least annually.
Significance
The key outsourced function is
the provision of investment
management services by the
Investment Manager, making it
a significant stakeholder.
Holding the Company’s shares
offers investors a liquid
investment vehicle through
which they can obtain
exposure to the Company’s
diversified portfolio of
investments.
The Investment Manager’s
performance is critical for the
Company to deliver its
investment strategy
successfully and meet its
objective to achieve capital
growth through investment
primarily in equities of
companies located in the
continent of Asia (excluding
the Middle East and Japan),
together with the Far Eastern
countries bordering the Pacific
Ocean.
2023/24 application
The Board received regular updates on
engagement with investee companies from the
Investment Manager at its Board meetings.
In addition, the Board also visited Vietnam and
Hong Kong during the year and met with
investee companies and analysts to understand
better the tensions and opportunities in the
region.
During the year, the Investment Manager
engaged with many of its investee companies
and voted at shareholder meetings (further
details can be found on page 31).
Engagement
The Investment Management team conducts
face-to-face and/or virtual meetings with the
management teams of all investee companies to
understand current trading and prospects for
their businesses, and to ensure that their ESG
investment principles and approach are
understood.
The Investment Manager has discretionary
powers to exercise the Company’s voting rights
on resolutions proposed by the investee
companies within the Company’s portfolio. The
Investment Manager reports to the Board on
stewardship (including voting) issues and the
Board has the opportunity to question the
rationale for voting decisions made.
Through regular engagement and the exercise
of voting rights, the Investment Manager actively
works with companies to improve corporate
standards, transparency and accountability.
Significance
The Board is committed to
responsible investing and
monitors the activities of
investee companies through
its delegation to the
Investment Manager.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
40
Section 3: Strategic Report
Lender
Other service providers
Examples of stakeholder consideration during the year
The Directors were particularly mindful of stakeholder considerations in reaching the following key decisions during the year ended
30 September 2024:
the Board maintained the strategy to buy back shares which provides a degree of liquidity when the discount widens and helps to
contain discount volatility;
the Board continued to plan for Board succession, as it recognises the benefits of regular Board refreshment;
the Board entered into an amendment and restatement agreement in July 2024 in respect of the multicurrency revolving facility
agreement originally dated 23 June 2022. Given the specific requirements of the Company and various factors, including the interest
rate environment, the Board, concluded that on renewal, the one year multicurrency revolving credit facility, on a secured basis,
remained the most appropriate arrangement and The Bank of Nova Scotia, London Branch the most appropriate provider of the
facility;
the Board undertook its annual visit, together with the Investment Manager, to the region and visited Vietnam and Hong Kong to
undertake due diligence meetings with consultants and investee companies and review Schroders capabilities in the region; and
the Board has declared a final dividend of 12.50p per ordinary share (2023: 12.00p) which, if approved by shareholders at the AGM
on 29 January 2025, will be paid on 7 February 2025.
Following the year end, the Board, together with the Investment Manager, undertook due diligence in the region.
Significance
Availability of funding and
liquidity are crucial to the
Company’s ability to take
advantage of investment
opportunities as they arise.
Engagement
Considering how important the availability of
funding is, the Company aims to demonstrate to
lenders that it is a well managed business and,
in particular, that the Board focuses regularly
and carefully on the management of risk.
The Manager conducts the relationship with the
Company’s lender and reports to the Board at
each Board meeting as and when required for
renewals of terms or negotiation of loan
covenants. The Manager provides a monthly
statement of compliance of the loan covenants
to the lender.
2023/24 application
During the year, gearing was regularly
considered. The Board entered into an
amendment and restatement agreement in July
2024 with The Bank of Nova Scotia, London
Branch in respect of the multicurrency revolving
credit facility as previously amended and
renewed in June 2023. The amendment and
renewal of the multicurrency revolving credit
facility was undertaken on a secured basis.
Significance
In order to operate as an
investment trust listed on the
London Stock Exchange, the
Company relies on a range of
advisers and service providers.
The Company ensures that the
third parties to which the
services have been outsourced
complete their roles in line
with contractual arrangements
and expectation thereby
supporting the Company.
Engagement
The Board maintains regular contact with its key
external providers, both through the Board and
Committee meetings, which service providers
are periodically invited to attend, as well as
outside of the regular meeting cycle. Their
advice, as well as their operating requirements
and views, are routinely taken into account. The
need to foster business relationships with key
service providers is central to Directors’
decision-making as the Board of an externally
managed investment trust.
2023/24 application
Under delegated authority from the Board, the
Management Engagement Committee reviewed
all material third party service providers. The
Board considered the ongoing appointments of
its service providers to be in the best interests of
the Company and its shareholders as a whole
and will continue to monitor their progress in
the year ahead.
During the year, the Directors were invited to
attend an internal controls briefing session,
hosted by the Manager which assessed the
internal controls of certain key service providers
including the Company’s depositary and
custodian, HSBC and the Company’s registrar,
Equiniti.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 41
Section 3: Strategic Report
Risk Report
This system assists the Board in
determining the nature and extent of the
risks it is willing to take in achieving the
Company’s strategic objectives.
Risk assessment and internal
controls review by the Board
Risk assessment includes consideration of
the scope and quality of the systems of
internal control operating within key
service providers, and ensures regular
communication of the results of
monitoring by such providers to the Audit
and Risk Committee, including the
incidence of significant control failings or
weaknesses that have been identified at
any time and the extent to which they have
resulted in unforeseen outcomes or
contingencies that may have a material
impact on the Company’s performance or
condition.
Although the Board believes that it has
a robust framework of internal controls in
place, this can provide only reasonable,
and not absolute, assurance against
material financial misstatement or loss and
is designed to manage, not eliminate, risk.
Both the principal and emerging risks and
the monitoring system are also subject to
robust review at least annually. The last
assessment took place in November 2024.
During the year, the Board discussed and
monitored a number of risks which could
potentially impact the Company’s ability to
meet its strategic objectives. The Board
receives updates from the Investment
Manager, Company Secretary and other
service providers on emerging risks that
could affect the Company. The Board was
mindful during the year of the ongoing
conflicts in Israel, which were not seen as
new principal or emerging risks but those
that exacerbate existing risks. These have
been incorporated in the geopolitical and
market sections in the table below.
Geopolitical risk includes the impact of
regional tensions, trade wars and
sanctions against companies. The Board
continued to monitor events in the Middle
East, Ukraine, ongoing pressure in the
Asia-pacific region, slowing economic
growth in China and supply chains. The
Board is also mindful that changes to
financial and public policy could impact the
Company in the future in part driven by
the results of several significant elections
in 2024, notably in the US.
ESG risk includes climate change risk and
how it could affect the Company’s
investments, and potentially shareholder
returns. ESG considerations, including
climate change are embedded in the
investment process and greater
transparency continues to be provided in
Board reporting and the Annual Report.
The Board will continue to monitor this
closely. Further details are provided in
respect of geopolitical and ESG risks in the
table below.
No significant control failings or
weaknesses were identified from the Audit
and Risk Committee’s ongoing risk
assessment which has been in place
throughout the financial year and up to
the date of this report. The Board is
satisfied that it has undertaken a detailed
review of the risks facing the Company.
A full analysis of the financial risks facing
the Company is set out in note 20 to the
financial statements on pages 82 to 86.
Actions taken by the Board and, where
appropriate, its Committees, to manage
and mitigate the Company’s principal risks
and uncertainties are set out in the table
below.
The “Change” column on the right
highlights at a glance the Board’s
assessment of any increases or decreases
in risk during the year after mitigation and
management. The arrows show the risks
as increased, decreased or unchanged.
The Board itself, and, through its delegation to its Audit and Risk Committee, is responsible for
the Company’s system of risk management and internal control and for reviewing its
effectiveness. The Board has adopted a detailed matrix of principal and, where applicable,
emerging risks affecting the Company’s business as an investment trust. The Company has
established associated policies and processes designed to manage and, where possible,
mitigate those risks which are monitored by the Audit and Risk Committee on an ongoing basis.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
42
Section 3: Strategic Report
Risk Mitigation and management Change
Strategy and competitiveness
Investment management
Market
The requirements of investors change or
develop in such a way as to diverge from
the Company’s investment objectives,
resulting in a wide discount of the share
price to NAV per share.
The Company’s cost base could become
uncompetitive, including fees, against
the peer group and against open-ended
alternatives.
The appropriateness of the Company’s investment remit is periodically reviewed and the
success of the Company in meeting its stated objectives is monitored. The share price
relative to NAV per share is monitored and the use of buy back authorities is considered
on a regular basis. The marketing and distribution activity is regularly reviewed. The
Company engages proactively with investors.
The Management Engagement Committee reviews fees paid to the Manager at least
annually.
The ongoing competitiveness of all service provider fees is subject to periodic
benchmarking against their competitors.
The monitoring of fees charged by other service providers takes place alongside an
annual review of the Company’s ongoing charges figure.
The Board approves significant non-routine expenses.
Regular review of:
investment performance;
NAV and share price performance including discount against the peer group; and
whether appropriate strategies are employed to mitigate any negative impact of
substantial changes in markets.
The Manager reports on macro-economic events, including regional policies, quarterly
and more frequently in response to events, if considered necessary.
The Management Engagement Committee reviews annually the ongoing suitability of the
Manager.
Regular meetings with major shareholders are undertaken to seek their views with
respect to Company matters.
The Manager’s investment strategy and
levels of resourcing, if inappropriate,
may result in the Company
underperforming the market and/or
peer group companies, leading to the
Company becoming unattractive to
investors.
The Board continues to monitor the market volatility caused by current geopolitical
issues and will continue to do so on an ongoing basis.
The Board recognises that there continues to be a currency/exchange rate risk relating
to the region and monitored it carefully during the period. The Board also monitors
macroeconomic and market factors, including the impact of inflation.
Those risks, including market risk, associated with the economic environment that might
impact the Company are also mitigated to some extent by the Investment Manager. Note
20 to the financial statements provides further details of the steps taken to mitigate
those risks associated with the portfolio.
The Company has no formal policy of hedging currency risk but may use foreign
currency borrowings or forward foreign currency contracts to limit exposure. The
Company does not hedge against sterling.
The risk profile of the portfolio is considered and appropriate strategies to mitigate any
negative impact of substantial changes in markets are discussed with the Portfolio
Managers.
The Investment Manager seeks to invest in companies with strong balance sheets and
sustainable business models.
A significant fall in regional equity
markets and/or currency could have an
adverse impact on the market value of
the Company’s underlying investments.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 43
Section 3: Strategic Report
Risk Mitigation and management Change
Geopolitical
Custody and depositary
Gearing and leverage
Accounting, legal and regulatory change
Political developments globally might
materially affect the ability of the
Company to achieve its investment
objective. The region also has its own
specific risks which could impact
market volatility and sentiment.
Risks include regional tensions, trade
wars and sanctions against companies,
in areas which the Company invests or
may invest, that might have
consequences for the Company
including an adverse effect on the value
of the Company’s assets.
The Board continued to monitor key political developments in the Asia Pacific region, in
addition to the Ukraine war and the Middle East.
It was recognised that there continues to be an elevated geopolitical risk relating to the
region.
Subject to shareholder consent, the Board can amend the investment policy and
objective of the Company to mitigate these risks.
The depositary reports on the safe custody of the Company’s assets, including cash and
portfolio holdings which are independently reconciled with the Manager’s records. The
review of audited internal controls reports covering custodial arrangements is
undertaken. An annual report from the depositary on its activities, including matters
arising from custody operations is received.
Safe custody of the Company’s assets
may be compromised through control
failures by the depositary.
Gearing is monitored and restrictions on borrowings are imposed: gearing continues to
operate within pre-agreed limits so as not to exceed 20% of the Company’s net assets.
Generally, gearing is maintained at relatively low levels.
The Company utilises credit facilities.
These arrangements increase the funds
available for investment through
borrowing. While this has the potential
to enhance investment returns in rising
markets, in falling markets the impact
could be detrimental to performance.
The Board intends to continue to operate the Company in full compliance with the
requirements of Section 1158 of the Corporation Tax Act 2010, compliance is confirmed
by the external auditor.
The confirmation of compliance with relevant laws and regulations by key service
providers is reviewed.
Shareholder documents and announcements, including the Annual Report, are subject
to stringent review processes. Procedures are established to safeguard against the
disclosure of inside information.
In order to continue to qualify as an
investment trust, the Company must
comply with the requirements of
Section 1158 of the Corporation Tax
Act 2010. Breaches of the UK Listing
Rules, the Companies Act or other
regulations with which the Company
is required to comply, could lead to
a number of detrimental outcomes.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
44
Section 3: Strategic Report
Risk Mitigation and management Change
Climate change
Third party services
Cyber
The Company has no employees and
has delegated certain functions to
a number of service providers.
Failure of controls, including as a result
of fraud, and poor performance of any
service provider, could lead to
disruption, reputational damage or loss
of shareholders’ assets.
Service provider appointments are subject to due diligence processes and with clearly
documented contractual arrangements detailing service expectations.
Regular reports are provided by key service providers and the quality of their services is
monitored.
Monitoring includes an annual presentation to the Chair of the Audit and Risk Committee
and other Directors from Schroders’ key risk and internal controls personnel, the
Company’s depositary and custodian, HSBC, and the Company’s registrar, Equiniti.
Review of annual audited internal controls reports from key service providers, including
confirmation of business continuity arrangements and IT controls.
The Company’s service providers are all
exposed to the risk of cyber-attacks.
Cyber-attacks could lead to loss of
personal or confidential information,
unauthorised payments or inability to
carry out operations in a timely manner.
The Company’s service providers report on cyber risk mitigation and management at
least annually, which includes confirmation of business continuity capability in the event
of a cyber-attack.
The consideration of climate change risks and ESG factors is integrated into the
investment process and reported at regular Board meetings.
The Investment Manager considers and evaluates the approach investee companies take
to recognise and mitigate climate change risks.
The Manager has implemented a comprehensive ESG policy which is outlined in detail on
pages 30 and 31.
ESG requirements including climate
change and climate-related risks could
impact the Company’s business and
affect revenue, expenses, asset values
or the cost or availability of capital.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 45
Section 3: Strategic Report
Conclusion
Viability statement
The Directors have assessed the viability of
the Company over a five year period,
taking into account the Company’s
position at 30 September 2024 and the
potential impact of the principal and
emerging risks it faces for the review
period. This is further detailed in the
Chairman’s Statement, Investment
Manager’s Review and the Risk Report
sections of this report. The Directors have
assessed the Company’s operational
resilience and they are satisfied that the
Company’s outsourced service providers
will continue to operate effectively.
The Board believes that a period of
five years reflects a suitable time horizon
for strategic planning, taking into account
the investment policy, liquidity of
investments, potential impact of economic
cycles, nature of operating costs, dividends
and availability of funding.
In its assessment of the viability of the
Company, the Directors have considered
each of the Company’s principal and
emerging risks detailed on pages 41 to 44
and in particular the impact of a significant
fall in regional equity markets on the value
of the Company’s investment portfolio. The
Directors have also considered the
Company’s income and expenditure
projections and the fact that the
Company’s investments comprise readily
realisable securities which can be sold to
meet funding requirements if necessary.
The Directors also considered the
beneficial tax treatment the Company is
eligible for as an investment trust. If
changes to these taxation arrangements
were to be made it would affect the
viability of the Company to act as an
effective investment vehicle.
Whilst the Company’s Articles of
Association require that a proposal for the
continuation of the Company be put
forward at the Company’s AGM in 2026,
the Directors have no reason to believe
that such a resolution will not be passed
by shareholders.
The Directors also considered a stress test
in which the Company’s NAV dropped by
50% and noted that, based on the
assumptions in the test, the Company
would continue to be viable over
a five year period.
Based on the Company’s processes for
monitoring operating costs, the Board’s
view that the Manager has the appropriate
depth and quality of resource to achieve
superior returns in the longer term, the
portfolio risk profile, limits imposed on
gearing, counterparty exposure, liquidity
risk and financial controls, the Directors
have concluded that there is a reasonable
expectation that the Company will be able
to continue in operation and meet its
liabilities as they fall due over the five year
period of their assessment.
Going concern
The Directors have assessed the principal
and emerging risks and the matters
referred to in the viability statement. The
Directors noted the Company’s portfolio is
comprised of liquid stocks, and the
Company’s operating expenses are
predominantly variable costs, which would
fall pro-rata in the event of a severe market
downturn.
Based on the work the Directors have
performed, they have not identified any
material events or conditions that,
individually or collectively, may cast
significant doubt on the Company’s ability
to continue as a going concern for the
period assessed by the Directors, being
the period to 31 December 2025 which is
at least 12 months from the date the
financial statements were authorised for
issue.
By order of the Board
Schroder Investment
Management Limited
Company Secretary
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
46
Section 4: Governance
Singaporean Green Corridors
and Keppel Bay, Singapore.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 47
Section 4: Governance
Board of Directors 48
Directors’ Report 50
Audit and Risk Committee Report 53
Management Engagement Committee Report 56
Nomination Committee Report 57
Directors’ Remuneration Report 59
Statement of Directors’ Responsibilities in respect of the Annual Report and Financial Statements 63
Section 4: Governance
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
48
Section 4: Governance
Board of Directors
James Williams
Chairman
Length of service: 10 years – appointed
a non-executive Director in August 2014
and Chairman with effect from 1 February
2021.
Experience: James Williams has over
30 years’ international business experience,
including nearly 20 years in the investment
banking industry, having held senior roles
in Asia and Europe at ING Barings,
ABN AMRO and Commerzbank. Following
his departure from Commerzbank, he
became a partner at Saginaw Capital LLP
until 2008. James is a Director of Net Zero
One Limited, a non-executive Director
NT Asian Discovery Fund and Chair of The
European Smaller Companies Trust PLC.
Areas of expertise: James has many years’
international business experience in Asia
and Europe, and a strong knowledge of the
investment trust sector and financial
markets.
Committee membership: Audit and Risk,
Management Engagement and Nomination
Committees.
Remuneration for the year ended
30 September 2024: £49,000.
Number of shares held: 20,000.
Julia Goh
Chair of the Audit and Risk Committee
Length of service: 3 years – appointed
a non-executive Director in October 2021
and Chair of the Audit and Risk Committee
on 1 February 2022.
