Company Announcements

Annual Financial Report

Source: RNS
RNS Number : 3814M
Murray Income Trust PLC
21 September 2021
 

MURRAY INCOME TRUST PLC

Legal Entity Identifier (LEI):  549300IRNFGVQIQHUI13

 

ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2021

 

FINANCIAL HIGHLIGHTS

 

Net asset value total returnAB 

Share price total returnAB

Benchmark total returnAC

Ongoing chargesB

+20.6%

 

+18.5%

 

+21.4%

 

0.46%

2020

-5.3%

2020

-5.8%

2020

-13.0%

2020

0.64%

Earnings per share (revenue)

Dividend per share

Discount to net asset valueB

Dividend yieldB

33.7p

34.50p

6.8%

 

4.0%

2020

30.5p

2020

34.25p

2020

5.0%

2020

4.5%

A Total return defined as an Alternative Performance Measure.

B Considered to be an Alternative Performance Measure.

C The Company's benchmark is the FTSE All-Share Index.

                       

 

FINANCIAL CALENDAR

 

Payment months of quarterly dividends

December, March, June, September

Financial year end

30 June

Annual General Meeting

November

Expected announcement of results for year

ended 30 June 2022

September

 

CHAIRMAN'S STATEMENT

 

Highlights

 

· Successful merger with Perpetual Income and Growth Investment Trust plc completed in November 2020

 

· Total dividends per share increased by 0.7% to 34.50p, the 48th year of consecutive increase and 98% covered by
revenue earned

 

· Dividend yield of 4.0%, based on the year end share price of 871.0p

 

· After two very strong years of relative performance, this year was a year of consolidation. Net Asset Value Total Return of 20.6% slightly behind the FTSE All-Share Index Total Return of 21.4%

 

Review of the Year ended 30 June 2021 (the "Year")

I would like to reiterate my warm welcome to all our new shareholders and to thank them and our existing shareholders for their strong support during the combination with Perpetual Income and Growth Investment Trust plc ("PLI"). Net assets are now over £1.1bn, trading volumes are higher and we have seen an approximate halving of the bid-offer spread when trading. Your Company has been included in the FTSE 250 Index. The Company's blended management fee rate was 0.39% for the Year with the relevant fee calculated without the deduction for the Manager's non-recurring fee waiver. This compared to the pre-merger rate of 0.48% p.a. and 0.55% p.a. for PLI. The ongoing charges ratio has fallen from 0.64% p.a. to 0.46% p.a.

 

The Company's objective is to achieve a high and growing income combined with capital growth through investment in a portfolio principally of UK equities. We have achieved all of these in the past year with a 4.0% dividend yield on the year end share price, the 48th consecutive year of dividend growth and an 18.5% increase in the share price over the year. NAV total return performance of 20.6% came in slightly behind the FTSE All-Share Index, making this a year of consolidation after two very strong years. Charles Luke explains the performance in detail in his Investment Manager's Report.

 

abrdn plc, formerly Standard Life Aberdeen PLC, is our appointed Manager; its change of name has no impact on the business model, administration or operations of the Company. Charles Luke has been our portfolio manager since 2006 and his investment process is best summarised as a search for good quality companies at attractive valuations. abrdn defines a quality company as one capable of strong and predictable cash generation, sustainably high returns on capital and with attractive growth opportunities. These typically result from a sound business model, a robust balance sheet, good management and strong environmental, social and governance characteristics. These qualities helped avoid the worst of the dividend shocks in 2020.

 

Online Shareholder Presentation on 13 October 2021

Before welcoming shareholders to our Annual General Meeting ("AGM") in London on 2 November 2021 we will hold an online presentation for existing and potential shareholders at 11.00am on 13 October 2021. This will feature the Chairman and Charles Luke discussing the outlook for the Company and answering your questions. If possible, please submit questions in advance by email to murray.income@abrdn.com no later than 9 October 2021.

 

Income and Dividend Policy

The Board declared, on 4 August 2021, a fourth interim dividend per share of 9.75p, payable on 16 September 2021, which makes a total for the Year of 34.50p, an increase of 0.7% on the 34.25p per share paid in the previous year. This marks the 48th consecutive year of dividend increases, securing our place on the AIC's list of Dividend Heroes. 

 

Revenue per share for the year was 33.7p, up 10.5% from the previous year's 30.5p. This means that the 34.50p dividend was 98% covered by income received during the year. Our current projections show revenue per share surpassing the dividend for the Year, a much faster recovery than looked possible a year ago and three years ahead of Link Group's projection of when UK dividends will return to previous highs.  The remaining 2% of the Year's dividend (0.8p per share) comes from our revenue reserves. This leaves revenue reserves of 12.9p per share available to support future dividends, equivalent to 37% of the current annual dividend of 34.50p. This ability to access revenue reserves, a particular feature of investment trusts, is a huge advantage in allowing the Company to deliver regular and growing income for shareholders.

 

The first three dividends of the four paid annually are normally for the same amount. For the Year being reported, the first three dividends were different as a consequence of the merger with PLI - to ensure our shareholders were equitably treated. It is the intention of the Board to revert to the normal policy of three equal interim dividends plus a fourth interim dividend to be declared after the year end.  In order to pay evenly spaced quarterly dividends, the Company does not pay a final dividend and there is no shareholder vote on a final dividend. Consequently, to ensure best practice in corporate governance, shareholders will again be given the opportunity to vote on the dividend policy of the Company at the AGM.

 

Environmental, Social and Governance ("ESG")

This year's Annual Report includes enhanced information about the Manager's approach to ESG and, through reference to specific case studies, how these principles are applied in relation to the Company's investment portfolio. The Manager is encouraged to seek out those companies which are expected to best meet shareholders' objectives.

 

The Manager does not judge the suitability of an investment from an ESG perspective on a purely binary basis. Instead, a dynamic approach is taken, investing in companies where the greatest alignment to mitigating the risks can be seen or pursued further through their commitment to improving their ESG profile.  The Manager believes in active engagement with our investments and potential investments: from providing initial guidance on suitable metrics through to holding the company to account for delivering on its promises. It is through this filter that the Manager is comfortable investing in, for example, sectors such as mining and oil & gas, subject to the belief that a company is taking the necessary action to address the energy transition. The Manager has high expectations for these companies given that many commodities are necessary for the transition to a low carbon future.

 

Share Capital

The Company did not issue, sell from treasury, or buy back any shares during the year ended 30 June 2021 other than in connection with the merger with PLI. As at 30 June 2021, there were 117,046,487 Ordinary 25p shares in issue with voting rights and an additional 2,483,045 shares held in treasury.

 

Discount

Over the course of the Year, the discount widened from 5.0% to 6.8%, although the average discount was 4.4% and the range was from a 10.9% discount to a 3.1% premium. The Board monitors the discount level closely and is requesting permission from shareholders at the AGM, as it has done in previous years, to renew the buyback and issuance authorities.

 

Ongoing Charges

The merger with PLI has enabled us to reduce substantially the level of ongoing charges to shareholders. The largest cost is the investment management fee payable to abrdn which is calculated on a sliding scale with a marginal rate of 0.25% on assets over £450m. The effect of expanding the Company has been to reduce the blended management fee from 0.48% last year to 0.39% for the Year, calculated without the deduction for the Manager's non-recurring fee waiver (see Note 4 to the Financial Statements). With most of the other ongoing charges being fixed costs, the overall ongoing charges rate has fallen from 0.64% to 0.46%. However it should be noted that this Year's figure includes a one off, six-month management fee holiday granted by the Manager which will not be repeated.

 

Gearing

The Company has £100m of long-term borrowings with repayments of £40m due in 2027 and £60m due in 2029 at a blended cost of 3.6% per annum. Together with a £20m short-term multicurrency facility with Scotiabank the Company has £120m of borrowing facilities available representing up to 11.0% of net asset value. With the beta of the investment portfolio currently running at 0.89 (typical of the investment manager's style, and meaning that statistically the portfolio is expected to capture 89% of any market movement), the Board believes that the appropriate neutral gearing rate is 10%. At 30 June 2021, the net gearing was 10.3%.

 

Board Composition

We invited three PLI directors to join us on completion of the merger in November 2020. Alan Giles remains with us and is contributing strongly. Richard Laing and Georgina Field both resigned during the second half of the year, earlier than expected. This was due to changes in their other business commitments and our requirement that Directors remain independent.

 

Jean Park and Donald Cameron will retire from the Board at the conclusion of the forthcoming AGM on 2 November 2021, both having served their full nine-year terms. Jean served as Audit Committee Chair from 2013 to 2019 before taking on the role of Senior Independent Director.  Jean's contribution in the areas of risk management and her considerable commercial experience have proved a valuable resource for the Board. Donald's legal and political expertise has been invaluable during a period of significant change for the Company. We wish both Jean and Donald well and they leave with our sincere thanks for their efforts on behalf of shareholders.

 

After careful consideration we have appointed Trust Associates to help find us a new Director to take us back to our normal number of six Directors and we hope to announce the successful candidate in the final quarter of 2021.

 

AGM

The Company expects to hold the AGM in its traditional format, without any restrictions imposed by measures to restrict the transmission of Covid-19. There remains the possibility that such measures are reintroduced, including rules on social distancing and limitations on, among other things, public gatherings.

 

The safety, security and health of the Company's shareholders, their guests and our advisers, including the Manager's personnel, is of paramount importance to the Board.

 

The Company will update shareholders as to any changes to the proposed arrangements for the AGM through its website at murray-income.co.uk and, where appropriate, through announcement on the London Stock Exchange.

 

The AGM will be held at 12.30pm on Tuesday 2 November 2021 at The Mermaid Conference Centre, Puddle Dock, Blackfriars, London EC4V 3DB. One of the advantages of investing via investment trusts is that all shareholders have the opportunity to meet their Manager and the Directors at the AGM. This year's meeting will commence with a presentation on the Company and market outlook from our Investment Manager, Charles Luke. There will then be the formal part of the meeting where shareholders get to vote on and ask questions about the AGM resolutions. Shareholders may bring a guest with them to the meeting.

 

Action to be Taken:

If you wish to attend and are unsure how to register, please email murray.income@abrdn.com. Shareholders will find enclosed with this Annual Report an Invitation Card and Form of Proxy for use in relation to the AGM. Whether or not you propose to attend the AGM, you are encouraged to complete the Form of Proxy in accordance with the instructions printed on it and return it in the prepaid envelope as soon as possible but in any event so as to be received no later than 12.30pm on 29 October 2021. Completion of a Form of Proxy does not prevent you from attending and voting in person at the AGM if you wish to do so.

 

If you hold your shares in the Company via a share plan or a platform and would like to attend and/or vote at the AGM, then you will need to make arrangements with the administrator of your share plan or platform. For this purpose, investors who hold their shares in the Company via the Aberdeen Standard Investments Plan for Children, the Aberdeen Standard Investments Trust Share Plan and/or the Aberdeen Standard Investments Trust ISA will find a Letter of Direction and Invitation Card enclosed. Shareholders are encouraged to complete and return both the Letter of Direction and Invitation Card in accordance with the instructions printed thereon.

 

Further details on how to attend and vote at company meetings for holders of shares via share plans and platforms can be found in the enclosed letter or at theaic.co.uk/aic/shareholder-voting-consumer-platforms I always welcome questions from our shareholders at the AGM. Shareholders are asked to submit their questions to the Board prior to the AGM and in any event by no later than 22 October 2021. The Board and/or the Investment Manager will respond to all such questions received either before or after the AGM. You may submit questions on the Company, the Annual Report or Notice of AGM in advance by email to the Board and Manager by sending such questions to murray.income@abrdn.com. 

 

Update

From 30 June 2021 to 16 September 2021, being the latest practicable date prior to approval of the Annual Report, the NAV per share and share price returned 5.0% and 5.5%, respectively, outperforming the FTSE All-Share Index which returned 2.0%, all figures on a total return basis.

 

Former PLI shareholders have now experienced outperformance since the merger on 17 November 2020 with a NAV per share total return of 19.0% as compared to the FTSE All-Share Index's return of 16.1%, as at 16 September 2021 being the latest practicable date prior to approval of the Annual Report. The equivalent share price total return for the same period was 12.2% as a result of a wider discount.