Experience: Julia Goh has broad-based
financial services experience in London. She
was a Managing Director at Barclays
Investment Bank in various senior
front-office positions including as Chief
Operating Officer of Global Markets, and
was also Chair of the Barclays Women’s
Initiative Network. Prior to that, she was
a Managing Director and the Global Head
of Prime Services Risk at Credit Suisse for
11 years. Julia started her Markets career at
Nomura International as a risk manager.
A Singaporean, Julia came to London in
1987 and obtained her BSc from the
London School of Economics and Political
Science and a MSc from Bayes Business
School. She is a fellow of the ICAEW
(alumnus PWC in corporate tax) and has
a Certificate in Company Direction from the
Institute of Directors. Julia is an
independent non-executive Director of The
Mercantile Investment Trust plc, Pension
Insurance Corporation plc and also of its
parent company, Pension Insurance
Corporation Group, and a Director of the
charity, Children of the Mekong.
Areas of expertise: Julia has significant
senior front-office experience with specific
expertise in markets (sales and trading),
hedge funds, structured products, risk
management and internal controls.
Committee membership: Audit and Risk,
Management Engagement and Nomination
Committees (Chair of the Audit and Risk
Committee).
Remuneration for the year ended
30 September 2024: £44,000.
Number of shares held: 15,000.
All Directors are
non-executive and
independent of the
Manager. All Directors are
members of the Audit
and Risk Committee, the
Management
Engagement Committee
and the Nomination
Committee. Further
details can be found on
page 49.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 49
Section 4: Governance
Vivien Gould
Chair of the Nomination Committee
Length of service: 5 years – appointed
a non-executive Director in May 2019, and
Chair of the Nomination Committee in
January 2024.
Experience: Vivien Gould has worked in
the financial services sector since 1981.
She was a founder Director of River &
Mercantile Investment Management
Limited (1985) and served there as a senior
executive and deputy managing Director
until 1994. She then served on the boards
of a number of listed investment trusts,
investment management companies and
other financial companies. She also served
on the boards of a number of charities,
including the Stroke Association, where she
chaired the investment committee. Vivien is
currently a non- executive Director and
Senior Independent Director of The Lindsell
Train Investment Trust PLC, a non-executive
director of Baring Emerging EMEA
Opportunities PLC, Third Point Investors
Limited, and National Philanthropic
Trust UK.
Areas of expertise: Vivien brings a deep
knowledge of investment trusts and their
activities and extensive financial services
and investment experience.
Committee membership: Audit and Risk,
Management Engagement and Nomination
Committees (Chair of Nomination
Committee).
Remuneration for the year ended
30 September 2024: £36,000.
Number of shares held: 5,000.
Rupert Hogg
Length of service: 1 year – appointed
a non-executive Director in May 2023.
Experience: Rupert Hogg has more than
30 years international business experience
gained through senior executive level
positions in various large and complex
organisations. He joined John Swire & Sons
Limited, part of the Swire conglomerate of
businesses, in 1986 and worked with the
group in Hong Kong, Southeast Asia, India,
Korea, Australia and the United Kingdom.
He was Chief Executive Officer of Cathay
Pacific Airways Limited and Chairman of
Hong Kong Dragon Airlines Limited
between May 2017 and August 2019.
Previously, he had served as Chief
Operating Officer of Cathay Pacific Airways
Limited, was a Director of Cathay Pacific
and John Swire & Sons (H.K.) Limited,
Chairman of AHK Air Hong Kong Limited
and a Director and Chairman of the
executive committee of Cathay Dragon.
Rupert holds a Master of Arts degree in
History from Edinburgh University.
Areas of expertise: Rupert brings
extensive international business and
governance experience, especially in Asia
Pacific, with a focus on strategy and
business transformation.
Committee membership: Audit and Risk,
Management Engagement and Nomination
Committees.
Current remuneration: £36,000.
Number of shares held: 5,012.
Martin Porter
Senior Independent Director and Chair
of the Management Engagement
Committee
Length of service: 7 years – appointed
a non-executive Director in October 2017,
Senior Independent Director with effect
from 1 February 2022 and Chair of the
Management Engagement Committee in
September 2021.
Experience: Martin Porter joined Robert
Fleming Asset Management in 1984, and
ran equity portfolios in both London and
Japan. During his tenure in Japan, he
became a holding board Director of Jardine
Fleming, responsible for the Japanese
business. Returning to the UK in 2000,
Martin took up the role of Chief Investment
Officer, Equity and Balanced of Fleming
Asset Management, before becoming
Global Head of Equities of JP Morgan Asset
Management, a position he held from 2003
to 2016 when he retired.
Areas of expertise: Martin has extensive
asset management experience and his
input is significant in the oversight of the
investment manager, portfolio construction
and market sentiment.
Committee membership: Audit and Risk,
Management Engagement and Nomination
Committees (Chair of Management
Engagement Committee).
Remuneration for the year ended
30 September 2024: £40,000
1
.
Number of shares held: 20,000.
*Shareholdings are as at 2 December 2024, full details of Directors’ shareholdings are set out in the Directors’ Remuneration Report on
page 59.
1
Inclusive of the additional fee of £4,000 payable with effect from 31 January 2024 in respect of the role of SID.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
50
Section 4: Governance
Directors’ Report
Directors and officers
Chairman
The Chairman is an independent non-executive Director who is
responsible for leadership of the Board and ensuring its
effectiveness in all aspects of its role. The Chairman’s biography is
detailed on page 48. He has no conflicting relationships.
Senior Independent Director (SID)
The SID is responsible for the evaluation of the Chairman, and
also serves as a secondary point of contact for shareholders.
Company Secretary
Schroder Investment Management Limited (“SIM”) provides
company secretarial support to the Board and is responsible for
assisting the Chairman with Board meetings and advising the
Board with respect to governance. The Company Secretary also
manages the relationship with the Company’s service providers,
except for the Manager. Shareholders wishing to lodge questions
in advance of the AGM are invited to do so by writing to the
Company Secretary at the address given on the outside back
cover or by email to: amcompanysecretary@schroders.com.
Role and operation of the Board
The Board (of five Directors, listed on pages 48 and 49) is the
Company’s governing body; it sets the Company’s strategy and is
collectively responsible to shareholders for its long-term success.
The Board is responsible for appointing and subsequently
monitoring the activities of the Manager and other service
providers to ensure that the investment objective of the Company
continues to be met. The Board also ensures that the Manager
adheres to the investment restrictions set by the Board and acts
within the parameters set by it in respect of any gearing. The
Strategic Report on pages 34 to 45 sets out further detail of how
the Board reviews the Company’s strategy, risk management and
internal controls. These sections form part of this Directors’
Report.
A formal schedule of matters specifically reserved for decision by
the Board has been defined and a procedure adopted for
Directors, in the furtherance of their duties, to take independent
professional advice at the expense of the Company.
The Chairman ensures that all Directors receive relevant
management, regulatory and financial information in a timely
manner and that they are provided, on a regular basis, with key
information on the Company’s policies, regulatory requirements
and internal controls.
Four Board meetings are usually scheduled each year to deal with
matters including: the setting and monitoring of investment
strategy; approval of borrowings and/or cash positions; review of
investment performance, the level of discount of the Company’s
shares to NAV per share, promotion of the Company and services
provided by third parties. Additional meetings of the Board are
arranged as required. At each scheduled Board meeting, the
Directors receive reports from the Manager, other key service
providers and the Company’s advisers. Ad hoc reports and
information are supplied to the Board as required.
The Board has approved a policy on Directors’ conflicts of interest.
Under this policy, Directors are required to disclose all actual and
potential conflicts of interest to the Board as they arise for
consideration and approval. The Board may impose restrictions or
refuse to authorise such conflicts if deemed appropriate. No
Directors have any connections with the Manager, shared
directorships with other Directors or material interests in any
contract which is significant to the Company’s business.
Key service providers
The Board has adopted an outsourced business model and has
appointed the following key service providers:
Manager
The Company is an Alternative Investment Fund as defined by the
Alternative Investment Fund Managers Directive and has appointed
Schroder Unit Trusts Limited (“SUTL”) as the Manager in accordance
with the terms of an Alternative Investment Fund Manager (AIFM)
agreement. The AIFM agreement, which is governed by the laws
of England and Wales, can be terminated by either party on
six months’ notice or on immediate notice in the event of certain
breaches or the insolvency of either party. As at the date of this
report, no such notice had been given by either party.
SUTL is authorised and regulated by the FCA and provides
portfolio management, risk management, accounting and
company secretarial services to the Company under the AIFM
agreement. The Manager also provides general marketing
support for the Company and manages relationships with key
investors, in conjunction with the Chairman, other Board
members or the Corporate Broker as appropriate. The Manager
has delegated investment management, administration,
accounting and company secretarial services to another wholly
owned subsidiary of Schroders plc, SIM, which delegates certain
accounting and administration services to HSBC Securities
Services (UK) Limited. The Manager has in place appropriate
professional indemnity cover.
The Schroders Group manages £777.4 billion (as at 30 September
2024) on behalf of institutional and retail investors, financial
institutions and high net worth clients from around the world,
invested in a broad range of asset classes across equities, fixed
income, multi-asset and alternatives.
Fees payable to the Manager
Under the terms of the AIFM agreement, effective from 1 April
2023, the Manager is entitled to a fee of 0.75% per annum of the
first £600 million of the cum income net assets and 0.60% per
annum on the cum income net assets in excess of £600 million.
The company secretarial fee is fixed at £150,000 per annum.
Chargeable assets represent total assets less current liabilities
other than short-term borrowings, less any cash up to the level of
borrowings.
The management fee payable in respect of the year ended
30 September 2024 amounted to £6,102,000 (2023: £6,208,000).
The company secretarial fee paid to the Manager in the year
ended 30 September 2024 was £150,000 (2023: £150,000).
Details of amounts payable to the Manager are set out in notes 4
and 17 of this report.
The Directors submit their report and the audited financial statements of the Company for the
year ended 30 September 2024.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 51
Section 4: Governance
The Board has reviewed the performance of the Manager during
the year under review and continues to consider that it has the
appropriate depth and quality of resource to deliver superior
returns over the longer term. The Manager is supported by
significant depth of knowledge and experience in Asia, with
regional resources and local analysts. Thus, the Board considers
that the Manager’s appointment under the terms of the AIFM
agreement is in the best interests of shareholders as a whole.
Depositary
HSBC Bank plc, which is authorised by the Prudential Regulation
Authority (PRA) and regulated by the FCA and the PRA, carries out
certain duties of a depositary specified in the AIFM Directive
including, in relation to the Company, as follows:
safekeeping of the assets of the Company which are entrusted
to it;
cash monitoring and verifying the Company’s cash flows; and
oversight of the Company and the Manager.
The Company, the Manager and the depositary may terminate the
depositary agreement at any time by giving 90 days’ notice in
writing. The depositary may only be removed from office when
a new depositary is appointed by the Company.
Registrar
Equiniti Limited has been appointed as the Company’s registrar.
Equiniti’s services to the Company include share register
maintenance (including the issuance, transfer and cancellation of
shares as necessary), acting as agent for the payment of any
dividends, management of company meetings (including the
registering of proxy votes and scrutineer services as necessary),
handling shareholder queries and correspondence and
processing corporate actions.
Compliance with the AIC Code of
Corporate Governance
The Board of the Company has considered the principles and
provisions of the AIC Code of Corporate Governance (the “AIC
Code”). The AIC Code addresses the Principles and Provisions set
out in the UK Corporate Governance Code (the “UK Code”), as well
as setting out additional Provisions on issues that are of specific
relevance to the Company. The Board considers that reporting
against the Principles and Provisions of the AIC Code, provides
more relevant information to shareholders.
The AIC Code is available on the AIC website at www.theaic.co.uk.
It includes an explanation of how the AIC Code adopts the
Principles and Provisions set out in the UK Code to make them
relevant for investment companies. The UK Code is available from
the Financial Reporting Council’s website at www.frc.org.uk.
The FCA requires all UK listed companies to disclose how they
have complied with the provisions of the UK Code. This statement,
together with the Statement of Directors’ Responsibilities, viability
statement and going concern statement set out on pages 63 and
45 respectively, indicates how the Company has complied with the
principles of good governance of the AIC Code and its
requirements on internal control. The Strategic Report and
Directors’ Report provide further details on the Company’s
internal controls (including risk management), governance and
diversity policy.
The Board is satisfied that the Company’s current governance
framework is compliant with the AIC Code. The Nomination
Committee reviews Directors’ remuneration and as such there is
no separate remuneration committee.
Revenue, final dividend and dividend policy
The net revenue return for the year, after finance costs and taxation,
was £19,315,000 (2023: £18,990,000), equivalent to a revenue
return per ordinary share of 12.79 pence (2023: 12.06 pence).
The Board has recommended the payment of a final dividend for
the year ended 30 September 2024 of 12.50 pence per share
(2023: 12.00 pence) payable on 7 February 2025 to shareholders
on the register on 27 December 2024, subject to approval by
shareholders at the AGM on 29 January 2025.
The Board’s policy is to pay out substantially all the Company’s
revenue.
Committees
In order to assist the Board in fulfilling its governance
responsibilities, it has delegated certain functions to Committees.
The roles and responsibilities of these Committees, together with
details of work undertaken during the year under review, is
outlined over the next few pages.
The reports of the Audit and Risk Committee, Management
Engagement Committee and Nomination Committee are
incorporated into and form part of the Directors’ Report. Each
committee’s effectiveness was assessed, and judged to be
satisfactory, as part of the Board’s annual review of the Board and
its Committees.
Other required Directors’ Report disclosures under
laws, regulations, and the AIC Code
Status
The Company carries on business as an investment trust. Its
shares are listed and admitted to trading on the premium
segment of the main market of the London Stock Exchange. It has
been approved by HM Revenue & Customs as an investment trust
in accordance with Section 1158 of the Corporation Tax Act 2010,
by way of a one-off application and it is intended that the
Company will continue to conduct its affairs in a manner which
will enable it to retain this status.
The Company is domiciled in the UK and is an investment
company within the meaning of Section 833 of the Companies
Act 2006. The Company is not a “close” company for taxation
purposes.
The Articles of Association contain provisions requiring the
Directors to put a proposal for the continuation of the Company
to shareholders at the AGM in 2026 and thereafter at five yearly
intervals.
Share capital and substantial share interests
As at the date of this report, the Company had 143,216,216
ordinary shares of 10p in issue. No shares were held in treasury.
During the year under review 8,209,500 ordinary shares with a
nominal value of 10p per share, which represented 5.3% of the
Company’s ordinary shares in issue at the start of the year, were
bought back. All ordinary shares bought back were subsequently
cancelled.
All shares in issue rank equally with respect to voting, dividends
and any distribution on winding up. The Company has received
details of changes to the Company’s share capital during the year
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
52
Section 4: Governance
under review which are given in note 14 to the financial statements on page 79. As at 30 September 2024, the Company has received
notifications in accordance with the FCA’s Disclosure Guidance and Transparency Rule 5.1.2R of the below interests in 3% or more of the
voting rights attaching to the Company’s issued share capital.
As at 30 September 2024
Number % of total
As at 30 September 2024 of shares voting rights
City of London Investment Management Company Limited 28,459,657 19.09
Rathbones Investment Management Limited 18,186,075 12.00
Schroders plc 8,483,022 5.48
abrdn 8,299,097 5.36
Allspring Global Investments Holdings, LLC 8,277,161 5.35
Wells Capital Management 8,255,649 5.33
Lazard Asset Management LLC 7,911,876 5.11
There have been no changes notified since the year end and the date of this report.
Directors’ attendance at meetings
The number of scheduled meetings of the Board and its Committees held during the financial year and the attendance of individual
Directors is shown below. Whenever possible all Directors attend the AGM. The Board also met for a small number of additional, ad hoc,
meetings during the year to address time sensitive matters that arose between scheduled quarterly meetings. These meetings were
generally held at short notice and attended by those Directors available at the time.
Audit and Risk Management Engagement Nomination
Director Board Committee Committee Committee
James Williams 4/4 4/4 2/2 2/2
Keith Craig 1
2/2 1/1 1/1 n/a
Julia Goh 4/4 4/4 2/2 2/2
Vivien Gould 4/4 4/4 2/2 2/2
Rupert Hogg 4/4 4/4 2/2 2/2
Martin Porter 4/4 4/4 2/2 2/2
1
Keith Craig retired from the Board on 31 January 2024.
Provision of information to the auditor
The Directors at the date of approval of this report confirm that, so far as each of them is aware, there is no relevant audit information
of which the Company’s auditor is unaware; and each Director has taken all the steps that he or she ought to have taken as a Director
in order to make himself or herself aware of any relevant audit information and to establish that the Company’s auditor is aware of that
information.
Directors’ and officers’ liability insurance and indemnities
Directors’ and officers’ liability insurance cover was in place for the Directors throughout the year. The Company’s Articles of Association
provide, subject to the provisions of UK legislation, an indemnity for Directors in respect of costs which they may incur relating to the
defence of any proceedings brought against them arising out of their positions as Directors, in which they are acquitted or judgment is
given in their favour by the Court.
This is a qualifying third party indemnity policy and was in place throughout the year under review for each Director and to the date of
this report.
By order of the Board
Schroder Investment Management Limited
Company Secretary
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 53
Section 4: Governance
Audit and Risk Committee Report
Ongoing risk review
All Directors are members of the Committee. Julia Goh is the Chair of the Committee. The Board has satisfied itself that at least one of
the Committee’s members has recent and relevant financial experience and that the Committee as a whole has competence relevant to
the sector in which the Company operates. The AIC Code permits the Chairman to be a member of the Audit Committee of an
investment trust. Recognising James Williams’ significant experience, it is considered appropriate for the Chairman to be a member of
the Audit and Risk Committee. The Committee’s terms of reference are available on the Company’s web pages:
www.schroders.co.uk/asiapacific.
Approach
The Committee’s key roles and responsibilities are set out in the table below.
Risk management and internal
controls
Principal and emerging risks and
uncertainties
To establish a process for identifying,
assessing, managing and monitoring the
principal and emerging risks of the
Company and to explain how these are
managed or mitigated.
Internal controls
To monitor the adequacy and effectiveness
of the Company’s risk management and
internal control systems.
Financial reports and valuation
Financial statements
To monitor the integrity of the financial
statements of the Company and any
formal announcements relating to the
Company’s financial performance and
valuation. To review the annual and half
year reports and to advise the Board on
whether the Annual Report is fair, balanced
and understandable.