 

Outlook

A year ago we were wondering whether Sweden or New Zealand were the models to follow for Covid recovery. Hardly anyone thought that the UK's vaccination policy would be the model to follow. While there is still a lot that could go wrong, it does now appear that the UK economy is recovering much faster than expected. Many UK companies have adapted successfully and some sectors have already surpassed their 2019 highs. Yet UK stock market valuations still seem low by international and historical standards, particularly on a cash flow and yield basis.

 

International investors were particularly nervous about Brexit too, with UK weightings in global portfolios at very low levels. The Brexit effect is hard to see in the aggregate economic and corporate numbers that have been so much distorted by Covid but there does not seem to have been the expected big negative. We have argued that quality companies should be able to adapt successfully and many seem to be doing so.

 

The new negative that is starting to show is inflation. There is a big debate whether the effects will be transitory or more serious and in truth it is too soon to tell. Many companies are reporting labour shortages and having to raise wages to retain or attract staff. In moderation this is good news for real wage growth and its effect on consumer spending (also for reducing inequality) but negative for the companies if they cannot offset the extra costs. Only when inflation becomes too high or too embedded does it become a problem and that is not happening yet.

 

The Company's portfolio comprises quality companies with reliable and growing cash flows that seem attractively valued. They have strong ESG credentials and a record of adapting successfully to change. They operate either in the UK economy that is a leader in the global recovery or in the rest of the world that will catch up fast. If you only looked at the corporate and economic numbers it would be quite easy to make a bullish case. It's listening to the news that seems to make everyone worry.

 

Neil Rogan

Chairman

 

20 September 2021

 

 

 

 

STRATEGIC REPORT - RESULTS

 

Financial Highlights

 

 

 

30 June 2021

30 June 2020

% change

 

Shareholders' funds (£'000)

 

1,093,859

 

534,361

 

+104.7

Net asset value per Ordinary share - debt at par

          934.6p

          808.3p

+15.6

Market capitalisation (£'000)

1,019,475

507,728

+100.8

Share price of Ordinary share

          871.0p

          768.0p

+13.4

Discount to net asset value on Ordinary shares - debt at par{A}

6.8%

5.0%

 

Gearing (ratio of borrowing to shareholders' funds)

 

 

 

Net gearing{A}

10.3%

5.3%

 

Dividends and earnings

 

 

 

Revenue return per share

            33.7p

            30.5p

+10.5

Dividends per share{B}

          34.50p

          34.25p

+0.7

Dividend cover{A}

 0.98 times

 0.89 times

 

Dividend yield{A}

4.0%

4.5%

 

Revenue reserves (£'000)

 

 

 

Prior to payment of fourth interim dividend{C}

26,485

22,195

 

After payment of fourth interim dividend{D}

15,073

15,915

 

Operating costs

 

 

 

Ongoing charges ratio{A,E}

0.46%

0.64%

 

 

{A} Considered to be an Alternative Performance Measure. 

{B} The figures for dividends per share reflect the years in which they were earned (see note 7).

{C} Per the Statement of Financial Position.

 

 

 

{D} Fourth interim dividend for the year ended 30 June 2021 of £11,412,000 (9.75p per Ordinary share). Fourth interim dividend for the year ended 30 June 2020 of £6,280,000 (9.50p per Ordinary share).

{E} The ongoing charges ratio has been calculated based on the total of investment management fees and administrative expenses less non-recurring charges and expressed as a percentage of the average net asset values with debt at fair value throughout the year.

             

 

 

Performance (total return)

 

 

 1 year return

3 year return

5 year return

10 year return

 

%

%

%

%

Share price{A}

+18.5

+26.3

+61.1

+105.5

Net asset value per Ordinary share{A}

+20.6

+23.2

+49.4

+112.6

Benchmark{B}

+21.4

+6.3

+36.9

+85.5

{A} Considered to be an Alternative Performance Measure. 

{B} FTSE All-Share Index.

 

 

 

 

Source: Aberdeen Standard Investments/Morningstar

 

 

 

 

 

 

Dividends

 

 

Rate

XD date

Record date

Payment date

First interim

12.55p

29 Oct 2020

30 Oct 2020

17 Dec 2020

Second interim

3.95p

18 Feb 2021

19 Feb 2021

18 Mar 2021

Third interim

8.25p

20 May 2021

21 May 2021

17 Jun 2021

Fourth interim

       9.75p

19 Aug 2021

20 Aug 2021

16 Sep 2020

Total dividends

34.50p

 

 

 

 

 

 

Ten Year Financial Record

 

Year end 30 June

2012

2013

2014

2015

2016

2017

2018

2019

2020

2021

Income (£'000)

   22,688

   23,566

    23,926

    25,476

  24,838

    26,667

   25,987

    25,597

  22,804

    35,979

Shareholders' funds (£'000)

  425,458

 492,878

  547,652

  515,888

515,036

  576,462

 570,929

  587,150

534,361

1,093,859

Per Ordinary share (p)

 

 

 

 

 

 

 

 

 

 

Net revenue return

30.6

31.1

30.5

33.1

32.0

34.9

33.6

34.9

30.5

33.7

Dividends{A}

29.75

30.75

31.25

32.00

32.25

32.75

33.25

34.00

34.25

34.50

Net asset value

649.6

734.6

805.2

757.1

766.5

860.1

856.3

888.1

808.3

934.6

{A} The figures for dividends per share reflect the years to which their declaration relates and not the years they were paid.

 

 

 

STRATEGIC REPORT - INVESTMENT MANAGER'S REPORT

 

Background

For the UK equity market, the year ended 30 June 2021 (the "Year") was framed by attempts to tame the impact of the Covid-19 pandemic from both an economic policy and medical perspective. At the start of the financial year, given the number of uncertainties, the prospect that the FTSE All-Share Index might end the period some 21% higher on a total return basis (that is, with dividends reinvested) might have appeared remote. Indeed, the FTSE All-Share Index fell by approximately 7% during the first four months of the financial year as investors fretted over a second wave of Covid-19 and the uncertainty over the delivery of an efficacious vaccine.  However, the end of October marked the nadir for market levels with November onwards witnessing a strong recovery. The catalysts for the recovery were the reduction in uncertainty following the election of Joe Biden as President of the United States and then, shortly after, successful trial results of three major Covid-19 vaccines. The market also responded positively to the late Brexit deal on Christmas Eve. Success in the roll-out of the vaccine and improving sentiment resulted in the market performing well during the second half of the Year.