Going concern and viability
To review the position and make
recommendations to the Board in relation
to whether it considers it appropriate to
adopt the going concern basis of
accounting in preparing its annual and half
year financial statements. To review the
disclosures made by the Company in the
viability statement.
Audit
Audit results
To discuss any matters arising from the
audit and recommendations made by the
auditor.
Auditor appointment, independence
and performance
To make recommendations to the Board,
in relation to the appointment,
re-appointment, effectiveness, non-audit
services and removal of the Auditor. To
review their independence and to approve
their remuneration and terms of
engagement. To review the audit plan and
engagement letter.
Review of external
auditor
Half year
report
Audit
planning
Audit Annual
Report
The responsibilities and work carried out by the Audit and Risk Committee during the year
are set out in the following report. The duties and responsibilities of the Committee, which
include monitoring the integrity of the Company’s financial reporting and internal controls,
are set out in further detail below:
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
54
Section 4: Governance
Application during the year
The below table sets out how the Committee discharged its duties during the year under review and up until the approval of this report.
The Committee met four times during the year. Further details on attendance can be found on page 52. An evaluation of the
Committee’s effectiveness and review of its terms of reference was completed during the year.
Significant issues identified during the Committee’s review of the Company’s principal and emerging risks, and key matters
communicated by the auditor during reporting are included below.
Risk management and internal
controls
Risk management and internal
controls
Reviewed the internal controls operating
within the Manager, depositary, custodian,
administrator and registrar, including
independently audited internal controls
reports. In July 2024, members of the
Committee met with the key service
providers at an annual review meeting in
addition to reviewing the quarterly reports
covering the operations of the service
providers.
These reports and reviews collectively
covered the effectiveness of the
Company’s material controls, including
financial, operational, reporting and
compliance controls. Following these
reviews, the Committee considered that
a sufficient level of internal assurance was
in place and the work of the external audit
was not adversely impacted by the
absence of an internal audit function.
It was therefore recommended that an
internal audit function was not required
at present.
Following a review of the Company’s risk
management and internal controls
framework, the Committee noted that
these remained effective as at the end of
the financial year ended 30 September
2024.
Compliance with the investment trust
qualifying rules in Section 1158 of the
Corporation Tax Act 2010
Consideration of the Manager’s report
confirming compliance.
Principal and emerging risks
Reviewing the principal and emerging risks
faced by the Company and the systems,
processes and oversight in place to
identify, manage and mitigate the risks.
Financial reports and valuation
Recognition of investment income
Considered dividends received against
forecast and the allocation of special
dividends to income or capital.
Calculation of the investment
management fee
Consideration of methodology used to
calculate the fees, matched against the
criteria set out in the AIFM agreement.
Financial reporting
Considered the accounting policies and
judgments used in preparing the half year
and annual financial statements.
Overall accuracy of the Annual Report
and Financial Statements
Consideration of the draft Annual Report
and Financial Statements and the letter of
representation from the Manager in
support of the letter of representation to
the auditor.
Valuation and existence of holdings
Quarterly review of portfolio holdings and
assurance reports.
Fair, balanced and understandable
Reviewed the Annual Report and Financial
Statements to ensure that it was fair,
balanced and understandable.
Going concern and viability
Reviewing the impact of risks on going
concern and longer-term viability.
Audit
Effectiveness of the independent audit
process and auditor performance
Evaluated the effectiveness of the
independent audit firm and process prior
to making a recommendation that the
auditor should be re-appointed at the
forthcoming AGM. Evaluated the auditor’s
performance against agreed criteria
including: qualification; knowledge,
expertise and resources; independence
policies; effectiveness of audit planning;
adherence to auditing standards; and
overall competence, alongside feedback
from the Manager on the audit process.
The Committee noted the auditor had
demonstrated its professional scepticism
during the audit.
Auditor independence
Ernst & Young LLP has provided audit
services to the Company for six years,
since appointment by the Company on
25 July 2019 to audit the financial
statements for the year ended
30 September 2019 and subsequent
financial periods. The auditor is required to
rotate the senior statutory auditor every
five years. There are no contractual
obligations restricting the choice of
external auditor.
Having completed five years acting as the
Company’s senior statutory auditor,
following the completion of the audit in
respect of the year ended 30 September
2023, Caroline Mercer was succeeded by
Denise Davidson as the senior statutory
auditor. This is therefore the first year that
the senior statutory auditor, Denise
Davidson has conducted the audit of the
Company’s financial statements. The
Company is compliant with the provisions
of the September 2014 Competition and
Markets Authority Order, which requires
that FTSE 350 companies put their audit
out to tender at least every ten years.
Meetings with the auditor
Met the auditor without representatives of
the Manager present. Representatives of
the auditor attended the Committee
meeting at which the draft Annual Report
and Financial Statements were considered.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 55
Section 4: Governance
Risk management and internal
controls Financial reports and valuation Audit
Provision of non-audit services by the
auditor
Reviewed the Financial Reporting Council’s
Guidance on Audit Committees and
formulated a policy on the provision of
non-audit services by the Company’s
auditor. The Committee determined that
the Company’s appointed auditor will not
be considered for the provision of certain
non-audit services, such as accounting and
preparation of the financial statements,
internal audit and custody. The auditor
may, if required, provide other non-audit
services which will be judged on a case-by-
case basis. The auditor did not provide any
non-audit services to the Company during
the year.
Consent to continue as auditor
Ernst & Young LLP indicated to the
Committee their willingness to continue to
act as auditor.
Recommendations made to, and approved by, the Board:
As a result of the work performed, the Committee has concluded that the Annual Report for the year ended 30 September 2024, taken
as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s
position, performance, business model and strategy, and has reported on these findings to the Board. The Board’s conclusions in this
respect are set out in the Statement of Directors’ Responsibilities on page 63.
Having reviewed the performance of the auditor as described above, the Committee considered it appropriate to recommend the
re-appointment of Ernst & Young LLP as auditor. Resolutions to re-appoint Ernst & Young LLP as auditor to the Company, and to
authorise the Directors to determine the auditor’s remuneration will be proposed at the AGM.
By order of the Board
Julia Goh
Chair of the Audit and Risk Committee
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
56
Section 4: Governance
Management Engagement Committee Report
All Directors are members of the Committee. Martin Porter is the Chair of the Committee. Its terms of reference are available on the
Company’s web pages: www.schroders.co.uk/asiapacific.
Approach
The Committee’s key roles and responsibilities are set out in the table below.
Application during the year
Recommendations made to, and approved by, the Board:
That the ongoing appointment of the Manager on the terms of the AIFM agreement, including the fee, was in the best interests of
shareholders as a whole.
That the Company’s service providers’ performance remained satisfactory.
Oversight of the Manager
The Committee:
reviews the Manager’s performance, over the short and long
term, against the benchmark, peer group and the market;
considers the reporting it has received from the Manager
throughout the year and the reporting from the Manager to
the shareholders;
assesses management fees on an absolute and relative basis,
receiving input from the Company’s broker, including peer group
and industry figures, as well as the structure of the fees;
reviews the appropriateness of the Manager’s contract including
terms such as notice period;
visits the Manager’s Asian offices periodically to meet with key
personnel from the Investment Manager; and
assesses whether the Company receives appropriate
administration, accounting company secretarial and marketing
support from the Manager.
Oversight of other service providers
The Committee reviews the performance and competitiveness of
the following service providers on at least an annual basis:
depositary and custodian;
corporate broker;
registrar; and
lender.
The Committee also receives a report from the Company
Secretary on ancillary service providers, and considers
any recommendations.
The Committee notes the Audit and Risk Committee’s review of
the auditor.
Oversight of the Manager
The Committee met with senior management, as well as
representatives from various business functions supporting the
Portfolio Managers.
The Committee undertook a detailed review of the Manager’s
performance and agreed that it has the appropriate depth and
quality of resource to deliver superior returns over the longer
term.
The Committee reviewed the terms of the AIFM agreement and
agreed they remained fit for purpose.
Oversight of other service providers
The Committee conducted a detailed review of each of the
Company’s key service providers, including their anti-modern
slavery, anti-bribery, sustainability, diversity and inclusion policies,
and concluded that their continued appointments were
appropriate.
The Committee noted that the Audit and Risk Committee had
undertaken a review of the internal controls of the Company, the
Manager, registrar, administrator, depositary and custodian.
Further details are provided in the Audit and Risk Committee
Report.
The Management Engagement Committee is responsible for: (1) the monitoring and
oversight of the Manager’s performance and fees, and confirming the Manager’s ongoing
suitability; and (2) reviewing and assessing the Company’s other service providers, including
reviewing their fees.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 57
Section 4: Governance
Nomination Committee Report
The Nomination Committee is responsible for: (1) the recruitment, selection and induction of
Directors; (2) their assessment during their tenure; and (3) the Board’s succession plans.
Selection and ongoing assessment of Directors
All Directors are members of the Committee. Vivien Gould succeeded Keith Craig as Chair of the Committee in January 2024. Its terms
of reference are available on the Company’s web pages: www.schroders.co.uk/asiapacific.
Approach
The Committee’s key roles and responsibilities are set out in the table below.
Selection and induction
The Committee prepares a job
specification for each role, and
proposals are sought from independent
search firms. Following evaluation by the
Committee, a firm is selected. For the
Chairman of the Board and the Chairs of
Committees, the committee considers
current Board members too.
A job specification outlines the
knowledge, professional skills, personal
qualities and experience requirements.
The search firm sources a long list of
potential candidates, who are assessed
against the job specification.
Potential candidates are assessed
against the Company’s diversity policy.
The Committee discusses the long list,
invites a number of candidates for
interview and makes a recommendation
to the Board.
The Committee reviews the induction of
new Directors.
Board evaluation and Directors’ fees
The Committee assesses the
performance, composition, diversity and
how effectively members work together
annually and will use an external Board
evaluator every three years.
The evaluation focuses on whether each
Director continues to demonstrate
commitment to their role and provides
a valuable contribution to the Board
during the year, taking into account time
commitment, independence, conflicts
and training needs.
Following the evaluation, the Committee
provides a recommendation to
shareholders with respect to the annual
re-election of Directors at the AGM.
The Committee reviews Directors’ fees,
taking into account comparative data
and makes a recommendation to the
Board should a change in fees be
considered appropriate.
Any proposed changes to the
remuneration policy for Directors is
discussed and recommended to the
Board to be proposed to shareholders
for approval at the AGM.
Succession
The Board’s succession policy is that
Directors’ tenure, including that of the
Chairman, will be for no longer than
nine years, except in exceptional
circumstances and that each Director
will be subject to annual re-election at
AGMs.
The Committee reviews the Board’s
current and future succession
requirements at least annually. Should
any need be identified, the Committee
will initiate the selection process.
The Committee oversees the handover
process for retiring Directors and the
induction process for new Directors.
Application of
succession policy
Selection Induction Annual
evaluation
Annual review of
succession policy
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
58
Section 4: Governance
Application during the year
Selection and induction
In accordance with the Board’s
succession planning, and to continue to
ensure the Board retains appropriate
experience, expertise and diversity, the
Committee discussed the appointment
of a new non-executive Director, having
regard to the current composition of the
Board, diversity and efficacy.
A job specification was agreed for the
role.
A number of independent search firms
were considered to assist with the
recruitment and Longwater was
engaged to lead the process. Longwater
has no connections with the Company
or any of the Directors.
The selection process is currently
underway and it is expected to make an
announcement in respect of the
appointment of a new non-executive
Director in due course.
Board evaluation and Directors’ fees
The annual Board evaluation, including
evaluation of the Committees was
undertaken during the financial year.
The evaluation was externally facilitated
and conducted by an independent third
party, Lintstock, through the completion
of questionnaires.
The Committee also reviewed each
Director’s time commitment and
independence by reviewing a complete
list of appointments, including pro bono
not for profit roles, to ensure that each
Director remained free from conflict and
had sufficient time available to
discharge each of their duties effectively.
The SID led the review of these matters
in respect of the Chairman.
The Committee considered each
Director’s contributions, and noted that
in addition to extensive experience as
professionals and non-executive
Directors, each Director had valuable
skills and experience, as detailed in their
biographies on pages 48 and 49.
All Directors were considered to be
independent in character and
judgement.
Based on its assessment, the Committee
provided individual recommendations
for each Director’s re-election.
The Committee reviewed Directors’ fees,
using external benchmarking, and
recommended an increase in Directors
fees, as detailed in the Directors’
Remuneration Report.
Succession
The Committee reviewed the succession
policy and agreed it was still fit for
purpose.
James Williams was appointed as
Chairman on 3 February 2021 and it was
announced that he would serve a
maximum of five years in that role and,
as reported in the Chairman's
Statement, he will retire from the Board
following the AGM in 2026. The
Chairman has brought continuity and
experience to the position having served
on the Board since 2014. In light of the
Chairman now having served for over
nine years as a non-executive Director,
his tenure and continued independence
were reviewed by the Nomination
Committee. The Nomination Committee
subsequently concluded that it was
appropriate that James Williams
continue to serve as Chairman and,
notwithstanding the length of tenure, he
remains independent of the Manager in
character and judgment. In forming this
conclusion, the Nomination Committee
recognised the Chairman’s track record
overseeing the Company through
a challenging investment cycle which
included the Covid pandemic and the
negotiation of a reduction in the
management fee, from 1 April 2023.
Recommendations made to, and approved by, the Board:
That Keith Craig, following his retirement from the Board in January 2024 would be succeeded by Vivien Gould as Chair of the
Nomination Committee.
That recruitment firm, Longwater, be engaged to lead the process to identify a new non-executive Director.
That Director’s fees would be increased with effect from 1 October 2024 and further details are provided in the Directors’ Remuneration
Report.
That all Directors remain independent, continue to demonstrate commitment to their roles, provide a valuable contribution to the
deliberations of the Board, contribute towards the Company’s long-term, sustainable success, and remain free from conflicts with the
Company and its Directors, so should all be recommended for re-election by shareholders at the AGM.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 59
Section 4: Governance
Directors’ Remuneration Report
The law requires the Company’s auditor to audit certain of the
disclosures provided. Where disclosures have been audited, they
are indicated as such. The auditor’s opinion is included in their
report on pages 66 to 70.
The following remuneration policy is currently in force and is
subject to a binding vote every three years. Shareholders
approved the Directors’ remuneration policy at the 2024 AGM and
the current policy provisions will apply until the policy is next
considered by shareholders at the AGM in 2027 unless any
changes are proposed to the policy in the meantime.
The Directors’ annual report on remuneration is subject to an
annual advisory vote. An ordinary resolution to approve this
report will be put to shareholders at the forthcoming AGM.
At the AGM held on 31 January 2024 when the remuneration
policy was last voted on by shareholders, 99.85% of the votes cast
(including votes cast at the Chairman’s discretion) in respect of
approval of the Directors’ remuneration policy were in favour,
while 0.15% were against. 55,316 votes were withheld.
At the AGM held on 31 January 2024, 99.88% of the votes cast
(including votes cast at the Chairman’s discretion) in respect of
approval of the Directors’ remuneration report for the year ended
30 September 2023 were in favour, while 0.12% were against and
51,054 votes were withheld.
Directors’ remuneration policy
The determination of the Directors’ fees is a matter dealt with by
the Nomination Committee and the Board.
It is the Board’s policy to determine the level of Directors’
remuneration having regard to amounts payable to non-executive
Directors in the industry generally, the role that individual
Directors fulfil in respect of Board and Committee responsibilities,
and time committed to the Company’s affairs, taking into account
the aggregate limit of fees set out in the Company’s Articles of
Association (currently £300,000). Any increase in the level set out
therein requires approval by the Board and the Company’s
shareholders.
The Chairman of the Board, the Chair of the Audit and Risk
Committee and the Senior Independent Director each receive fees
at a higher rate than the other Directors to reflect their additional
responsibilities. The fees payable to Directors are not performance
related. They are set at a level to recruit and retain individuals of
sufficient calibre, with the level of knowledge, experience and
expertise necessary to promote the success of the Company in
reaching its short and long-term strategic objectives.
The Board and its Committees exclusively comprise non-executive
Directors. No Director past or present has an entitlement to
a pension from the Company, and the Company has not, and
does not intend to, operate a share scheme for Directors or to
award any share options or long-term performance incentives to
any Director. No Director has a service contract with the Company,
although Directors have a letter of appointment. Directors do not
receive exit payments and are not provided with any
compensation for loss of office. No other payments are made to
Directors other than the reimbursement of reasonable
out-of-pocket expenses incurred in attending to the
Company’s business.
Implementation of policy
The terms of Directors’ letters of appointment are available for
inspection at the Company’s registered office address during
normal business hours and during the AGM at the location of
such meeting.
The Board did not seek the views of shareholders in setting this
remuneration policy. Any comments on the remuneration policy
received from shareholders would be considered on a case-by-
case basis.
As the Company does not have any employees, no employee pay
and employment conditions were taken into account when
setting this remuneration policy and no employees were
consulted in its construction.
Directors’ fees are reviewed annually and take into account
research from third parties on the fee levels of Directors of peer
group companies, as well as industry norms and factors affecting
the time commitment expected of the Directors. New Directors
are subject to the provisions set out in this remuneration policy.
The component parts of the Directors’ remuneration are set out
in the table on page 60:
Directors’ annual report on remuneration
This report sets out how the remuneration policy was
implemented during the year ended 30 September 2024.
On behalf of the Board, I am pleased to present the Directors’ Remuneration Report for the
year ended 30 September 2024. This Report has been prepared in accordance with
Sections 420-422 of the Companies Act 2006 and the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
60
Section 4: Governance
Remuneration report for the year ended 30 September 2024
Fees paid to Directors
The following amounts were paid by the Company to Directors for their services in respect of the year ended 30 September 2024 and
the preceding financial year. Directors’ remuneration is all fixed; they do not receive any variable remuneration. The performance of the
Company over the financial year is presented on page 5.
Change in annual fee over
Fees Taxable benefits
1
Total years ended 30 September
2024 2023 2024 2023 2024 2023 2024 2023 2022 2021
Director £ £ £ £ £ £ % % % %
James Williams (Chairman) 49,000 45,000 4,138 3,093 53,138 48,093 10.5 5.7 13.3 31.5
Keith Craig 2
12,000 33,000 374 762 12,374 33,762 n/a 0.7 9.8 1.5
Julia Goh 3
44,000 40,000 1,415 2,043 45,415 42,043 8.0 15.1 n/a n/a
Vivien Gould 36,000 33,000 3,498 3,258 39,498 36,258 8.9 4.9 8.3 (1.9)
Martin Porter 4
38,667 33,000 374 763 39,041 33,763 15.6 0.8 10.7 0.5
Rupert Hogg 5
36,000 13,750 657 439 36,657 14,189 n/a n/a n/a n/a
215,667 197,750 10,456 10,358 226,123 208,108
1
Comprise amounts reimbursed for expenses incurred in carrying out business for the Company, and which have been grossed up to include PAYE and NI contributions.
2
Retired from the Board on 31 January 2024.
3
Appointed as a Director on 25 October 2021.
4
With effect from 31 January 2024 an additional fee of £4,000 became payable in respect of the role of SID.
5
Appointed as a Director on 1 May 2023.
The information in the above table has been audited.
Consideration of matters relating to Directors’ remuneration
Directors’ remuneration was last reviewed by the Board in September 2024. The members of the Board at the time that remuneration
levels were considered were as set out on pages 48 and 49. Although no external advice was sought in considering the levels of
Directors’ fees, information on fees paid to Directors of investment trusts managed by Schroders and peer group companies provided
by the Manager and corporate broker was taken into consideration together with independent third party research.
Following annual review, the Board agreed that the following Directors’ fees would be paid with effect from 1 October 2024:
Component £ Purpose and operation
Non-executive Director base fee 37,000 To reflect the time and commitment required and the responsibilities of
the role.
Additional fees:
Chairman 14,000 For the additional time, commitment and responsibility required by the
role.
SID 4,000 For the additional time required to support the Chairman and
undertake other duties as SID.
Chair of the Audit and Risk Committee 8,000 For the additional time required as Committee Chair.
Additional fee Variable In the event of a complex or large project, an additional fee to fairly
compensate for the additional time and commitment required.
Expenses Variable Reimbursement of expenses properly incurred by each Director
in attending meetings and/or otherwise in the performance of their
duties.
The Board will continue to review fee levels on an annual basis.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 61
Section 4: Governance
Expenditure by the Company on remuneration and distributions to shareholders
The table below compares the remuneration payable to Directors to distributions paid to shareholders during the year under review
and the prior financial year. In considering these figures, shareholders should take into account the Company’s investment objective.
Year ended Year ended
30 September 30 September
2024 2023 Change
£000 £000 %
Remuneration payable to Directors 226 208 8.7
Distributions paid to shareholders
– Dividends paid during the year 18,371 19,030
– Share buy backs 41,494 29,775
Total distributions paid to shareholders 59,865 48,805 22.7
The information in the above table has been audited.
Share price total return
Source: Morningstar, ten year performance of the share price total return versus the MSCI All Countries Asia ex Japan Index, with net dividends reinvested, in sterling
terms, rebased to 100 at 30 September 2014.
The Company’s benchmark is the MSCI All Countries Asia excluding Japan Index (with net income reinvested), sterling adjusted. The
Company changed its benchmark with effect from 1 October 2016. Prior to that date the benchmark was the MSCI All Countries Asia
excluding Japan Index (with gross income reinvested), sterling adjusted.
The MSCI All Countries Asia ex Japan Index with net dividends reinvested, sterling adjusted, has been chosen as an appropriate
comparison, as it comprises companies within the Company’s primary investment objective.
Share price tota l return Benchmark tota l return
80
100
120
140
160
180
200
220
240
260
Sep 24 Sep 23 Sep 22 Sep 21 Sep 20 Sep 19 Sep 18 Sep 17 Sep 16 Sep 15 Sep 14
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
62
Section 4: Governance
Directors’ share interests
The Company’s Articles of Association do not require Directors to own shares in the Company. The interests of Directors, including
those of connected persons, at the beginning and end of the financial year under review are set out below.
Ordinary shares Ordinary shares
of 10p each of 10p each
30 September 30 September
2024 2023
James Williams 20,000 20,000
Keith Craig 1
n/a 12,581
Julia Goh 15,000 15,000
Vivien Gould 5,000 5,000
Rupert Hogg 2
5,012
Martin Porter 20,000 20,000
1
Retired as a Director on 31 January 2024.
2
Appointed as a Director on 1 May 2023.
The information in the above table has been audited. Following the year end, there have been no changes.
James Williams
Chairman
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 63
Section 4: Governance
Statement of Directors’ Responsibilities in respect
of the Annual Report and Financial Statements
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the Directors
have prepared the financial statements in accordance with United
Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards 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 return or
loss of the Company for that period. In preparing these financial
statements, the Directors are required to:
select suitable accounting policies and then apply them
consistently;
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 a going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company’s
transactions and disclose with reasonable accuracy at any time
the financial position of the Company and enable them to ensure
that the financial statements and the Directors’ Remuneration
Report comply with the Companies Act 2006.
The Directors are also responsible for safeguarding the assets of
the Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The Manager is responsible for the maintenance and integrity of
the web pages dedicated to the Company. Legislation in the
United Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other
jurisdictions.
Directors’ statement
Each of the Directors, whose names and functions are listed on
pages 48 and 49, confirm 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 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland” and applicable
law), give a true and fair view of the assets, liabilities, financial
position and net return of the Company;
the Annual Report and Financial Statements 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 and emerging risks that it faces; and
the Annual Report and Financial Statements, taken as a whole,
is fair, balanced and understandable and provides the
information necessary for shareholders to assess the
Company’s position and performance, business model and
strategy.
On behalf of the Board
James Williams
Chairman
2 December 2024
The Directors are responsible for preparing the Annual Report and the Financial Statements
in accordance with applicable law and regulation.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
64
Section 5: Financial Statements
Seoul, South Korea.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 65
Section 5: Financial Statements
Independent Auditor’s Report 66
Income Statement 71
Statement of Changes in Equity 72
Statement of Financial Position 73
Notes to the Financial Statements 74
Section 5: Financial Statements
Opinion
We have audited the financial statements of Schroder AsiaPacific
Fund plc (“the Company”) for the year ended 30 September 2024
which comprise the Income Statement, the Statement of Changes
in Equity, the Statement of Financial Position and the related
notes 1 to 21, including a summary of significant accounting
policies. The financial reporting framework that has been applied
in their preparation is applicable law and United Kingdom
Accounting Standards including FRS 102 “The Financial Reporting
Standard applicable in the UK and Republic of Ireland” (United
Kingdom Generally Accepted Accounting Practice).
In our opinion, the financial statements:
give a true and fair view of the Company’s affairs as of
30 September 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of
the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in
the Auditor’s responsibilities for the audit of the financial
statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We are independent of the Company in accordance with the
ethical requirements that are relevant to our audit of the financial
statements in the UK, including the FRC’s Ethical Standard as
applied to public interest entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard
were not provided to the Company and we remain independent
of Company in conducting the audit.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the
Directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate. Our
evaluation of the Directors’ assessment of the Company’s ability to
continue to adopt the going concern basis of accounting included:
Confirmation of our understanding of the Company’s going
concern assessment process and engagement with the
Directors and the Company Secretary to determine if all key
factors were considered in their assessment.
Inspection of the Directors’ assessment of going concern,
including the revenue forecast, for the period to 31 December
2025 which is at least 12 months from the date these financial
statements are authorised for issue. In preparing the revenue
forecast, the Company has concluded that it is able to continue
to meet its ongoing costs as they fall due.
Review of the factors and assumptions, including the impact of
the current economic environment and other significant events
that could give rise to market volatility, as applied to the
revenue forecast and the liquidity assessment of the
investments. We considered the appropriateness of the
methods used to calculate the revenue forecast and the
liquidity assessment and determined, through testing of the
methodology and calculations, that the methods, inputs and
assumptions utilised are appropriate to be able to make an
assessment for the Company.
Consideration of the mitigating factors included in the revenue
forecast that are within the control of the Company. We
reviewed the Company’s assessment of the liquidity of
investments held and evaluated the Company’s ability to sell
those investments in order to cover working capital
requirements should revenue decline significantly.
In relation to the Company’s borrowing arrangements, we
inspected the Directors’ assessment of the risk of breaching the
debt covenants as a result of a reduction in the value of the
Company’s portfolio. We recalculated the Company’s
compliance with debt covenants in the scenarios assessed by
the Directors and performed reverse stress testing in order to
identify what factors would lead to the Company breaching the
financial covenants.
Review of the Company’s going concern disclosures included in
the annual report in order to assess that the disclosures were
appropriate and in conformity with the reporting standards.
Based on the work we have performed, we have not identified any
material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the
Company’s ability to continue as a going concern for the period to
31 December 2025. In relation to the Company’s reporting on
how they have applied the UK Corporate Governance Code, we
have nothing material to add or draw attention to in relation to
the Directors’ statement in the financial statements about
whether the Directors considered it appropriate to adopt the
going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with
respect to going concern are described in the relevant sections of
this report. However, because not all future events or conditions
can be predicted, this statement is not a guarantee as to the
Company’s ability to continue as a going concern.
Overview of our audit approach
Key audit matters Risk of incomplete or inaccurate
revenue recognition, including the
classification of special dividends as
revenue or capital items in the Income
Statement.
Risk of incorrect valuation or ownership
of the investment portfolio.
Materiality Overall materiality of £9.19 million
which represents 1% of shareholders’
funds.
An overview of the scope of our audit
Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our
allocation of performance materiality determine our audit scope
for the Company. This enables us to form an opinion on the
financial statements. We take into account size, risk profile, the
organisation of the Company and effectiveness of controls,
including controls and changes in the business environment
when assessing the level of work to be performed. All audit work
was performed directly by the audit engagement team.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
66
Section 5: Financial Statements
Independent Auditor’s Report
to the Members of Schroder AsiaPacific Fund plc
Climate change
There has been increasing interest from stakeholders as to how climate change will impact companies. The Company has determined
that the most significant future impacts from climate change could affect the Company’s investments and the overall investment
process. This is explained on page 44 in the principal and emerging risks and uncertainties which form part of the “Other information,”
rather than the audited financial statements. Our procedures on these disclosures therefore consisted solely of considering whether
they are materially inconsistent with the financial statements, or our knowledge obtained in the course of the audit or otherwise appear
to be materially misstated.
Our audit effort in considering climate change was focused on the adequacy of the Company’s disclosures in the financial statements
as set out in note 1(a) and conclusion that there was no material impact of climate change on the valuation of the investments. We also
challenged the Directors’ considerations of climate change in their assessment of viability and associated disclosures.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to
fraud) that we identified. These matters included those which had the greatest effect on the overall audit strategy, the allocation of
resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of
the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.
Key observations communicated
Risk Our response to the risk to the Audit and Risk Committee
The results of our procedures identified
no material misstatements in relation to
the risk of incomplete or inaccurate
revenue recognition, including
classification of special dividends as
revenue or capital items in the Income
Statement.
We performed the following
procedures:
We obtained an understanding of the
Manager’s and Administrator’s processes
and controls surrounding revenue
recognition and classification of special
dividends by performing walkthrough
procedures.
For all dividends received and accrued, we
recalculated the dividend income by
multiplying the investment holdings at the
ex-dividend date, traced from the
accounting records, by the dividend per
share, which was agreed to an
independent data vendor. We also agreed
all exchange rates to an external source
where applicable and, for a sample of
dividends received and accrued dividends,
we agreed the amounts to bank
statements.
To test completeness of recorded income,
we verified that dividends had been
recorded for each investee company held
during the year with reference to investee
company announcements obtained from
an independent data vendor.
For all accrued dividends, we reviewed the
investee Company announcements to
assess whether the entitlement arose
prior to 30 September 2024.
For all investments held during the year,
we compared the type of dividends paid
with reference to an external data source
to identify those which were ‘special’. We
confirmed seven special dividends,
amounting to £0.58 million, were received
during the year. We tested a sample of
three special dividends, by assessing the
appropriateness of classification by
reviewing the underlying rationale of the
distribution.
Risk of incomplete or inaccurate
revenue recognition, including the
classification of special dividends as
revenue or capital items in the
Income Statement (refer to the Audit
and Risk Committee Report set out on
page 53 and the accounting policy set out
on page 74).
The total income for the year to
30 September 2024 was £24.41 million
(2023: £24.17 million), consisting primarily
of dividend income from listed equity
investments.
The Company received special dividends
amounting to £0.58 million (2023:
£1.17 million), of which £0.46 million were
classified as revenue and £0.12 million
were classified as capital (2023:
£0.87 million classified as revenue and
£0.30 million classified as capital).
The investment income receivable by the
Company during the year directly affects
the Company’s revenue return. There is
a risk of incomplete or inaccurate
recognition of revenue through the failure
to recognise proper income entitlements
or to apply an appropriate accounting
treatment.
In addition to the above, the Directors
may be required to exercise judgement in
determining whether income receivable
in the form of special dividends should be
classified as ‘revenue’ or ‘capital’ in the
Income Statement.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 67
Section 5: Financial Statements
Key observations communicated
Risk Our response to the risk to the Audit and Risk Committee
There have been no changes to the areas of audit focus raised in the above risk table from the prior year.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the
audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the
economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our audit
procedures.
We determined materiality for the Company to be £9.19 million (2023: £8.51 million), which is 1% (2023: 1%) of shareholders’ funds. We
believe that shareholders’ funds provide us with materiality aligned to the key measure of the Company’s performance.
Performance materiality
The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the
probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Company’s overall control environment, our judgement was
that performance materiality was 75% (2023: 75%) of our planning materiality, namely £6.89 million (2023: £6.38 million). We have set
performance materiality at this percentage due to our past experience of the audit that indicates that a lower risk of misstatements,
both corrected and uncorrected.
Given the importance of the distinction between revenue and capital for investment trusts, we have also applied a separate testing
threshold for the revenue column of the Income Statement of £1.05 million (2023: £1.04 million), being 5% of the net revenue return
before taxation.
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit and Risk Committee that we would report to them all uncorrected audit differences in excess of £0.46 million
(2023: £0.43 million), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted
reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other
relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in the annual report other than the financial statements and our auditor’s
report thereon. The Directors are responsible for the other information contained within the annual report.
The results of our procedures identified
no material misstatements in relation to
the risk of incorrect valuation or
ownership of the investment portfolio.
We performed the following
procedures:
We obtained an understanding of the
Administrator’s processes and controls
surrounding investment title and the
pricing of listed equity investments by
performing walkthrough procedures.
For 100% of investments in the portfolio,
we compared the market prices and
exchange rates applied to an
independent pricing vendor and
recalculated the investment valuations as
at the year end.
We reviewed the prices for all investments
in the portfolio to identify prices that have
not changed within five business days
from year end to verify whether the listed
price is a valid fair value. Our testing
identified no prices which had not
changed, and no stale prices were
identified.
We agreed the Company’s investments to
the independent confirmations received
directly from the Company’s Custodian
and Depositary as at 30 September 2024.
Risk of Incorrect valuation or
ownership of the investment portfolio
(refer to the Audit and Risk Committee
Report set out on page 53 and the
accounting policy set out on page 74).
The valuation of the investment portfolio
at 30 September 2024 was
£955.06 million (2023: £874.53 million)
consisting of listed equity investments.
The valuation of investments held in the
investment portfolio is the key driver of
the Company’s net asset value and total
return. Incorrect investment pricing, or
failure to maintain proper legal title of the
investments held by the Company, could
have a significant impact on the portfolio
valuation and the return generated for
shareholders.
The fair value of listed investments is
determined using quoted market bid
prices at close of business on the last
business day of the year.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
68
Section 5: Financial Statements
Our opinion on the financial statements does not cover the other
information and, except to the extent otherwise explicitly stated in
this report, we do not express any form of assurance conclusion
thereon.
Our responsibility is to read the other information and, in doing
so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the course of the audit or otherwise appears to be
materially misstated. If we identify such material inconsistencies
or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in
the financial statements themselves. If, based on the work we
have performed, we conclude that there is a material
misstatement of the other information, we are required to report
that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the
Companies Act 2006
In our opinion the part of the Directors’ Remuneration Report to
be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of
the audit:
the information given in the strategic report and the Directors’
report for the financial year for which the financial statements
are prepared is consistent with the financial statements; and
the strategic report and Directors’ reports have been prepared
in accordance with applicable legal requirements.
Matters on which we are required to report by
exception
In the light of the knowledge and understanding of the Company
and its environment obtained in the course of the audit, we have
not identified material misstatements in the strategic report or
Directors’ report.
We have nothing to report in respect of the following matters in
relation to which the Companies Act 2006 requires us to report to
you if, in our opinion:
adequate accounting records have not been kept, or returns
adequate for our audit have not been received from branches
not visited by us; or
the financial statements and the part of the Directors’
Remuneration Report to be audited are not in agreement with
the accounting records and returns; or
certain disclosures of Directors’ remuneration specified by law
are not made; or
we have not received all the information and explanations we
require for our audit.
Corporate Governance Statement
We have reviewed the Directors’ statement in relation to going
concern, longer-term viability and that part of the Corporate
Governance Statement relating to the Company’s compliance with
the provisions of the UK Corporate Governance Code specified for
our review by the UK Listing Rules.
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the financial
statements or our knowledge obtained during the audit:
Directors’ statement with regards to the appropriateness of
adopting the going concern basis of accounting and any
material uncertainties identified set out on page 63;
Directors’ explanation as to its assessment of the Company’s
prospects, the period this assessment covers and why the
period is appropriate set out on page 63;
Director’s statement on whether it has a reasonable
expectation that the Company will be able to continue in
operation and meets its liabilities set out on page 63;
Directors’ statement on fair, balanced and understandable set
out on page 63;
Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
page 41;
The section of the annual report that describes the review of
effectiveness of risk management and internal control systems
set out on page 41; and
The section describing the work of the audit and risk committee
set out on page 53.
Responsibilities of directors
As explained more fully in the Directors’ responsibilities statement
set out on page 63, the Directors are responsible for the
preparation of the financial statements and for being satisfied
that they give a true and fair view, and for such internal control as
the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the Directors are
responsible for assessing the Company’s ability to continue as
a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting
unless the directors either intend to liquidate the Company or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance about whether
the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these
financial statements.
Explanation as to what extent the audit was
considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect irregularities, including
fraud. The risk of not detecting a material misstatement due to
fraud is higher than the risk of not detecting one resulting from
error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through
collusion. The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention and
detection of fraud rests with both those charged with governance
of the Company and management.