 

Domestic economic data published across the first half of the Year reflected the prior gradual easing of coronavirus restrictions. UK GDP grew month-on-month until November when it fell by 2.6%, the first time GDP had fallen since April 2020.  As the initial rounds of emergency fiscal stimulus packages delivered at the peak of the crisis began to expire, these were generally extended. Indeed, the Autumn Budget was cancelled given the need for a nearer term focus on protecting the economy. Calendar 2020 GDP fell by 9.9% which was the largest yearly fall on record and brought GDP to a similar level as in 2013. However, the pace of the vaccine roll-out and further economic support, such as the extension to the furlough scheme until September 2021, resulted in greater optimism around the recovery. For example, consumer confidence rose steadily throughout the first half of calendar 2021 and the housing market has been persistently strong. Despite further restrictions at the start of the calendar year and the emergence of the delta variant of Covid-19 resulting in the easing of some lockdown restrictions being delayed from June to July, GDP growth improved consistently during the first six months of the calendar year. The Bank of England now expects 7.3% growth in calendar year 2021, the largest expansion in 70 years.

 

Throughout the period the Bank of England maintained base rates at 0.1% but increased the size of its government bond purchasing programme to £875 billion at its November meeting. The unemployment rate ended the Year at 4.7%, better than might have been hoped for. Inflation data for June showed the Consumer Prices Index increased by 2.5% in the 12 months to June 2021 representing the highest level since August 2018, driven in part by base effects. The Bank of England expects that the inflation rate will exceed 3.0% but that this should be transitory given spare capacity in the economy and longer term factors bearing down on inflation. This expectation for muted longer term inflation can also partly be witnessed in 10 year UK gilt yields that having risen since the start of the period to reach a high of around 0.9% in May, have subsequently fallen back, a pattern that has been reflected globally. 

 

Overseas, the pick-up in the pace of activity was generally stronger in developed markets, particularly the United States, reflecting progress in vaccination roll-outs and fiscal support, as compared to emerging economies, albeit Chinese economic activity has remained robust since emerging quickly from the crisis. Oil and other commodity prices have increased over the Year, reflecting the improving backdrop of increased demand and falling stocks.  Although, the JP Morgan Composite PMI survey declined from its 12 month high in June, it continues to indicate robust global growth. The International Monetary Fund expects the global economy to grow by 6.0% in 2021 and 4.9% in 2022.

 

Performance

The Company generated a strong positive net asset value per share total return of 20.6% in the year to 30 June 2021 which compares to a 5.3% fall in the prior year.  The benchmark FTSE All-Share Index increased by 21.4% over the period. The portfolio outperformed in the first and final quarters of the financial year but underperformed during the second and third quarters.  Given the portfolio's focus on high quality companies, we would always expect to underperform in a 'dash to trash' rally.  Indeed, in November following news of the efficaciousness of a number of vaccines, poor quality companies that had previously performed very poorly and where the market had questioned their ability to survive, rebounded strongly (albeit their income has not returned to previous levels). As this scenario can only occur once, it is perhaps more insightful to judge performance relative to the benchmark through a longer term lens.   Moreover, it is also important to consider risk-adjusted returns or in other words how much performance is being generated for each unit of risk.  One measure of this is the 'information ratio' and it was pleasing that the Company was awarded the Citywire UK Equity Income Investment Trust of the Year award during the period for a three year information ratio considerably ahead of all of its peers.

 

On a total return basis, the Company's share price increased by 18.5% which reflected a marginal widening of the discount to Net Asset Value at which the shares traded compared to the previous year end. Most of this widening occurred in the last month of the Year, but it has now been reversed, with the discount falling from 6.8% to 5.8% as at 16 September 2021, the latest practicable date prior to approval of this Report.

 

In absolute terms, following the addition of PLI's £60m of senior secured fixed rate notes 2029 to the Company's existing £40m of senior secured fixed rate notes 2027 and approximately £6m drawn down from an unsecured multi-currency revolving credit loan facility agreement with Scotia Bank Europe PLC, debt increased to £118.5m at the end of the period. The period end net gearing of 10.3% compared to a level of 5.3% at the end of the prior period.

 

The performance attribution for the Year is complicated by changes in sector classification during the year such that a number of sub sectors appear in two over-arching sectors. For example, beverages is represented in both Consumer Staples and Consumer Goods. In a broad reversal of the prior year's performance, the more cyclical, economically-sensitive areas of the market such as mining, industrials and, travel and leisure companies generally performed strongly, while defensive areas of the market such as tobacco, pharmaceuticals and utilities underperformed.

 

From a size perspective, repeating the pattern of the prior year, the FTSE 100 Index underperformed both the Mid 250 and Small Cap Index. The FTSE 350 High Yield Index marginally outperformed the FTSE 350 Low Yield index during the period.

 

Looking specifically at the Company's portfolio, stock selection was negative and asset allocation positive over the Year. Both factors were positive over three and five years, with stock selection being a more significant positive contributor than asset allocation. Negative stock selection during the Year represented not owning poorer quality companies that performed strongly during this financial year but had been very weak in the prior period.