We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Company and
determined that the most significant are United Kingdom
Generally Accepted Accounting Practice, the Companies
Act 2006, the UK Listing Rules, UK Corporate Governance Code,
the Association of Investment Companies’ Code and Statement
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 69
Section 5: Financial Statements
of Recommended Practice, Section 1158 of the Corporation Tax
Act 2010 and The Companies (Miscellaneous Reporting)
Regulations 2018.
We understood how the Company is complying with those
frameworks through discussions with the Audit and Risk
Committee and Company Secretary, review of board minutes
and the Company’s documented policies and procedures.
We assessed the susceptibility of the Company’s financial
statements to material misstatement, including how fraud
might occur by considering the key risks impacting the financial
statements. We identified a fraud risk with respect to
incomplete or inaccurate revenue recognition through
incorrect classification of special dividends as revenue or capital
items in the Income Statement. Further discussion of our
approach is set out in the key audit matter above.
Based on this understanding we designed our audit
procedures to identify non-compliance with such laws and
regulations. Our procedures involved review of the Company
Secretary’s reporting to the Directors with respect to the
application of the documented policies and procedures and
review of the financial statements to ensure compliance with
the reporting requirements of the Company.
A further description of our responsibilities for the audit of the
financial statements is located on the Financial Reporting
Council’s website at
https://www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
Other matters we are required to address
Following the recommendation from the Audit and Risk
committee, we were appointed by the Company on 26 July 2019
to audit the financial statements for the year ending
30 September 2019 and subsequent financial periods.
The period of total uninterrupted engagement including
previous renewals and reappointments is six years, covering
the years ending 30 September 2019 to 30 September 2024.
The audit opinion is consistent with the additional report to the
Audit and Risk committee.
Use of our report
This report is made solely to the Company’s members, as a body,
in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we might
state to the Company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the
Company’s members as a body, for our audit work, for this report,
or for the opinions we have formed.
Denise Davidson
(Senior statutory auditor)
for and on behalf of Ernst & Young LLP,
Statutory Auditor London
2 December 2024
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
70
Section 5: Financial Statements
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 71
Section 5: Financial Statements
Income Statement
for the year ended 30 September 2024
2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
Note £’000 £’000 £’000 £’000 £’000 £’000
Gains on investments held at fair value through profit or loss 2 117,282 117,282 9,601 9,601
Net foreign currency gains 2,917 2,917 293 293
Income from investments 3 24,292 117 24,409 23,863 304 24,167
Other interest receivable and similar income 3 264 264 153 153
Gross return 24,556 120,316 144,872 24,016 10,198 34,214
Investment management fee 4 (1,526) (4,576) (6,102) (1,552) (4,656) (6,208)
Administrative expenses 5 (1,471) (1,471) (1,409) (1,409)
Net return before finance costs and taxation 21,559 115,740 137,299 21,055 5,542 26,597
Finance costs 6 (467) (1,400) (1,867) (231) (690) (921)
Net return before taxation 21,092 114,340 135,432 20,824 4,852 25,676
Taxation 7 (1,777) (5,916) (7,693) (1,834) (1,939) (3,773)
Net return after taxation 19,315 108,424 127,739 18,990 2,913 21,903
Return per share (pence) 8 12.79 71.82 84.61 12.06 1.85 13.91
The “Total” column of this statement is the profit and loss account of the Company. The “Revenue” and “Capital” columns represent
supplementary information prepared under guidance issued by The Association of Investment Companies. The Company has no other
items of other comprehensive income, and therefore the net return after taxation is also the total comprehensive income for the year.
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued
in the year.
The notes on pages 74 to 86 form an integral part of these financial statements.
Called-up Capital Warrant
share Share redemption exercise Capital Revenue
capital premium reserve reserve reserves reserve Total
Note £’000 £’000 £’000 £’000 £’000 £’000 £’000
At 30 September 2022 16,080 100,956 4,064 8,704 726,968 21,415 878,187
Repurchase and cancellation of the
Company’s own shares (600) 600 (29,775) (29,775)
Net return after taxation 2,913 18,990 21,903
Dividend paid in the year 9 (19,030) (19,030)
At 30 September 2023 15,480 100,956 4,664 8,704 700,106 21,375 851,285
Repurchase and cancellation of the
Company’s own shares (821) 821 (41,494) (41,494)
Net return after taxation 108,424 19,315 127,739
Dividend paid in the year 9 (18,371) (18,371)
At 30 September 2024 14,659 100,956 5,485 8,704 767,036 22,319 919,159
The notes on pages 74 to 86 form an integral part of these financial statements.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
72
Section 5: Financial Statements
Statement of Changes in Equity
for the year ended 30 September 2024
2024 2023
Note £’000 £’000
Fixed assets
Investments held at fair value through profit or loss 10 955,057 874,534
Current assets
Debtors 11 2,550 2,812
Cash and cash equivalents 11 5,803 6,785
8,353 9,597
Current liabilities
Creditors: amounts falling due within one year 12 (34,901) (28,068)
Net current liabilities (26,548) (18,471)
Total assets less current liabilities 928,509 856,063
Non current liabilities
Deferred taxation 13 (9,350) (4,778)
Net assets 919,159 851,285
Capital and reserves
Called-up share capital 14 14,659 15,480
Share premium 15 100,956 100,956
Capital redemption reserve 15 5,485 4,664
Warrant exercise reserve 15 8,704 8,704
Capital reserves 15 767,036 700,106
Revenue reserve 15 22,319 21,375
Total equity shareholders’ funds 919,159 851,285
Net asset value per share (pence) 16 627.02 549.92
These financial statements were approved and authorised for issue by the Board of Directors on 2 December 2024 and signed on its
behalf by:
James Williams
Chairman
The notes on pages 74 to 86 form an integral part of these financial statements.
Registered in England and Wales as a public company limited by shares Company registration number: 03104981
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 73
Section 5: Financial Statements
Statement of Financial Position
at 30 September 2024
1. Accounting policies
(a) Basis of accounting
Schroder AsiaPacific Fund plc (“the Company”) is registered in England and Wales as a public company limited by shares. The
Company’s registered office is 1 London Wall Place, London EC2Y 5AU.
The financial statements are prepared in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting
Practice (UK GAAP), in particular in accordance with Financial Reporting Standard (FRS) 102 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland”, and with the Statement of Recommended Practice “Financial Statements of Investment
Trust Companies and Venture Capital Trusts” (the SORP) issued by the Association of Investment Companies in July 2022. All of the
Company’s operations are of a continuing nature.
The financial statements have been prepared on a going concern basis under the historical cost convention with the exception of
investments which are measured at fair value through profit or loss. The Directors believe that the Company has adequate resources to
continue operating to 31 December 2025, which is at least 12 months from the date of approval of these financial statements.
In forming this opinion, the Directors have taken into consideration: the controls and monitoring processes in place; the Company’s low
level of debt and other payables; the low level of operating expenses, comprising largely variable costs which would reduce pro rata in
the event of a market downturn; and that the Company’s assets comprise cash and readily realisable securities quoted in active
markets. In forming this opinion, the Directors have also considered any potential impact of climate change on the viability of the
Company. Further details of Directors’ considerations regarding this are given in the Chairman’s Statement, Investment Managers’
Review, Going Concern Statement, Viability Statement and under the Risk Report heading on page 41.
In preparing these financial statements the Directors have considered the impact of climate change on the value of the Company’s
investments. The Board has concluded that, as the investments are all valued using quoted bid prices in active markets, the fair value
reflects market participant’s view of climate change risk.
The Company has not presented a statement of cash flows, as it is not required for an investment trust which meets certain conditions;
in particular that substantially all of the Company’s investments are highly liquid and carried at market value.
The financial statements are presented in sterling and amounts have been rounded to the nearest thousand.
The accounting policies applied to these financial statements are consistent with those applied in the financial statements for the year
ended 30 September 2023.
No significant judgements, estimates or assumptions have been required in the preparation of the financial statements for the current
or preceding financial year.
(b) Valuation of investments
The Company’s business is investing in financial assets with a view to profiting from their total return in the form of income and capital
growth. This portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance with
a documented investment objective and information is provided internally on that basis to the Company’s Board of Directors.
Accordingly, upon initial recognition the investments are classified as “held at fair value through profit or loss”. Investments are
included initially at transaction price, excluding expenses incidental to purchase which are written off to capital at the time of
acquisition. Subsequently the investments are valued at fair value, which are quoted bid prices for investments traded in active
markets.
All purchases and sales are accounted for on a trade date basis.
(c) Accounting for reserves
Gains and losses on sales of investments are included in the Income Statement and in capital reserves within “Gains and losses on
sales of investments”. Increases and decreases in the valuation of investments held at the year end are included in the Income
Statement and in capital reserves within “Holding gains and losses on investments”.
Foreign exchange gains and losses on cash and deposit balances and unrealised exchange gains and losses on foreign currency loans
are included in the Income Statement and in capital reserves.
The cost of repurchasing shares, including the related stamp duty and transactions costs, is charged to “Share repurchase reserve”.
Once the “Share repurchase reserve” has been fully utilised the cost of repurchasing shares is then charged to “Capital reserves”.
(d) Income
Dividends receivable are included in revenue on an ex-dividend basis except where, in the opinion of the Board, the dividend is capital
in nature, in which case it is included in capital.
Overseas dividends are included gross of any withholding tax.
Where the Company has elected to receive scrip dividends in the form of additional shares rather than in cash, the amount of the cash
dividend foregone is recognised in revenue. Any excess in the value of the shares received over the amount of the cash dividend is
recognised in capital.
Deposit interest outstanding at the year end is calculated and accrued on a time apportionment basis using market rates of interest.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
74
Section 5: Financial Statements
Notes to the Financial Statements
for the year ended 30 September 2024
(e) Expenses
All expenses are accounted for on an accruals basis. Expenses are allocated wholly to the revenue column of the Income Statement
with the following exceptions:
The management fee is allocated 25% to revenue and 75% to capital in line with the Board’s expected long-term split of revenue and
capital return from the Company’s investment portfolio.
Expenses incidental to the purchase or sale of an investment are charged to capital. These expenses are commonly referred to as
transaction costs and mainly comprise brokerage commission. Details of transaction costs are given in note 10 on page 78.
(f) Finance costs
Finance costs, including any premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals
basis using the effective interest method and in accordance with the provisions of FRS 102.
Finance costs are allocated 25% to revenue and 75% to capital in line with the Board’s expected long-term split of revenue and capital
return from the Company’s investment portfolio.
(g) Financial instruments
Cash at bank and in hand may comprise cash and demand deposits which are readily convertible to a known amount of cash and are
subject to insignificant risk of changes in value.
Other debtors and creditors do not carry any interest, are short-term in nature and are accordingly stated at nominal value, with
debtors reduced by appropriate allowances for estimated irrecoverable amounts.
Bank loans are classified as financial liabilities at amortised cost. They are initially measured at the proceeds received, net of direct issue
costs, and subsequently measured at amortised cost using the effective interest method.
(h) Taxation
The tax charge for the year is based on amounts expected to be received or paid.
Deferred tax is provided on all timing differences that have originated but not reversed by the accounting date.
Deferred tax liabilities are recognised for all taxable timing differences but deferred tax assets are only recognised to the extent that it
is probable that taxable profits will be available against which those timing differences can be utilised.
Deferred tax is measured at the tax rate which is expected to apply in the periods in which the timing differences are expected to
reverse, based on tax rates that have been enacted or substantively enacted at the balance sheet date and is measured on an
undiscounted basis.
(i) Value added tax (VAT)
Expenses are disclosed inclusive of any related irrecoverable VAT.
(j) Foreign currency
In accordance with FRS 102, the Company is required to determine a functional currency, being the currency in which the Company
predominantly operates. The Board, having regard to the currency of the Company’s share capital and the predominant currency in
which its shareholders operate, has determined that sterling is the functional currency and the currency in which the financial
statements are presented.
Transactions denominated in foreign currencies are converted at actual exchange rates as at the date of the transaction. Monetary
assets, liabilities and equity investments held at fair value, denominated in foreign currencies at the year end are translated at the rates
of exchange prevailing at 16:00 hours on the accounting date.
(k) Dividends payable
In accordance with FRS 102, the final dividend is included in the financial statements in the year in which it is approved by shareholders.
(l) Repurchases of shares for cancellation
The cost of repurchasing the Company’s own shares including the related stamp duty and transactions costs is charged to “Share
purchase reserve”. Once the “Share purchase reserve” is fully utilised the cost is then charged to “Capital reserves”, both are dealt with
in the Statement of Changes in Equity. Share repurchase transactions are accounted for on a trade date basis. The nominal value of
share capital repurchased and cancelled is transferred out of “Called-up share capital” and into “Capital redemption reserve”.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 75
Section 5: Financial Statements
2. Gains on investments held at fair value through profit or loss 2024 2023
£’000 £’000
(Losses)/gains on sales of investments based on historic cost (6,055) 11,251
Amounts recognised in investment holding gains and losses in the previous year in respect of
investments sold in the year (4,436) (8,012)
(Losses)/gains on sales of investments based on the carrying value at the previous balance sheet date (10,491) 3,239
Unrealised gains recognised in respect of investments continuing to be held 127,773 6,362
Gains on investments held at fair value through profit or loss 117,282 9,601
3. Income 2024 2023
£’000 £’000
Income from investments
Overseas dividends 23,399 22,761
UK dividends 893 1,102
24,292 23,863
Other interest receivable and similar income
Deposit interest 191 153
Other income 73
264 24,016
Capital
Special dividend allocated to capital 117 304
Total income 24,673 24,320
4. Investment management fee 2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Management fee 1,526 4,576 6,102 1,552 4,656 6,208
The basis for calculating the investment management fee is set out in the Report of the Directors on page 50.
5. Administrative expenses 2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Administration expenses 1,052 1,052 1,010 1,010
Directors’ fees
1
216 216 198 198
Company secretarial fee 150 150 150 150
Auditor’s remuneration for audit services 53 53 51 51
1,471 1,471 1,409 1,409
1
Full details are given in the remuneration report on pages 59 to 62.
6. Finance costs 2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Interest on bank loans and overdrafts 467 1,400 1,867 231 690 921
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
76
Section 5: Financial Statements
7. Taxation
(a) Analysis of tax charge for the year 2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Irrecoverable overseas withholding tax 1,777 1,777 1,834 1,834
Overseas capital gains tax 5,916 5,916 1,939 1,939
Taxation for the year 1,777 5,916 7,693 1,834 1,939 3,773
The Company has no corporation tax liability for the year ended 30 September 2024 (2023: nil). The provision for overseas capital gains
tax pertains to the deferred tax liability on the unrealised gain on Indian Securities.
(b) Factors affecting tax charge for the year
The tax assessed for the year is lower (2023: lower) than the Company's applicable rate of corporation tax for the year of 25%
(2023: 22%).
The factors affecting the current tax charge for the year are as follows:
2024 2024 2024 2023 2023 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Net return/(loss) before taxation 21,092 114,340 135,432 20,824 4,852 25,676
Net return/(loss) before taxation multiplied by the Company’s
applicable rate of corporation tax for the year of 25% (2023: 22%) 5,273 28,585 33,858 4,581 1,068 5,649
Effects of:
Capital returns on investments (30,050) (30,050) (2,177) (2,177)
Income not chargeable to corporation tax (6,073) (29) (6,102) (5,250) (67) (5,317)
Irrecoverable overseas withholding tax 1,777 1,777 1,834 1,834
Provision for overseas capital gains tax 5,916 5,916 1,939 1,939
Unrelieved expenses for the period 800 1,494 2,294 669 1,176 1,845
Taxation for the year 1,777 5,916 7,693 1,834 1,939 3,773
(c) Deferred tax
The Company has an unrecognised deferred tax asset of £22,206,000 (2023: £19,912,000) based on a main rate of corporation tax of
25% (2023: 25%). In its 2021 budget, the UK government announced that the main rate of corporation tax would increase to 25% for
the fiscal year beginning on 1 April 2023.
The deferred tax asset has arisen due to the cumulative excess of deductible expenses over taxable income. Given the composition of
the Company’s portfolio, it is not likely that this asset will be utilised in the foreseeable future and therefore no asset has been
recognised in the financial statements.
Given the Company’s intention to meet the conditions required to retain its status as an Investment Trust Company, no provision has
been made for deferred UK capital gains tax on any capital gains or losses arising on the revaluation or disposal of investments.
8. Return per share 2024 2023
£’000 £’000
Revenue return 19,315 18,990
Capital return 108,424 2,913
Total return 127,739 21,903
Weighted average number of shares in issue during the year 150,976,540 157,474,894
Revenue return per share (pence) 12.79 12.06
Capital return per share (pence) 71.82 1.85
Total return per share (pence) 84.61 13.91
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 77
Section 5: Financial Statements
9. Dividends
Dividends paid and proposed 2024 2023
£’000 £’000
2023 final dividend of 12.00p (2022: 12.00p) paid out of revenue profits 18,371 19,030
2024 2023
£’000 £’000
2024 final dividend proposed of 12.50p (2023: 12.00p) to be paid out of revenue profits 18,324 18,416
The 2023 final dividend amounted to £18,416,000. However the amount actually paid was £18,371,000, as shares were repurchased
and cancelled after the accounting date, but prior to the dividend record date.
The proposed final dividend amounting to £18,324,000 (2023: £18,416,000) is the amount used for the basis of determining whether
the Company has satisfied the distribution requirements of Section 1158 of the Corporation Tax Act 2010. The revenue available for
distribution for the year is £19,315,000 (2023: £18,990,000).
10. Investments held at fair value through profit or loss 2024 2023
£’000 £’000
Opening book cost 751,478 758,095
Opening investment holding gains 123,056 124,706
Opening fair value 874,534 882,801
Purchases at cost 166,344 168,987
Sales proceeds (203,103) (186,855)
Gains/(losses) on investments held at fair value 117,282 9,601
Closing fair value 955,057 874,534
Closing book cost 708,664 751,478
Closing investment holding gains 246,393 123,056
Closing fair value 955,057 874,534
Sales proceeds amounting to £203,103,000 (2023: £186,855,000) were receivable from disposals of investments in the year. The book
cost of these investments when they were purchased was £209,159,000 (2023: £175,604,000). These investments have been revalued
over time and until they were sold any unrealised gains and losses were included in the fair value of the investments.