 

Performance Attribution for the year ended 30 June 2021

 

 

 

%

Net Asset Value total return for year per Ordinary share

20.6

FTSE All-Share Index total return

21.4

Relative return

-0.8

 

 

 

Relative return

%

Stock selection

 

 

Energy

0.1

 

Oil & Gas

-0.1

 

Basic Materials

-0.5

 

Industrials

-0.3

 

Consumer Goods

-0.2

 

Health Care

0.3

 

Consumer Staples

0.4

 

Consumer Services

-0.6

 

Consumer Discretionary

-0.1

 

Telecommunications

-0.4

 

Utilities

-0.3

 

Technology

0.1

 

Financials

-1.3

Total stock selection (equities)

-2.9

Asset allocation (equities)

 

 

Energy

0.3

 

Oil & Gas

0.1

 

Basic Materials

0.3

 

Industrials

0.4

 

Consumer Goods

1.2

 

Health Care

-0.9

 

Consumer Staples

0.2

 

Consumer Services

-1.4

 

Consumer Discretionary

0.7

 

Utilities

-0.1

 

Financials

-0.1

Total asset allocation (equities)

0.7

Cash & options

-0.2

Gearing

2.3

Administrative expenses

-0.2

Management fees

-0.4

Tax charge

-0.1

Total

-0.8

Sources : Aberdeen Standard Investments and BNP Securities Services

Notes: Stock Selection - measures the effect of equity selection relative to the benchmark. Asset Allocation - measures the impact of over or underweighting each industry basket in the equity portfolio, relative to the benchmark weights. Cash & options effect - measures the impact on relative returns of the two asset categories. Gearing effect - measures the impact on relative returns of net borrowings. Administrative expenses, Management fees and Tax charge - these reduce total assets and therefore reduce performance.

 

Turning to the individual holdings, there were numerous companies that demonstrated strong share price increases. The share prices of Dechra Pharmaceuticals, Howden Joinery, Sirius Real Estate, Weir and Inchcape all increased by over 50% during the Year.

 

Nearly all the holdings performed as expected or better than expected from an operational standpoint. However, the two poorest share price performances were from Telecom Plus and GlaxoSmithKline whose share prices fell by 17.0% and 8.1% respectively.  In addition to their more defensive characteristics which were not in vogue during the period, Telecom Plus suffered as its agents found it more challenging to visit customers' homes, and GlaxoSmithKline's share price performance reflected a lack of success in its pharmaceutical pipeline.

 

Portfolio Activity and Structure

The combination of the Company's investment portfolio with that of PLI was finalised in November 2020.  The Investment Manager had already worked to realign the two portfolios in advance and hence it was a relatively simple task to aggregate the investments, with no unwanted holdings being transferred.

 

Turnover of approximately 20% on an underlying basis (ie excluding the impact of the combination with PLI) was lower than the prior year. The pattern of trades reflects a desire to reduce exposure to some of the largest companies in the market and a willingness to increase the active share of the portfolio, which is now approximately 70%, while further both improving the quality of the portfolio and maintaining the focus on capital and dividend growth.

 

Twelve new holdings were added to the portfolio of which three were large cap companies. The first of these was Intermediate Capital Group, the specialist investment firm and asset manager, where we have confidence in future fund raising opportunities, the company's strong balance sheet, and like the visibility of future management fees. We also started a position in Sage, the software publishing company, where we believe the company now offers the potential for good top line growth and high and growing margins, coupled with a strong balance sheet at an attractive valuation. The third new large cap company was DS Smith, the paper and packaging company which we see as having improving quality characteristics and looks set to benefit from structural demand from ecommerce and a need for plastic alternatives in a consolidating market.

 

There were seven mid-cap company introductions.  The first was Safestore, which owns and operates self-storage facilities mostly in the UK and France. The business has attractive defensive attributes and further scope for growth from greater occupancy and better pricing together with expansion in Europe. The second mid cap purchase was Direct Line, the personal and commercial insurance provider. The business benefits from a strong brand and was purchased given its attractive dividend yield and resilient earnings stream. A holding in Softcat was introduced to the portfolio. The company is the second largest technology reseller in the UK.  Its culture, customer relationships and broad offering should continue to allow it to outperform a fragmented market. Another mid cap new holding was Electrocomponents, the electronic and industrial products distributor. We believe that the company exhibits attractive growth prospects and improving margins while benefiting from a strong management team and a robust balance sheet. A new position was started in One Savings Bank, the specialist mortgage lender, which offers an attractive dividend yield at a valuation that currently fails to give credit for its high return on equity. We also purchased shares in Vistry, the housebuilder formed in 2020 following the merger of Linden Homes, Galliford Try Partnerships and Bovis Homes. The stock has an attractive dividend yield and we like the quality aspects of the Partnerships business which is yet to be factored into the company's valuation. Finally, we participated in the IPO of Moonpig which offers access to the large and untapped online gifting market through its greeting cards. The company has a strong brand, attractive margins, a leading technology position and a market share three times its nearest competitor.

 

In addition, we added one overseas holding, Taiwan-listed Accton Technology, a network equipment technology company, which offers exposure to the growth of data centres and internet traffic which is more difficult to find in the UK market. Also, one small cap company was introduced, Stenprop, a real estate investment trust providing multi-let industrial space in the UK. The business has significant multi-year tailwinds in rental growth and tenant demand for its assets.

 

Furthermore, we increased exposure to a number of our existing holdings which we believe have high quality characteristics with attractive long term growth prospects including: Coca-Cola Hellenic; Howdens Joinery; Diageo; Close Brothers; and Marshalls.

 

We sold eight holdings during the period. Firstly, National Express, the bus operator, as we became less confident in the pace of recovery for earnings and the timing of the reinstatement of the dividend. Secondly, the small residual holding in Diversified Gas & Oil was also sold. The residual holding in AB Foods was sold given the more challenging trading environment and lack of an online presence for Primark.  The holding in Big Yellow was sold with the proceeds reinvested into peer Safestore which we believe has better long term growth opportunities due to its European exposure. Roche was sold due to concern over a potentially more challenging US pricing environment for drugs similar to its product range. The holding in British American Tobacco was sold: as tobacco's 'social licence' declines there is the potential for governments to take stronger action on regulation and/or taxation.  In addition, societal shifts lead to less smoking of traditional cigarettes and the business model and profitability of next generation products is significantly more uncertain. Following a sharp share price increase during the year, the position in Softcat was sold as the valuation looked less attractive compared to Accton Technology for which the proceeds were used to purchase. Finally, we exited the small position in Standard Life Smaller Companies Trust given the overlap with existing holdings.  

 

In addition, we took profits in a number of holdings that had performed strongly and where the valuation had started to look less attractive such as Croda International, Nestle, VAT Group, and Microsoft.

 

We continued our measured option-writing programme which is based on our fundamental analysis of the holdings in the portfolio.  We believe that the option-writing strategy has been of benefit to the Company by diversifying and increasing the level of income generated. It also provides headroom to invest in companies with lower starting yields but better dividend and capital growth prospects. The income from writing options decreased in percentage terms accounting for 7.0% of total income compared to 10.8% during the prior year.

 

With our longer term investment horizon, we continue to put significant effort into engagement with the companies in the portfolio to ensure that they are run in shareholders' best interests. Examples of the subjects of our engagement during the year have included issues such as board composition (involving diversity, experience , expertise and remuneration), capital allocation and M&A activity, risk management (including issues such as cyber security, dividend and balance sheet policies, climate change, sustainability and environmental issues) and child labour. These issues have been pursued through meetings with the executive management of the companies as well as the non-executives, particularly the chairs of the board and remuneration committees.

 

Our aspiration in terms of portfolio construction is simple: to invest in good quality companies with attractive growth prospects through a sensibly diversified portfolio with appealing dividend characteristics. The ability to invest up to 20% of gross assets overseas is helpful in achieving these aims and, at the year end, the portfolio comprised 60 holdings with the overseas exposure representing 11.1% of gross assets.

 

Income

For the financial year ended 30 June 2021, the Company witnessed an increase in the level of income as nearly all of the holdings that had suspended their dividends returned to the dividend list (and in a number of cases paid 'catch-up' dividends) together with growth in the dividends of those companies that continued to pay dividends. Included in income from investments were five special dividends (from Kone, Rio Tinto, John Laing, Direct Line and Howden Joinery) that were recognised as revenue items. We believe that this recognition is appropriate given that the return of cash was from a build-up of profits generated by ongoing operations rather than a sale of assets.

 

Taking account of expenses and taxation, the earnings per share increased by approximately 10.5% from 30.5p to 33.7p. The focus on high quality companies with resilient earnings and strong balance sheets has been key to protecting the revenue account during this particularly challenging period for income generation. The resilience of the income generation of the portfolio and the Company can be demonstrated by comparing the earnings per share for the year to the end of June 2019, being the period before the impact of the pandemic, with performance during the year under review. Compared to the financial year ended June 2019, earnings per share for the Year fell by 3.3% versus a fall in the income generated by the market, according to Link, of 32.1%. Across the wider market, there are now some encouraging signs regarding the recovery in dividends. As forecast by Link, it is likely to be 2025 before income generated returns to pre-pandemic levels. Our forecasts suggest that, helped by the bumper dividends from mining holdings Rio Tinto and BHP, earnings per share for the Company will likely surpass pre-pandemic levels in the financial year to June 2022. Furthermore, we remain very confident about the long term income growth potential of the portfolio.

 

Outlook

We expect that the global economy will experience several years of above-trend growth as it emerges from Covid-19 aided by the vaccine rollouts and accommodative fiscal and monetary policy settings. However, divergence and asynchronous recoveries are likely to characterise this future period with disparities reflecting early and late vaccinators, developed and emerging economies, and manufacturing and services industries. For the UK in particular, the backdrop both economically and politically is supportive with a stable government, a fast vaccine rollout and Brexit concerns now in the rear view mirror.

 

Given this generally supportive backdrop, we are increasingly sanguine about the potential for the holdings in the portfolio to perform well while continuing to deliver an appealing and sustainable income stream.  Moreover, valuations of UK-listed companies remain attractive on a relative basis. As an example, the dividend yield of the UK market remains at an appealing premium to other regional equity markets let alone other asset classes.

 

Indeed, we believe that in many cases the attractiveness of our holdings is not reflected in their share prices, particularly given the underlying strengths of the businesses. This view is reflected in the bids for holdings John Laing and Sanne that we witnessed towards the end of the financial year.  We think a fair proportion of the portfolio may be vulnerable to corporate activity and it is noteworthy that private equity purchasers often look for attractive quality characteristics in potential acquisitions that dovetail with our investment criteria. Furthermore, international investors remain underweight the UK providing further potential demand for quality UK companies as the economy continues to recover. Therefore, we feel very comfortable maintaining our investments in high quality companies capable of growing their earnings and hence their dividends over the long term.

 

Charles Luke and Iain Pyle,

Aberdeen Asset Managers Limited

Investment Manager

20 September 2021

 

 

INVESTMENT CASE STUDIES

 

Sirius Real Estate is a leading owner and operator of business parks, offices and industrial complexes in Germany providing flexible and conventional workspace to companies.  Historically, the company's governance had not aligned with best practice.  However, encouraged by our engagement with the company, there have been significant improvements to the independence and diversity of the board, the company's remuneration policy and modern slavery policy, together with a move from AIM to the main market.  As part of our ongoing dialogue with the company we have focussed more recently on environmental issues. In particular, data gathering for scope 1, 2 and 3 emissions for which we have encouraged the company to release targets for managing these over the medium term.  We are expecting that a strong investment case, coupled with ongoing ESG improvements following our engagement, will lead to attractive returns from our investment in the company.

 

Countryside Properties is transitioning away from its traditional housebuilding operations to focus on its Partnerships division which is the market leader in the delivery of high quality mixed-tenure communities in partnership with housing associations, public bodies and institutional private rental operators. As part of this transition, we engaged with the company to ensure that any decisions taken with regard to the traditional house building operations would reflect the opportunity to crystallise the greatest value for shareholders prepared to take a long term view. Having liaised with the company on numerous occasions to express our opinion we were pleased that the board recently decided to wind down the house building assets over time which we believe to be the best course of action rather than simply selling off these assets over a much shorter period.

 

STRATEGIC REPORT - OVERVIEW OF STRATEGY

 

Murray Income Trust PLC (the "Company") is an investment trust whose Ordinary shares are listed on the premium segment of the London Stock Exchange.

 

Business Model

The Company is governed by a Board of Directors (the "Board"), all of whom are non-executive, and has no employees. The Board is responsible for determining the Company's investment objective and investment policy. Like other investment companies, the day-to-day investment management and administration of the Company is outsourced by the Board to an investment management group, abrdn plc ("abrdn"), and other third party providers. The Company has appointed Aberdeen Standard Fund Managers Limited ("ASFML", the "Manager", or "AIFM") as its alternative investment fund manager, which has in turn delegated certain responsibilities, including investment management, to Aberdeen Asset Managers Limited ("AAML" or the "Investment Manager"). The Company complies with the investment policy test in Section 1158 of the Corporation Tax Act 2010 which permits the Company to operate as an investment trust.