The following transaction costs, comprising stamp duty and brokerage commission, were incurred in the year:
2024 2023
£’000 £’000
On acquisitions 172 282
On disposals 381 332
553 614
11. Current assets
Debtors 2024 2023
£’000 £’000
Securities sold awaiting settlement 916 893
Dividends and interest receivable 1,361 1,648
Taxation recoverable 235 236
Other debtors 38 35
2,550 2,812
The Directors consider that the carrying amount of debtors approximates to their fair value.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
78
Section 5: Financial Statements
Cash at bank and in hand
Cash at bank and in hand comprises bank balances and cash held by the Company, including short-term deposits. The carrying amount
of these represents their fair value. Cash balances in excess of a predetermined amount are placed on short term deposit at market
rates of interest.
12. Current liabilities 2024 2023
Creditors: amounts falling due within one year £’000 £’000
Bank loan 29,821 24,579
Repurchase of the Company’s own shares into treasury awaiting settlement 825 73
Securities purchased awaiting settlement 2,111 1,349
Other creditors and accruals 2,144 2,067
34,901 28,068
The bank loan comprises US$40 million drawn down on the Company’s £75 million multicurrency revolving credit facility with Bank of
Nova Scotia, London Branch. The facility was secured from 3 July 2024, the amendment and renewal are subject to covenants and
restrictions which are customary for a facility of this nature and all of these have been complied with. Further details of the facility are
given in note 20(a)(ii) on page 83.
The bank loan at the prior year end comprised US$30 million drawn down on the Company’s previous £75 million multicurrency
revolving credit facility with Bank of Nova Scotia, London Branch.
The Company has a £30 million overdraft facility with HSBC Bank plc, secured by a floating charge. The overdraft facility has not been
drawn down in the current or prior year.
The Directors consider that the carrying amount of creditors falling due within one year approximates to their fair value.
13. Deferred taxation
Deferred taxation comprises the deferred tax liability on the unrealised gain on Indian Securities. Indian capital gains tax arises on
disposal of the underlying asset.
14. Called-up share capital 2024 2023
£’000 £’000
Ordinary shares allotted, called up and fully paid:
Ordinary shares of 10p each:
Opening balance of 154,800,716 (2023: 154,800,716) shares 15,480 16,080
Repurchase and cancellation of 8,209,500 (2023: 6,000,000) shares (821) (600)
Closing balance of 146,591,216 (2023: 154,800,716) shares 14,659 15,480
During the year, the Company made market purchases of 8,209,500 of its own shares, nominal value £820,950, for cancellation,
representing 5.3% of the shares outstanding at the beginning of the year. The total consideration paid for these shares amounted to
£41,494,000. The reason for these purchases was to seek to manage the volatility of the share price discount to NAV per share and to
provide a degree of liquidity to the market.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 79
Section 5: Financial Statements
15. Reserves Capital & Reserves
Gains and Investment
Capital Warrant losses on holding
Share redemption exercise sales of gains and Revenue
premium
1
reserve
2
reserve
34
investments
5
losses
6
reserve
7
£’000 £’000 £’000 £’000 £’000 £’000
At 30 September 2023 100,956 4,664 8,704 581,370 118,736 21,375
Losses on sales of investments based on the
carrying value at the previous balance sheet date (10,491)
Net movement in investment holding gains and losses 127,773
Transfer on disposal of investments 4,436 (4,436)
Realised exchange gains on cash and short-term deposits 340
Exchange gains on the credit facility 2,577
Overseas capital gains tax (703) (5,213)
Special dividend allocated to capital 117
Management fee, administrative expenses and finance
costs allocated to capital (5,976)
Repurchase and cancellation of the Company’s own shares 821 (41,494)
Dividend paid (18,371)
Retained revenue for the year 19,315
At 30 September 2024 100,956 5,485 8,704 527,599 239,437 22,319
Capital & Reserves
Gains and Investment
Capital Warrant losses on holding
Share redemption exercise sales of gains and Revenue
premium
1
reserve
2
reserve
3
investments
5
losses
6
reserve
7
£’000 £’000 £’000 £’000 £’000 £’000
At 30 September 2022 100,956 4,064 8,704 606,111 120,857 21,415
Gains on sales of investments based on the carrying
value at the previous balance sheet date 3,239
Net movement in investment holding gains and losses 6,362
Transfer on disposal of investments 8,012 (8,012)
Realised exchange losses on cash and short-term deposits (569)
Exchange gains on the credit facility 862
Overseas capital gains tax (606) (1,333)
Special dividend allocated to capital 304
Management fee, administrative expenses and finance
costs allocated to capital (5,346)
Repurchase and cancellation of the Company’s own shares 600 (29,775)
Dividend paid (19,030)
Retained revenue for the year 18,990
At 30 September 2023 100,956 4,664 8,704 581,370 118,736 21,375
The Company’s Articles of Association permit dividend distributions out of realised capital profits.
1
The share premium is a non distributable reserve and represents the amount by which the fair value of the consideration received from shares issued exceeds the
nominal value of shares issued.
2
The capital redemption reserve represents the accumulated nominal value of shares repurchased for cancellation. This reserve is not distributable.
3
The warrant exercise reserve is a non distributable reserve and arose via an apportionment of the premium on the issue of shares with warrants attached.
4
The share purchase reserve arose following the cancellation of the balance of share premium in 1998 and was created for the purpose of financing share buy backs.
This is a realised (distributable) capital reserve which may be used to repurchase the Company’s own shares or distributed as dividends.
5
This is a realised (distributable) capital reserve which may be used to repurchase the Company’s own shares or distributed as dividends.
6
This reserve comprises holding gains on liquid investments (which may be deemed to be realised) and other amounts which are unrealised. An analysis has not been
made between those amounts that are realised (and may be distributed as dividends or used to repurchase the Company’s own shares) and those that are unrealised.
7
The revenue reserve may be distributed as dividends or used to repurchase the Company’s own shares.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
80
Section 5: Financial Statements
16. Net asset value per share 2024 2023
£’000 £’000
Net assets attributable to Shareholders (£’000) 919,159 851,285
Shares in issue at the year end 146,591,216 154,800,716
Net asset value per share (pence) 627.02 549.92
17. Transactions with the Manager
Under the terms of the AIFM Agreement, the Manager is entitled to receive a management fee and a company secretarial fee. Details
of the basis of the management fee calculation are given in the Directors’ Report on page 50. Any investments in funds managed or
advised by the Manager or any of its associated companies, are excluded from the assets used for the purpose of the calculation and
therefore incur no fee. As at the year ended 30 September 2024, the Company held 11,471,124 shares in Schroder Asian Discovery
Fund Class Z Accumulation GBP, with the market value of £14,500,000. During the year, the Company sold 1,567,762 shares and
generated total proceed of £1,745,000 from the sales.
The management fee payable in respect of the year ended 30 September 2024 amounted to £6,102,000 (2023: £6,208,000), of which
£1,590,000 (2023: £1,485,000) was outstanding at the year end. The company secretarial fee payable in respect of the year ended
30 September 2024 amounted to £150,000 (2023: £150,000), of which £38,000 (2023: £38,000) was outstanding at the year end.
No Director of the Company served as a Director of any member of the Schroder Group, at any time during the year, or prior year.
18. Related party transactions
Details of the remuneration payable to Directors are given in the Directors’ Remuneration Report on page 59 and details of Directors’
shareholdings are given in the Directors’ Remuneration Report on page 62. Details of transactions with the Manager are given in note
17 above. There have been no other transactions with related parties during the year (2023: nil).
19. Disclosures regarding financial instruments measured at fair value
The Company’s financial instruments within the scope of FRS 102 that are held at fair value comprise its investment portfolio and any
derivative financial instruments.
FRS 102 requires that financial instruments held at fair value are categorised into a hierarchy consisting of the three levels below. A fair
value measurement is categorised in its entirety on the basis of the lowest level input that is significant to the fair value measurement.
Level 1 – valued using unadjusted quoted prices in active markets for identical assets.
Level 2 – valued using observable inputs other than quoted prices included within Level 1.
Level 3 – valued using inputs that are unobservable.
Details of the Company’s policy for valuing investments and derivative instruments are given in note 1(b) on page 74 and 1(g) on
page 75.
At 30 September 2024, the Company’s investment portfolio was categorised as follows:
2024 2024 2024
Level 1 Level 2 Level 3 Total
£’000 £’000 £’000 £’000
Investments in equities and equity linked securities 940,557 14,500 955,057
Total 940,557 14,500 955,057
2023 2023 2023
Level 1 Level 2 Level 3 Total
£’000 £’000 £’000 £’000
Investments in equities and equity linked securities 860,452 14,082 874,534
Total 860,452 14,082 874,534
Schroder Asian Discovery Fund Z Acc which is a daily priced collective investment fund previously included in Level 1, has been
reallocated to Level 2. There have been no further transfers between Levels 1, 2 or 3 during the year (2023: nil).
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 81
Section 5: Financial Statements
20. Financial instruments’ exposure to risk and risk management policies
The investment objective is set out on the inside front cover of this report. In pursuing this objective, the Company is exposed to a
variety of financial risks that could result in a reduction in the Company’s net assets or a reduction in the profits available for dividends.
These financial risks include market risk (comprising currency risk, interest rate risk and market price risk), liquidity risk and credit risk.
The Directors’ policy for managing these risks is set out below. The Board coordinates the Company’s risk management policy.
The objectives, policies and processes for managing the risks and the methods used to measure the risks that are set out below, have
not changed from those applying in the comparative year.
The Company’s classes of financial instruments may comprise the following:
investments in shares, warrants, depositary receipts and government bonds which are held in accordance with the Company’s
investment objective;
short-term debtors, creditors and cash arising directly from its operations;
a multi-currency overdraft facility with HSBC Bank plc, the purpose of which is to assist in financing the Company’s operations; and
a multi-currency revolving credit facility with Bank of Nova Scotia, London Branch, the purpose of which is to assist in financing the
Company’s operations.
(a) 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: currency risk, interest rate risk and market price risk. Information to enable an evaluation of
the nature and extent of these three elements of market risk is given in parts (i) to (iii) of this note, together with sensitivity analyses
where appropriate. The Board reviews and agrees policies for managing these risks and these policies have remained unchanged from
those applying in the comparative year. The Manager assesses the exposure to market risk when making each investment decision and
monitors the overall level of market risk on the whole of the investment portfolio on an ongoing basis.
(i) Currency risk
The majority of the Company’s assets, liabilities and income are denominated in currencies other than sterling, which is the Company’s
functional currency and the presentational currency of the financial statements. As a result, movements in exchange rates will affect the
sterling value of those items.
Management of currency risk
The Manager monitors the Company’s exposure to foreign currencies on a daily basis and reports to the Board, which meets on at least
four occasions each year. The Manager measures the risk to the Company of the foreign currency exposure by considering the effect
on the Company’s net asset value and income of a movement in the rates of exchange to which the Company’s assets, liabilities,
income and expenses are exposed. The Company may use foreign currency borrowings or forward foreign currency contracts to limit
the exposure to anticipated changes in exchange rates which might otherwise adversely affect the value of the portfolio of investments.
Income denominated in foreign currencies is converted into sterling on receipt.
Foreign currency exposure
The fair value of the Company’s monetary items that have foreign currency exposure at 30 September are shown below. The Company’s
investments (which are not monetary items) have been included separately in the analysis so as to show the overall level of exposure.
South
Hong Kong US Korean Taiwan Singapore Thai Indian Chinese
Dollars Dollars Won Dollars Dollars Baht Rupees Yuan Other Total
2024 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Current assets 2,389 286 377 592 261 161 767 4,833
Current liabilities
Creditors: amounts falling due
within one year (2,111) (29,953) (57) (41) (32,162)
Foreign currency exposure on
net monetary items 278 (29,667) 320 551 261 161 767 (27,329)
Investments held at fair value
through profit or loss
1
239,262 18,404 71,408 199,309 77,854 33,927 153,715 42,339 76,805 913,023
Total net foreign currency
exposure 239,540 (11,263) 71,728 199,860 77,854 33,927 153,976 42,500 77,572 885,694
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
82
Section 5: Financial Statements
South
Hong Kong US Korean Taiwan Singapore Thai Indian Chinese
Dollars Dollars Won Dollars Dollars Baht Rupees Yuan Other Total
2023 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Current assets 201 392 445 629 98 66 560 1,492 3,883
Current liabilities
Creditors: amounts falling due
within one year (24,602) (67) (43) (10) (22) (1,349) (26,093)
Non current liabilities (4,778) (4,778)
Foreign currency exposure on
net monetary items 201 (24,210) 378 586 88 (4,712) 538 143 (26,988)
Investments held at fair value
through profit or loss
1
227,912 32,412 99,840 129,941 67,562 16,652 146,942 37,363 58,947 817,571
Total net foreign currency
exposure 228,113 8,202 100,218 130,527 67,562 16,740 142,230 37,901 59,090 790,583
1
Excluding any stocks priced in sterling.
The above year end amounts are broadly representative of the exposure to foreign currency risk during the current and comparative year.
Foreign currency sensitivity
The following tables illustrate the sensitivity of net profit for the year and net assets with regard to the Company’s monetary financial
assets and financial liabilities and exchange rates. The effect on capital return below is predominantly due to the change in net
monetary liabilities and the effect on income return is predominantly due to change in dividends, or revenue items that were subject to
foreign exchange rate movement. The sensitivity analysis is based on the Company’s monetary currency financial instruments held at
each accounting date and assumes a 10% (2023: 10%) appreciation or depreciation in sterling against all the currencies to which the
Company is exposed, which is considered to be a reasonable illustration based on the volatility of exchange rates during the year.
If sterling had weakened by 10% this would have had the following effect:
2024 2023
Income Statement – return after taxation £’000 £’000
Revenue return 2,116 2,070
Capital return (3,453) (2,931)
Total return after taxation (1,337) (861)
Net assets (1,337) (861)
Conversely if sterling had strengthened by 10% this would have had the following effect:
2024 2023
Income Statement – return after taxation £’000 £’000
Revenue return (2,116) (2,070)
Capital return 3,453 2,931
Total return after taxation 1,337 861
Net assets 1,337 861
In the opinion of the Directors, the above sensitivity analysis with respect to monetary financial assets and liabilities is broadly
representative of the whole of the current and comparative year. The sensitivity with regard to the Company’s investments and foreign
currency is subsumed into market price risk sensitivity in part (iii) to this note.
(ii) Interest rate risk
Interest rate movements may affect the level of income receivable on cash deposits and the interest payable on variable rate
borrowings when interest rates are re-set.
Management of interest rate risk
Liquidity and borrowings are managed with the aim of increasing returns to shareholders. The Board would not expect gearing to
exceed 20% where gearing is defined as borrowings used for investment purposes, less cash, expressed as a percentage of net assets.
The possible effects on cash flows that could arise as a result of changes in interest rates are taken into account when the Company
draws on the multicurrency revolving credit facility. However, amounts drawn on this facility are for short-term periods and therefore
exposure to interest rate risk is not significant.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 83
Section 5: Financial Statements
Interest rate exposure
The exposure of financial assets and financial liabilities to floating interest rates, giving cash flow interest rate risk when rates are re-set,
is shown below:
2024 2023
Exposure to floating interest rates: £’000 £’000
Cash and cash equivalents 5,803 6,785
Creditors: amounts falling due within one year – borrowings on the credit facility (29,821) (24,579)
Net exposure (24,018) (17,794)
Sterling cash deposits at call earn interest at floating rates based on Sterling Overnight Index Average (SONIA) rates, (2023: SONIA).
The Company amended and renewed its £75 million multicurrency revolving credit facility with Bank of Nova Scotia, London Branch,
effective from 3 July 2024. Interest is payable at the aggregate of the compounded Risk Free Rate (RFR) for the relevant currency and
loan period, plus a margin. Amounts are normally drawn down on the facility for a one month period, at the end of which it may be
rolled over or adjusted. At 30 September 2024, the Company had drawn down US$40 million (£29.8 million) for a one month period, at
an interest rate of 6.40% per annum.
At the prior year end, the Company had drawn down US$30 million (£24.6 million) on the preceding facility with Bank of Nova Scotia,
London Branch. Further details are given in note 12.
The Company also has a £30 million overdraft facility with HSBC Bank plc, secured by a floating charge.
The above year end amounts are not representative of the exposure to interest rates during the year as the level of cash balances and
drawings on the multicurrency revolving credit facility have fluctuated. The maximum and minimum net cash/(debt) balances during the
year are as follows:
2024 2023
£’000 £’000
Maximum debit interest rate exposure during the year – debt (27,981) (17,803)
Maximum credit interest rate exposure during the year – net cash 3,671 10,933
Interest rate sensitivity
The following table illustrates the sensitivity of the return after taxation for the year and net assets to a 1.5% (2023: 1.5%) increase or
decrease in interest rates in regards to the Company’s monetary financial assets and financial liabilities. This level of change is
considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the
Company’s monetary financial instruments held at the accounting date with all other variables held constant.
2024 2024 2023 2023
1.5% 1.5% 1.5% 1.5%
increase decrease increase decrease
in rate in rate in rate in rate
Income statement – return after taxation £’000 £’000 £’000 £’000
Revenue return (25) 25 10 (10)
Capital return (335) 335 (277) 277
Total return after taxation (360) 360 (267) 267
Net assets (360) 360 (267) 267
In the opinion of the Directors, this sensitivity analysis may not be representative of the Company’s future exposure to interest rate
changes due to fluctuations in the level of cash balances and drawings on the multicurrency revolving credit facility.
(iii) Market price risk
Market price risk includes changes in market prices, other than those arising from interest rate risk, which may affect the value of
investments.
Management of market price risk
The Board meets on at least four occasions each year to consider the asset allocation of the portfolio and the risk associated with
particular countries and industry sectors. The investment management team has responsibility for monitoring the portfolio, which is
selected in accordance with the Company’s investment objective and seeks to ensure that individual stocks meet an acceptable
risk/reward profile. The Board may authorise the Manager to enter derivative transactions for the purpose of protecting the portfolio
against falls in market prices.
Market price risk exposure
The Company’s total exposure to changes in market prices at 30 September comprises the following:
2024 2023
£’000 £’000
Investments held at fair value through profit or loss 955,057 874,534
The above data is broadly representative of the exposure to market price risk during the year.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
84
Section 5: Financial Statements
Concentration of exposure to market price risk
An analysis of the Company’s investments is given on page 26. This shows that the portfolio comprises investments trading in Asian
countries. Accordingly there is a concentration of exposure to that region.