 

Investment Objective

The Company aims for a high and growing income combined with capital growth through investment in a portfolio principally of UK equities.

 

Investment Policy

In pursuit of the Company's investment objective, the Company's investment policy is to invest in the shares of companies that have potential for real earnings and dividend growth, while at the same time providing an above-average portfolio yield. The emphasis is on the management of risk and on the absolute return and yield from the portfolio as a whole rather than the individual companies which the Company invests in, which is achieved by ensuring an appropriate diversification of stocks and sectors within the portfolio, with a high proportion of assets in strong, well-researched companies. The Company makes use of borrowing facilities to enhance shareholder returns when appropriate.

 

Delivering the Investment Policy

The Company maintains a diversified portfolio of the equity securities of UK and overseas companies with an emphasis on investing in quality companies with good management, strong cash flow, a sound balance sheet and which are generating a reliable earnings stream.

 

The Investment Manager follows a bottom-up investment process based on a disciplined evaluation of companies through direct visits by its fund managers. Stock selection is the major source of added value, concentrating on quality first, then price.  Top-down investment factors are secondary in the Investment Manager's portfolio construction with diversification rather than formal controls guiding stock and sector weights.

 

Investment Limits

The Board sets investment guidelines within which the Investment Manager must operate. The portfolio typically comprises between 50 and 70 holdings (but without restricting the Company from holding a more or less concentrated portfolio from time to time).  The Company may invest up to 100% of its gross assets in UK-listed equities and other securities and is permitted to invest up to 20% of its gross assets in other overseas-listed equities and securities. The Investment Manager may invest in any market sector, however, the top five holdings may not exceed 40% of the total value of the portfolio and the top three sectors represented in the portfolio may not exceed 50%. The Company may invest no more than 15% of its gross assets in other listed investment companies (including investment trusts).

 

The Company may use derivatives for the purpose of enhancing portfolio returns and for hedging purposes in a manner consistent with the Company's broader investment policy. The Investment Manager is permitted to invest in options and in structured products, provided that any structured product issued in the form of a note or bond has a minimum credit rating of "A".

 

Gearing

The Board is responsible for setting the gearing policy of the Company and for the limits on gearing. The Manager is responsible for gearing within the limits set by the Board. The Board has set its gearing limit at a maximum of 25% of NAV at the time of draw down. Gearing - borrowing money - is used selectively to leverage the Company's portfolio in order to enhance returns where this is considered appropriate. Particular care is taken to ensure that any financial covenants permit maximum flexibility of investment policy. Significant changes to gearing levels are communicated to shareholders.

 

Key Performance Indicators

At each Board meeting, the Directors consider a number of Key Performance Indicators ("KPIs") to assess the Company's success in achieving its objectives, and these are described below, with those also categorised as Alternative Performance Measures marked with an asterisk:

 

KPI

Description

 

NAV (total return)* relative to the Company's benchmark

The Board considers the Company's NAV (total return), relative to the FTSE All-Share Index,
to be the best indicator of performance over different time periods.  A graph showing NAV
total return performance against the FTSE All-Share Index over the past five years is shown in the Annual Report

Share price (total return)*

The figures for share price (total return) for this year and for the past three, five and ten years, as well as for the NAV (total return) per share, are shown above. A graph showing share price total return performance against the FTSE All-Share Index over the past five years is shown in the Annual Report. The Board also monitors share price performance relative to open-ended and closed-ended competitor products, taking account of differing investment objectives and policies pursued by those products.

Discount/premium to NAV*

The discount/premium at which the Company's share price trades relative to the NAV per share is closely monitored by the Board. A graph showing the discount/premium over the last five years is shown in the Annual Report.

Earnings and dividends per share

The Board aims to meet the 'high and growing' element of the Company's investment objective by developing revenue reserves sufficient to support the payment of a growing dividend; figures may be found in Results in respect of earnings and dividends per share, together with the level of revenue reserves, for the current year and previous year.

Ongoing charges*

The Board regularly monitors the Company's operating costs and their composition with a view to limiting increases wherever possible. Ongoing charges are disclosed in Results for the current year and the previous year noting that the former reflects a one off, six-month management fee holiday granted by the Manager which will not be repeated.

 

Principal Risks and Uncertainties

There are a number of principal risks and uncertainties which, if realised, could have a material adverse effect on the Company's business model, future performance, solvency and liquidity. The Board, through the Audit Committee, has put in place a robust process to identify, assess and monitor the principal risks, including emerging risks, and uncertainties.  This is described in the Audit Committee's report in the Annual Report. As part of this, the Committee uses a Risk Control Self-Assessment and Risk Heat Map to identify the Company's principal risks and uncertainties. These, together with potential effects, controls and mitigating factors, are summarised below.

 

The key, principal uncertainty for the Company during the financial year was the continuing effects of the Covid-19 pandemic ("Covid-19") which caused significant economic disruption and contributed to global stock market volatility. The longer term effects of Covid-19 are as yet unknown.

 

The Manager, on behalf of the Board, sought assurances from the Company's key service providers, as well as from its own operations, that they had invoked business continuity procedures and appropriate contingency arrangements to ensure that they remain able to meet their contractual obligations to the Company. Other than the increased uncertainty created by Covid-19 and the reduced uncertainty related to the UK's exit from the EU , the Audit Committee does not consider that the principal risks and uncertainties have changed materially during the year ended 30 June 2021.

 

In addition the Board has identified, as an emerging risk which it considers is likely to become more relevant for the Company in the future, the implications for the Company's investment portfolio of climate change; further details may be found under 'Market Risk'.

Principal Risk

Mitigating Action

STRATEGIC

 

Discount control risk

Investment trust shares tend to trade at discounts to their underlying NAVs, although they can also trade at premium. Discounts and premiums can fluctuate considerably leading to more volatile returns for shareholders.

 

The Board monitors the discount at which the Company's shares trade and will buy back or issue shares to try to minimise the impact of any discount or premium volatility.  Whilst these measures seek to reduce volatility, they cannot guarantee to do this.

Gearing risk

The Company uses credit facilities. These arrangements increase the funds available for investment.  While this has the potential to enhance investment returns in rising markets, in falling markets the impact could be detrimental.