Market price risk sensitivity
The following table illustrates the sensitivity of the return after taxation for the year and net assets to an increase or decrease of 25%
(2023: 25%) in the fair values of the Company’s investments. This level of change is considered to be a reasonable illustration based on
observation of current market conditions. The sensitivity analysis is based on the Company’s investments and adjusting for the change
in the management fee, but with all other variables held constant.
2024 2024 2023 2023
25% 25% 25% 25%
increase decrease increase decrease
in fair in fair in fair in fair
value value value value
Income statement – return after taxation £’000 £’000 £’000 £’000
Revenue return (358) 358 (328) 328
Capital return 237,690 (237,690) 217,650 (217,650)
Total return after taxation and net assets 237,332 (237,332) 217,332 (217,332)
Percentage change in net asset value 25.8% (25.8%) 25.5% (25.5%)
(b) Liquidity risk
This is the risk that the Company will encounter difficulty in meeting its obligations associated with financial liabilities that are settled by
delivering cash or another financial asset.
Management of the risk
Liquidity risk is managed as the Company’s assets comprise mainly readily realisable securities, which can be sold to meet to meet
funding requirements if necessary. Short-term flexibility is achieved through the use of a multicurrency revolving credit facility and an
overdraft facility.
The Board’s policy is for the Company to remain fully invested in normal market conditions and that borrowings be used to manage
working capital requirements and to gear the Company as appropriate.
Liquidity risk exposure
Contractual maturities of financial liabilities, based on the earliest date on which payment can be required are as follows:
Three Three
months months
or less or less
2024 2023
Creditors: amounts falling due within one year £’000 £’000
Bank loan – including interest 29,861 24,613
Repurchase of the Company’s own shares into treasury awaiting settlement 825 73
Securities purchased awaiting settlement 2,111 1,349
Other creditors and accruals 2,144 2,067
34,941 28,102
(c) Credit risk
Credit risk is the risk that the failure of the counterparty to a transaction to discharge its obligations under that transaction could result
in loss to the Company.
Management of credit risk
This risk is not significant and is managed as follows:
Portfolio dealing
The Company invests almost entirely in markets that operate a “Delivery Versus Payment” settlement process which mitigates the risk
of losing the principal of a trade during settlement. The Manager continuously monitors dealing activity to ensure best execution,
which involves measuring various indicators including the quality of trade settlement and incidence of failed trades. Counterparties
must be pre-approved by the Manager’s credit committee.
Exposure to the custodian
The custodian of the Company’s assets is HSBC Bank plc which has Long-Term Credit Ratings of AA- with Fitch and Aa3 with Moody’s.
The Company’s investments are held in accounts which are segregated from the custodian’s own trading assets. If the custodian were
to become insolvent, the Company’s right of ownership of its investments is clear and they are therefore protected. However the
Company’s cash balances are all deposited with the custodian as banker and held on the custodian’s balance sheet. Accordingly, in
accordance with usual banking practice, the Company will rank as a general creditor to the custodian in respect of cash balances.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 85
Section 5: Financial Statements
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
86
Section 5: Financial Statements
Credit risk exposure
The amounts shown in the balance sheet under debtors and cash at bank and in hand represent the maximum exposure to credit risk
at the current and comparative year ends. No debtors are past their due date and none have been provided for. There has been no
stock lending during the year, or prior year.
(d) Fair values of financial assets and financial liabilities
All financial assets and liabilities are either carried in the balance sheet at fair value, or the balance sheet amount is a reasonable
approximation of fair value.
21. Capital management policies and procedures
The Company’s objectives, policies and processes for managing capital are unchanged from the preceding year.
The Company’s debt and capital structure comprises the following:
2024 2023
£’000 £’000
Debt
Bank loan 29,821 24,579
Equity
Called-up share capital 14,659 15,480
Reserves 904,500 835,805
919,159 851,285
Total debt and equity 948,980 875,864
The Company’s capital management objectives are to ensure that it will continue as a going concern and to maximise the capital return
to its equity shareholders through an appropriate level of gearing.
The Board would not expect gearing to exceed 20%. Gearing for this purpose is defined as borrowings used for investment purposes,
less cash, expressed as a percentage of net assets. If the figure so calculated is negative, this is shown as a “Net cash” position.
2024 2023
£’000 £’000
Borrowings used for investment purposes, less cash 24,018 17,794
Net assets 919,159 851,285
Gearing (%) 2.6 2.1
The Board, with the assistance of the Manager, 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 Manager’s views on the market;
the need to buy back the Company’s own shares for cancellation or to hold in treasury, which takes into account the share price
discount;
the opportunity for issue of new shares; and
the amount of dividends to be paid, in excess of that which is required to be distributed.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 87
Section 6: Other Information (Unaudited)
Annual General Meeting – Recommendations 88
Notice of Annual General Meeting 89
Explanatory Notes to the Notice of Meeting 90
Alternative Performance Measures and Glossary 92
Information about the Company 94
Risk Disclosures 96
Tra Linh, Cao Bang province, Vietnam
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
88
Section 6: Other Information (Unaudited)
Annual General Meeting – Recommendations
The Annual General Meeting (AGM) of the Company will be held
on Wednesday, 29 January 2025 at 12.00 noon, at 1 London Wall
Place, London, EC2Y 5AU. The formal Notice of Meeting is set out
on page 89.
The following information is important and requires your
immediate attention. If you are in any doubt about the action you
should take, you should consult an independent financial adviser,
authorised under the Financial Services and Markets Act 2000. If
you have sold or transferred all of your ordinary shares in the
Company, please forward this document with its accompanying
form of proxy at once to the purchaser or transferee, or to the
stockbroker, bank or other agent through whom the sale or
transfer was effected, for onward transmission to the purchaser
or transferee.
Ordinary business
Resolutions 1 to 11 are all ordinary resolutions. Resolution 1 is a
required resolution. Resolution 2 invites shareholders to approve
the final dividend and resolution 3 concerns the Directors’
Remuneration Report, on pages 59 to 62.
Resolutions 4 to 8 invite shareholders to re-elect each of the
Directors for another year, following the recommendations of the
Nomination Committee, set out on pages 57 and 58 (their
biographies are set out on pages 48 and 49). Resolutions 9 and
10 concern the re-appointment and remuneration of the
Company’s auditor, discussed in the Audit and Risk Committee
Report on pages 53 to 55.
Special business
Resolution 11 – Directors’ authority to allot shares
(ordinary resolution) and resolution 12 – power to
disapply pre-emption rights (special resolution)
The Directors are seeking authority to allot a limited number of
unissued ordinary shares for cash without first offering them to
existing shareholders in accordance with statutory pre-emption
procedures.
Appropriate resolutions will be proposed at the forthcoming AGM
and are set out in full in the Notice of AGM. An ordinary resolution
will be proposed to authorise the Directors to allot shares up to a
maximum aggregate nominal amount of £1,432,162 (being 10%
of the issued share capital (excluding any shares held in treasury)
as at the date of the Notice of the AGM). A special resolution will
also be proposed to give the Directors authority to allot securities
for cash on a non-pre-emptive basis up to a maximum aggregate
nominal amount of £1,432,162 (being 10% of the Company’s
issued share capital (excluding any shares held in treasury) as at
the date of the Notice of the AGM). This authority includes shares
that the Company sells or transfers that have been held in
treasury. The Board has established guidelines for treasury shares
and will only reissue shares held in treasury at a price equal to or
greater than the Company’s net asset value (inclusive of current
year income) plus any applicable costs.
The Directors do not intend to allot shares pursuant to these
authorities other than to take advantage of opportunities in the
market as they arise and only if they believe it to be advantageous
to the Company’s existing shareholders to do so and when it
would not result in any dilution of NAV per share.
If approved, both of these authorities will expire at the conclusion
of the AGM in 2026 unless renewed, varied or revoked earlier.
Resolution 13: Authority to make market purchases
of the Company’s own shares (special resolution)
At the AGM held on 31 January 2024, the Company was granted
authority to make market purchases of up to 23,004,509 ordinary
shares of 10p each for cancellation or holding in treasury.
9,622,000 shares have been bought back and cancelled under
this authority and the Company therefore has remaining authority
to purchase up to 13,382,509 ordinary shares. This authority will
expire at the forthcoming AGM.
The Directors believe it is in the best interests of the Company
and its shareholders to have a general authority for the Company
to buy back its ordinary shares in the market as they keep under
review the share price discount to net asset value and the
purchase of ordinary shares. A special resolution will be proposed
at the forthcoming AGM to give the Company authority to make
market purchases of up to 14.99% of the ordinary shares in issue
as at the date of the Notice of the AGM. The Directors will exercise
this authority only if the Directors consider that any purchase
would be for the benefit of the Company and its shareholders,
taking into account relevant factors and circumstances at the
time. Any shares so purchased would be cancelled or held in
treasury for potential reissue. If renewed, the authority to be
given at the 2025 AGM will lapse at the conclusion of the AGM in
2026 unless renewed, varied or revoked earlier.
Resolution 14: notice period for general meetings
(special resolution)
Resolution 14 set out in the Notice of AGM is a special resolution
and will, if passed, allow the Company to hold general meetings
(other than annual general meetings) on a minimum notice
period of 14 clear days, rather than 21 clear days as required by
the Companies Act 2006. The approval will be effective until the
Company’s next AGM to be held in 2026. The Directors will only
call general meetings on 14 clear days’ notice when they consider
it to be in the best interests of the Company’s shareholders and
will only do so if the Company offers facilities for all shareholders
to vote by electronic means and when the matter needs to be
dealt with expediently.
Recommendations
The Board considers that the resolutions relating to the above
items of business are in the best interests of shareholders as a
whole. Accordingly, the Board unanimously recommends to
shareholders that they vote in favour of the resolutions to be
proposed at the forthcoming AGM, as they intend to do in respect
of their own beneficial holdings.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 89
Section 6: Other Information (Unaudited)
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting
(AGM) of the Company will be held on Wednesday, 29 January
2025 at 12.00 noon at 1 London Wall Place, London EC2Y 5AU
to consider the following resolutions of which resolutions 1
to 11 will be proposed as ordinary resolutions and
resolutions 12, 13 and 14 will be proposed as special
resolutions:
Ordinary business
1. To receive the Report of the Directors and the audited financial
statements for the year ended 30 September 2024.
2. To approve a final dividend of 12.50 pence per share for the
financial year ended 30 September 2024.
3. To approve the Directors’ Remuneration Report for the year
ended 30 September 2024.
4. To re-elect Julia Goh as a Director of the Company.
5. To re-elect Vivien Gould as a Director of the Company.
6. To re-elect Rupert Hogg as a Director of the Company.
7. To re-elect Martin Porter as a Director of the Company.
8. To re-elect James Williams as a Director of the Company.
9. To re-appoint Ernst & Young LLP as auditor to the Company
until the conclusion of the next Annual General Meeting.
10. To authorise the Directors to determine the remuneration of
Ernst & Young LLP as auditor to the Company.
Special business
11. To consider, and if thought fit, pass the following resolution as
an ordinary resolution:
“THAT the Directors be generally and unconditionally authorised
pursuant to Section 551 of the Companies Act 2006 (the “Act”)
to exercise all the powers of the Company to allot relevant
securities (within the meaning of Section 551 of the Act) up to
an aggregate nominal amount of £1,432,162 (being 10% of the
issued ordinary share capital at the date of this Notice) for a
period expiring (unless previously renewed, varied or revoked
by the Company in general meeting) at the conclusion of the
next Annual General Meeting of the Company, but that the
Company may make an offer or agreement which would or
might require relevant securities to be allotted after expiry of
this authority and the Board may allot relevant securities in
pursuance of that offer or agreement.”
12. To consider and, if thought fit, to pass the following resolution
as a special resolution:
“THAT, subject to the passing of resolution 11 set out above,
the Directors be and are hereby empowered, pursuant to
Section 571 of the Act, to allot equity securities (including any
shares held in treasury) (as defined in Section 560(1) of the Act)
pursuant to the authority given in accordance with Section 551
of the Act by the said resolution 11 and/or where such
allotment constitutes an allotment of equity securities by virtue
of Section 560(2) of the Act as if Section 561(1) of the Act did not
apply to any such allotment, provided that this power shall be
limited to the allotment of equity securities up to an aggregate
nominal amount of £1,432,162 (representing 10% of the
aggregate nominal amount of the share capital in issue at the
date of this Notice); and provided that this power shall expire at
the conclusion of the next Annual General Meeting of the
Company but so that this power shall enable the Company to
make offers or agreements before such expiry which would or
might require equity securities to be allotted after such expiry.”
13. To consider and, if thought fit, to pass the following resolution
as a special resolution:
“THAT the Company be and is hereby generally and
unconditionally authorised in accordance with Section 701 of
the Act to make market purchases (within the meaning of
Section 693 of the Act) of ordinary shares of 10p each in the
capital of the Company (“Shares”) at whatever discount the
prevailing market price represents to the prevailing net asset
value per Share provided that:
(a) the maximum number of Shares which may be purchased is
21,468,110, representing 14.99% of the Company’s issued
ordinary share capital as at the date of this Notice;
(b) the maximum price (exclusive of expenses) which may be
paid for a Share shall not exceed the higher of;
i) 105% of the average of the middle market quotations
for the Shares as taken from the London Stock
Exchange Daily Official List for the five business days
preceding the date of purchase; and
ii) the higher of the last independent bid and the highest
current independent bid on the London Stock Exchange;
(c) the minimum price (exclusive of expenses) which may be
paid for a Share shall be 10p, being the nominal value per
Share;
(d) this authority hereby conferred shall expire at the
conclusion of the next Annual General Meeting of the
Company in 2026 (unless previously renewed, varied or
revoked by the Company prior to such date);
(e) the Company may make a contract to purchase 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 Shares pursuant to
any such contract; and
(f) any Shares so purchased will be cancelled or held in
treasury for potential reissue.”
14. To consider and, if thought fit, to pass the following resolution
as a special resolution:
“That a general meeting, other than an Annual General
Meeting, may be called on not less than 14 clear days’ notice.”
By order of the Board
For and on behalf of
Schroder Investment Management Limited
2 December 2024
Registered Office:
1 London Wall Place,
London EC2Y 5AU
Registered Number: 03104981
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
90
Section 6: Other Information (Unaudited)
Explanatory Notes to the Notice of Meeting
1. Ordinary shareholders are entitled to attend and vote at the
meeting and to appoint one or more proxies, who need not be
a shareholder, as their proxy to exercise all or any of their rights
to attend, speak and vote on their behalf at the meeting.
A proxy form is attached. If you wish to appoint a person other
than the Chairman as your proxy, please insert the name of
your chosen proxy holder in the space provided at the top of
the form. If the proxy is being appointed in relation to less than
your full voting entitlement, please enter in the box next to the
proxy holder’s name the number of shares in relation to which
they are authorised to act as your proxy. If left blank your proxy
will be deemed to be authorised in respect of your full voting
entitlement (or if this proxy form has been issued in respect of
a designated account for a shareholder, the full voting
entitlement for that designated account).
Additional proxy forms can be obtained by contacting the
Company’s Registrars, Equiniti Limited, on +44 (0)371 032 0641,
or you may photocopy the attached proxy form. Please indicate
in the box next to the proxy holder’s name the number of
shares in relation to which they are authorised to act as your
proxy. Please also indicate by ticking the box provided if the
proxy instruction is one of multiple instructions being given.
Completion and return of a form of proxy will not preclude
a member from attending the AGM and voting in person.
On a vote by show of hands, every ordinary shareholder who is
present in person has one vote and every duly appointed proxy
who is present has one vote. On a poll vote, every ordinary
shareholder who is present in person or by way of a proxy has
one vote for every share of which he/she is a holder.
The “Vote Withheld” option on the proxy form is provided to
enable you to abstain on any particular resolution. However it
should be noted that a “Vote Withheld” is not a vote in law and
will not be counted in the calculation of the proportion of the
votes “For” and “Against” a resolution.
A proxy form must be signed and dated by the shareholder or
his or her attorney duly authorised in writing. In the case of
joint holdings, any one holder may sign this form. The vote of
the senior joint holder who tenders a vote, whether in person
or by proxy, will be accepted to the exclusion of the votes of the
other joint holder and for this purpose seniority will be
determined by the order in which the names appear on the
Register of Members in respect of the joint holding. To be valid,
proxy form(s) must be completed and returned to the
Company’s Registrars, Equiniti Limited, Aspect House, Spencer
Road, Lancing, West Sussex BN99 6DA, in the enclosed
envelope together with any power of attorney or other
authority under which it is signed or a copy of such authority
certified notarially, to arrive no later than 48 hours before the
time fixed for the meeting, or an adjourned meeting.
It is possible for you to submit your proxy votes online by going
to Equiniti’s Shareview website, www.shareview.co.uk, and
logging in to your Shareview Portfolio. Once you have logged in,
simply click ‘View’ on the ‘My Investments’ page and then click
on the link to vote and follow the on-screen instructions. If you
have not yet registered for a Shareview Portfolio, go to
www.shareview.co.uk and enter the requested information. It is
important that you register for a Shareview Portfolio with
enough time to complete the registration and authentication
processes. Please note that to be valid, your proxy instructions
must be received by Equiniti no later than 12.00 noon on
27 January 2025. If you have any difficulties with online voting,
you should contact the shareholder helpline on
+44 (0)371 032 0641.
If an ordinary shareholder submits more than one valid proxy
appointment, the appointment received last before the latest
time for receipt of proxies will take precedence.
Shareholders may not use any electronic address provided
either in this Notice of AGM or any related documents to
communicate with the Company for any purposes other than
expressly stated.
Representatives of shareholders that are corporations will have
to produce evidence of their proper appointment when
attending the AGM.
2. Any person to whom this notice is sent who is a person
nominated under Section 146 of the Companies Act 2006 to
enjoy information rights (a “Nominated Person”) may, under an
agreement between him or her and the shareholder by whom
he or she was nominated, have a right to be appointed (or to
have someone else appointed) as a proxy for the AGM. If a
Nominated Person has no such proxy appointment right or
does not wish to exercise it, he or she may, under any such
agreement, have a right to give instructions to the shareholder
as to the exercise of voting rights.
The statement of the rights of ordinary shareholders in relation
to the appointment of proxies in note 1 above does not apply to
Nominated Persons. The rights described in that note can only
be exercised by ordinary shareholders of the Company.
3. Pursuant to Regulation 41 of the Uncertificated Securities
Regulations 2001, the Company has specified that only those
shareholders registered in the Register of members of the
Company at 6.30 p.m. on 27 January 2025, or 6.30 p.m. two
days prior to the date of an adjourned meeting, shall be entitled
to attend and vote at the meeting in respect of the number of
shares registered in their name at that time. Changes to the
Register of Members after 6.30 p.m. on 27 January 2025 shall
be disregarded in determining the right of any person to attend
and vote at the meeting.
4. CREST members who wish to appoint a proxy or proxies
through the CREST electronic proxy appointment service may
do so by using the procedures described in the CREST manual.
The CREST manual can be viewed at www.euroclear.com.
A CREST message appointing a proxy (a “CREST proxy
instruction”) regardless of whether it constitutes the
appointment of a proxy or an amendment to the instruction
previously given to a previously appointed proxy must, in order
to be valid, be transmitted so as to be received by the issuer’s
agent (ID RA19) by the latest time for receipt of proxy
appointments. If you are an institutional investor you may be
able to appoint a proxy electronically via the Proxymity platform,
a process which has been agreed by the Company and
approved by the Registrar. For further information regarding
Proxymity, please go to www.proxymity.io. Your proxy must be
lodged by 12:00 noon on 27 January 2025 in order to be
considered valid. Before you can appoint a proxy via this
process you will need to have agreed to Proxymity’s associated
terms and conditions. It is important that you read these
carefully as you will be bound by them and they will govern the
electronic appointment of your proxy.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 91
Section 6: Other Information (Unaudited)
5. Copies of the Articles of Association, terms of appointment of
the non-executive Directors and a statement of all transactions
of each Director and of his family interests in the shares of the
Company, will be available for inspection by any member of the
Company at the registered office of the Company during
normal business hours on any weekday (English public holidays
excepted) and at the AGM by any attendee, for at least
15 minutes prior to, and during, the AGM. None of the Directors
has a contract of service with the Company.
6. The biographies of the Directors offering themselves for
re-election are set out on pages 48 and 49 of the Company’s
Annual Report and Financial Statements for the year ended
30 September 2024.
7. As at 2 December 2024, 143,216,216 ordinary shares of 10
pence each were in issue (no shares were held in treasury).
Therefore the total number of voting rights of the Company as
at 2 December 2024 was 143,216,216.
8. A copy of this Notice of Meeting, which includes details of
shareholder voting rights, together with any other information
as required under Section 311A of the Companies Act 2006, is
available from the web pages dedicated to the Company:
www.schroders.co.uk/asiapacific.
9. Pursuant to Section 319A of the Companies Act 2006, the
Company must cause to be answered at the AGM any question
relating to the business being dealt with at the AGM which is
put by a member attending the meeting, except in certain
circumstances, including if it is undesirable in the interests of
the Company or the good order of the meeting that the
question be answered or if to do so would involve the
disclosure of confidential information.
10. Members satisfying the thresholds in Section 527 of the
Companies Act 2006 can require 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 auditor’s
report and the conduct of the audit) that are to be laid
before the Meeting; or
(b) any circumstance connected with an auditor of the
Company ceasing to hold office since the last AGM, that the
members propose to raise at the Meeting. 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 auditors no later than the
time it makes its statement available on the website. The
business which may be dealt with at the meeting includes
any statement that the Company has been required to
publish on its website.
11. The Company’s privacy policy is available on its web pages:
www.schroders.co.uk/asiapacific. Shareholders can contact
Equiniti for details of how Equiniti processes their personal
information as part of the AGM.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
92
Section 6: Other Information (Unaudited)
Alternative Performance Measures and Glossary
The terms and performance measures below are those commonly used by investment
companies to assess values, investment performance and operating costs. Numerical
calculations are given where relevant. Some of the financial measures below are classified as
Alternative Performance Measures (APMs) as defined by the European Securities and Markets
Authority. Under this definition, APMs include a financial measure of historical financial
performance or financial position, other than a financial measure defined or specified in the
applicable financial reporting framework. APMs have been marked with an *.
Net asset value (NAV) per share
The NAV per share of 627.02p (2023: 549.92p) represents the net
assets attributable to equity shareholders of £919,159,000 (2023:
£851,285,000) divided by the number of shares in issue of
146,591,216 (2023: 154,800,716).
The change in the NAV amounted to +14.0% (2023: +0.7%) over
the year. However, this performance measure excludes the
positive impact of dividends paid out by the Company during the
period. When these dividends are factored into the calculation,
the resulting performance measure is termed the “total return”.
Total return calculations and definitions are given below.
Total return*
The combined effect of any dividends paid, together with the rise
or fall in the share price or NAV per share. Total return statistics
enable the investor to make performance comparisons between
investment companies with different dividend policies. Any
dividends received by a shareholder are assumed to have been
reinvested in either the assets of the Company at its NAV per
share at the time the shares were quoted ex-dividend (to calculate
the NAV per share total return) or in additional shares of the
Company (to calculate the share price total return).
The NAV total return for the year ended 30 September 2024 is
calculated as follows:
Opening NAV at 30/9/23 549.92p
Closing NAV at 30/9/24 627.02p
NAV on
Dividend received XD date XD date Factor
12.00p 30/12/23 545.25p 1.022
NAV total return, being the closing NAV, multiplied
by the factor, expressed as a percentage change
in the opening NAV: +16.5%
The NAV total return for the year ended 30 September 2023 is
calculated as follows:
Opening NAV at 30/9/22 546.13p
Closing NAV at 30/9/23 549.92p
NAV on
Dividend received XD date XD date Factor
12.00p 30/12/22 559.37p 1.021
NAV total return, being the closing NAV, multiplied
by the factor, expressed as a percentage change
in the opening NAV: +2.9%
The share price total return for the year ended 30 September
2024 is calculated as follows:
Opening share price at 30/9/23 486.50p
Closing share price at 30/9/24 549.00p
Share
price on
Dividend received XD date XD date Factor
12.00p 30/12/23 490.50p 1.024
Share price total return, being the closing share price,
multiplied by the factor, expressed as a percentage
change in the opening share price: +15.6%
The share price total return for the year ended 30 September
2023 is calculated as follows:
Opening share price at 30/9/22 487.00p
Closing share price at 30/9/23 486.50p
Share
price on
Dividend received XD date XD date Factor
12.00p 30/12/22 501.00p 1.024
Share price total return, being the closing share price,
multiplied by the factor, expressed as a percentage
change in the opening share price: +2.3%
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 93
Section 6: Other Information (Unaudited)
Benchmark index
The measure against which the Company compares its
performance, which is deemed to be the most appropriate
comparison and which is used for management information
purposes. The Company’s benchmark is the MSCI All Countries
Asia excluding Japan Index (with net income reinvested), sterling
adjusted. The Company changed its benchmark with effect from
1 October 2016. Prior to that date the benchmark was the
MSCI All Countries Asia excluding Japan Index (with gross income
reinvested), sterling adjusted.
Discount/premium
The amount by which the share price of an investment trust is
lower (discount) or higher (premium) than the NAV per share. The
discount or premium is expressed as a percentage of the NAV per
share. If the shares are trading at a discount, investors would be
paying less than the value attributable to the shares by reference
to the at a discount, investors would be paying less than the value
attributable to the shares by reference to the stock market. The
discount or premium is expressed as a percentage of the NAV per
share. The discount at the year end amounted to 12.4%
(2023: 11.5%), using the closing share price of 549.00p
(2023:486.50p) which was 12.4% ( 2023: 11.5%) lower than the
closing NAV of 627.02p (2023: 549.92p).
Gearing*
The gearing percentage reflects the amount of borrowings
(i.e. bank loans or overdrafts) which the Company has drawn
down and invested in the market. This figure is indicative of the
extra amount by which shareholders’ funds would move if the
Company’s investments were to rise or fall. This represents
borrowings used for investment purposes, less cash, expressed
as a percentage of net assets. If the figure so calculated is
negative, this is shown as a “Net cash” position. The gearing figure
at the year end is calculated as follows:
2024 2023
£’000 £’000
Borrowings used for investment
purposes, less cash 24,018 17,794
Net assets 919,159 851,285
Gearing/(net cash) 2.6% 2.1%
Leverage*
For the purpose of the Alternative Investment Fund Managers
(AIFM) Directive, leverage is any method which increases the
Company’s exposure, including the borrowing of cash and the use
of derivatives. It is expressed as the ratio of the Company’s
exposure to its net asset value and is required to be calculated
both on a “Gross” and a “Commitment” method. Under the Gross
method, exposure represents the sum of the absolute values of
all positions, so as to give an indication of overall exposure. Under
the Commitment method, exposure is calculated in a similar way,
but after netting off hedges which satisfy certain strict criteria.
Ongoing charges*
Ongoing charges is calculated in accordance with the AIC’s
recommended methodology and represents the management fee
and all other operating expenses excluding finance costs and
transaction costs, amounting to £7,573,000 (2023: £7,617,000),
expressed as a percentage of the average daily net asset values
during the period of £855,976,000 (2023: £888,441,000).
Information about the Company
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
94
Section 6: Other Information (Unaudited)
Web pages and share price information
The Company has dedicated web pages, which may be found at
www.schroders.co.uk/asiapacific. The web pages are the
Company’s primary method of electronic communication with
shareholders. They contain details of the Company’s ordinary
share price and copies of the Annual Report and Financial
Statements and other documents published by the Company as
well as information on the Directors, terms of reference of
Committees and other governance arrangements. In addition, the
web pages contain links to announcements made by the
Company to the market and Schroders’ website.
The Company releases its NAV per share on both a cum and
ex-income basis to the market on a daily basis.
Share price information may also be found in the Financial Times
and on the Company’s web pages.
Association of Investment Companies
The Company is a member of the Association of Investment
Companies. Further information on the Association can be found
on its website, www.theaic.co.uk.
Individual Savings Account (ISA) status
The Company’s shares are eligible for stocks and shares ISAs.
Non-Mainstream Pooled Investments status
The Company currently conducts its affairs so that its shares can
be recommended by IFAs to ordinary retail investors in
accordance with the FCA’s rules in relation to non-mainstream
investment products and intends to continue to do so for the
foreseeable future. The Company’s shares are excluded from the
FCA’s restrictions which apply to non-mainstream investment
products because they are shares in an investment trust.
Financial calendar
Annual General Meeting January/February
Final dividend paid February
Half year results announced June
Financial year end 30 September
Annual results announced December
Alternative Investment Fund Managers
Directive (AIFMD) disclosures
The AIFM Directive, as transposed into the FCA Handbook in the
UK, requires that certain pre-investment information be made
available to investors in Alternative Investment Funds (such as the
Company) and also that certain regular and periodic disclosures
are made. This information and these disclosures may be found
either below, elsewhere in this Annual Report, or in the Company’s
AIFM Directive information disclosure document published on the
Company’s web pages.
Remuneration disclosures
Quantitative remuneration disclosures to be made in this annual
report in accordance with FCA Handbook rule FUND3.3.5 may be
found in the Company’s AIFMD information disclosure document
published on the Company’s web pages.
Publication of Key Information Document
(KID) by the AIFM
Pursuant to the Packaged Retail and Insurance Based Investment
Products Regulation, the Manager, as the Company’s AIFM, is
required to publish a short KID on the Company. KIDs are
designed to provide certain prescribed information to retail
investors, including details of potential returns under different
performance scenarios and a risk/reward indicator. The
Company’s KID is available on its web pages.
Dividends
Paying dividends into a bank or building society account helps
reduce the risk of fraud and will provide you with quicker access
to your funds than payment by cheque.
Applications for an electronic mandate can be made by contacting
the Registrar, Equiniti.
This is the most secure and efficient method of payment and
ensures that you receive any dividends promptly.
If you do not have a UK bank or building society account, please
contact Equiniti for details of their overseas payment service.
Further information can be found at www.shareview.co.uk,
including how to register with shareview Portfolio and manage
your shareholding online.
How to invest
There are a number of ways to easily invest in the Company. The
Manager has set these out at www.schroders.com/invest-in-a-
trust/.
Complaints
The Company has adopted a policy on complaints and other
shareholder communications which ensures that shareholder
complaints and communications addressed to the Company
Secretary, the Chairman or the Board are, in each case,
considered by the Chairman and the Board.
Warning to shareholders
Companies are aware that their shareholders have received unsolicited telephone 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 or investments. These operations are commonly known as ‘boiler rooms’.
These ‘brokers’ can be very persistent and extremely persuasive. Shareholders are advised to be wary of any unsolicited advice,
offers to buy shares at a discount or offers of free company reports.
If you receive any unsolicited investment advice:
Make sure you get the correct name of the person and organisation
Check that they are properly authorised by the FCA before getting involved by visiting register.fca.org.uk
Report the matter to the FCA by calling 0800 111 6768 or visiting fca.org.uk/consumers/report-scam-unauthorised-firm
Do not deal with any firm that you are unsure about
If you deal with an unauthorised firm, you will not be eligible to receive payment under the Financial Services Compensation
Scheme.
The FCA provides a list of unauthorised firms of which it is aware, which can be accessed at
fca.org.uk/consumers/unauthorisedfirmsindividualslist.
More detailed information on this or similar activity can be found on the FCA website at fca.org.uk/consumers/
protect-yourself-scams.
Directors
James Williams (Chairman)
Julia Goh
Vivien Gould
Rupert Hogg
Martin Porter
Registered office
1 London Wall Place
London EC2Y 5AU
Advisers and service providers
Alternative Investment Fund Manager (the “Manager” or
“AIFM”)
Schroder Unit Trusts Limited
1 London Wall Place
London EC2Y 5AU
Investment Manager and Company Secretary
Schroder Investment Management Limited
1 London Wall Place
London EC2Y 5AU
Telephone: 020 7658 6189
AMCompanySecretary@Schroders.com
Depositary and custodian
HSBC Bank plc
8 Canada Square
London E14 5HQ
Lending bank
The Bank of Nova Scotia, London Branch
201 Bishopsgate
6th Floor
London EC2M 3NS
Corporate broker
Deutsche Numis
45 Gresham Street
London EC2V 7BF
Independent auditor
Ernst & Young LLP
25 Churchill Place
London E14 5EY
Registrar
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex BN99 6DA
Shareholder Helpline: 0371 032 0641*
Website: www.shareview.co.uk
*Calls to this number are free of charge from UK landlines.
Communications with shareholders are mailed to the address
held on the register. Any notifications and enquiries relating to
shareholdings, including a change of address or other
amendment should be directed to Equiniti Limited at the above
address and telephone number above.
Other information
Company number 03104981.
Shareholder enquiries
General enquiries about the Company should be addressed to
the Company Secretary at the address set out above.
Dealing Codes
ISIN: GB0007918872
SEDOL 0791887
Ticker: SDP
Global Intermediary Identification Number (GIIN)
SWLQRM.99999.SL.826
Legal Entity Identifier (LEI)
549300A71N7LE35KWU14
Privacy notice
The Company’s privacy notice is available on its web pages.
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024 95
Section 6: Other Information (Unaudited)
www.schroders.co.uk/asiapacific
Schroder AsiaPacific Fund plc Annual Report and Financial Statements 2024
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Section 6: Other Information (Unaudited)
Risk Disclosures
Concentration risk The Company may be concentrated in a limited number of geographical regions, industry sectors, markets and/or
individual positions. This may result in large changes in the value of the Company, both up or down.
Counterparty risk The Company may have contractual agreements with counterparties. If a counterparty is unable to fulfil their
obligations, the sum that they owe to the Company may be lost in part or in whole.
Currency risk If the Company’s investments are denominated in currencies different to the currency of the Company’s shares,
the Company may lose value as a result of movements in foreign exchange rates, otherwise known as currency
rates.
Derivatives risk Derivatives, which are financial instruments deriving their value from an underlying asset, may be used to manage
the portfolio efficiently. A derivative may not perform as expected, may create losses greater than the cost of the
derivative and may result in losses to the Company.
Emerging markets Emerging markets, and especially frontier markets, generally carry greater political, legal, counterparty,
& frontier risk operational and liquidity risk than developed markets.
Gearing risk The Company may borrow money to make further investments, this is known as gearing. Gearing will increase
returns if the value of the investments purchased increase by more than the cost of borrowing, or reduce returns
if they fail to do so. In falling markets, the whole of the value in such investments could be lost, which would result
in losses to the Company.
Liquidity Risk The price of shares in the Company is determined by market supply and demand, and this may be different to the
net asset value of the Company. In difficult market conditions, investors may not be able to find a buyer for their
shares or may not get back the amount that they originally invested. Certain investments of the Company, in
particular the unquoted investments, may be less liquid and more difficult to value. In difficult market conditions,
the Company may not be able to sell an investment for full value or at all and this could affect performance of the
Company.
Market Risk The value of investments can go up and down and an investor may not get back the amount initially invested.
Operational risk Operational processes, including those related to the safekeeping of assets, may fail. This may result in losses to
the Company.
Performance risk Investment objectives express an intended result but there is no guarantee that such a result will be achieved.
Depending on market conditions and the macro economic environment, investment objectives may become more
difficult to achieve.
Share price risk The price of shares in the Company is determined by market supply and demand, and this may be different to the
net asset value of the Company. This means the price may be volatile, meaning the price may go up and down to
a greater extent in response to changes in demand.
Smaller companies Smaller companies generally carry greater liquidity risk than larger companies, meaning they are harder to buy
risk and sell, and they may also fluctuate in value to a greater extent.
Schroder Investment Management Limited
1 London Wall Place, London EC2Y 5AU, United Kingdom
T +44 (0) 20 7658 6000
Important information: This document is intended to be for information purposes
only and it is not intended as promotional material in any respect. The material is not
intended as an offer or solicitation for the purchase or sale of any financial
instrument. The material is not intended to provide, and should not be relied on for,
accounting, legal or tax advice, or investment recommendations. Information herein
is believed to be reliable but Schroders does not warrant its completeness or accuracy.
No responsibility can be accepted for errors of fact or opinion. Reliance should not be
placed on the views and information in the document when taking individual
investment and/or strategic decisions. Past performance is not a reliable indicator of
future results, prices of shares and the income from them may fall as well as rise and
investors may not get back the amount originally invested. Schroders has expressed
its own views in this document and these may change. Issued by Schroder Investment
Management Limited, 1 London Wall Place, London EC2Y 5AU, which is authorised
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