 

Gearing is monitored and strict restrictions on borrowings are imposed: gearing continues to operate within pre-agreed limits so as not to exceed 25% of NAV at the time of draw down.

MARKET

 

Market risk

Market risk arises from the volatility in prices of the Company's investments and the potential loss the Company could suffer through realising investments following negative market movements.

Changes in general economic and market conditions, such as interest rates, exchange rates and rates of inflation, as well as political events and trends could substantially and adversely affect the prices of securities and, as a consequence, the Company's prospects and share price.

The risk posed by Covid-19, in driving stock market volatility and uncertainty, appears to be receding as the global economy starts to return to its previous levels.

 

The Company's investment policy and risk diversification may be found earlier.  The Board considers the diversification of the portfolio, asset allocation, stock selection and levels of gearing on a regular basis.  The Board also monitors the Company's relative performance to peers and the Company's benchmark.

 

The Board assesses climate change as an emerging risk in terms of how it develops, including how investor sentiment is evolving towards climate change within investment portfolios, and will consider how the Company may mitigate this risk, any other emerging risks, if and when they become material.

 

The Board engages with the Manager, at each Board meeting, to understand how climate change, represented by environmental factors as part of ESG, is a key consideration within the Manager's investment process.

INVESTMENT MANAGEMEMT

 

Investment management risk

The Company relies on the Manager, to whom responsibility for the management of the Company has been delegated under a management agreement (further details of which are set out in the Directors' Report).

 

The Board has set investment limits and guidelines. The Board reviews the compliance with these limits.

 

The Company reviews the performance of the Manager informally at each Board meeting and a formal annual review is undertaken by the Management Engagement Committee.

Dividend risk

There is a risk that the Company fails to generate sufficient income from its investment portfolio to meet the Company's dividend requirements.

A cut in the dividend of the Company would likely cause a drop in the share price and would end the Company's "Dividend Hero" status.

 

The Board reviews monthly detailed estimates of revenue income and expenditure prepared by the Manager and, if required, challenges the Manager as to the underlying assumptions made in individual securities' earnings and the Company's expenditure.

 

The Company's level of revenue reserves is monitored and can be added to in years of surplus, or used to support the dividend in years where there is a revenue deficit.  In addition, at the AGM on 27 November 2020, shareholders approved a change to the Company's Articles of Association to allow dividends to be paid from capital, which provides additional flexibility.

REGULATORY

 

Regulatory risk, including change of existing rules and regulation

The Company is required to comply with relevant rules and regulations. Failure to do so could result in loss of investment trust status, fines, suspension of the Company's shares, criminal proceedings or financial or reputational damage.

 

This risk would be exacerbated by inadequate resources or insufficient training within the Company's third party providers to properly manage compliance with current and future requirements.

 

The Company's business model could become non-viable as a result of new or revised rules or regulations arising from, for example, policy change or financial monitoring pressure.

 

 

The Manager provides investment, company secretarial, administration and accounting services through qualified third
party professional providers. The Board receives regular reports from them in respect of their compliance with all applicable rules and regulations. 

 

The Board receives regular reports from its broker, depositary, registrar and Manager as well as the industry trade body (the Association of Investment Companies) on changes to regulations which could impact the Company and its industry.  The Company monitors events and relies on the Manager and its other key third party providers to manage this risk by preparing for any changes, adverse or otherwise.

OPERATIONAL

 

 

 

Service provider risk

In common with most other investment trust companies, the Company relies on the services provided by third parties and is dependent on the control systems of the Manager (who acts as investment manager, company secretary and maintains the Company's assets, dealing procedures and accounting records); BNP Paribas Securities Services (who acts as Depositary and Custodian); and the registrar. The security of the Company's assets, dealing procedures, accounting records and adherence to regulatory and legal requirements depend on the effective operation of the systems of these third party service providers.

 

Failure by any service provider to carry out its obligations could have a material adverse effect on the Company's performance. Disruption, including that caused by information technology breakdown or another cyber-related issue, could prevent, for example, the functioning of the Company; accurate reporting to the Board or shareholders; or payment of dividends in accordance with the announced timetable.               

 

Contracts with third party providers are entered into after appropriate due diligence. Thereafter the performance of each provider is subject to an annual review by the Audit Committee.  The Depositary reports to the Audit Committee at least annually, including on the Company's compliance with AIFMD.  The Manager also regularly reviews the performance of the Depositary.

 

Global assurance reports are obtained from the Manager, BNP Paribas Securities Services and the registrar. These are reviewed by the Audit Committee. The reports include an independent assessment of the effectiveness of risks and internal controls at the service providers including their planning for business continuity and disaster recovery scenarios, together with their policies and procedures designed to address the risks posed to the Company's operations by cyber-crime. The Audit Committee receives an update on the Manager's IT resilience.

 

The Company's assets are subject to a strict liability regime and, in the event of a loss of assets, the Depositary must return assets of an identical type or the corresponding amount, unless able to demonstrate the loss was a result of an event beyond its
reasonable control.

     

 

The following are other risks identified by the Board which could have a major impact on the Company, but due to mitigation are not deemed to be principal risks:

 

Other Risks

Mitigating Action

Financial risk
The Company's investment activities expose it to a variety of financial risks which include market risk (which is covered earlier in this section), liquidity risk and credit risk (including counterparty risk).

Details of these risks and the policies and procedures for their monitoring and mitigation are disclosed earlier in this section and in note 17.

Emerging risk
Failure to have in place procedures that assist in identifying emerging risks.  This may cause reactive actions rather than being pro-active and, in the worst case, could cause the Company to become unviable or otherwise fail.

The Board regularly reviews all risks to the Company, including emerging risks, which are identified by a variety of means, including advice from the Company's professional advisors, the AIC, and Directors' knowledge of markets, changes and events.

 

The principal risks associated with an investment in the Company's shares can be found in the pre-investment disclosure document ("PIDD") published by the AIFM, which is available from the Company's website: murray-income.co.uk.

 

Viability Statement

The Company does not have a fixed period strategic plan but the Board does formally consider risks and strategy on at least an annual basis. The Board regards the Company, with no fixed life, as a long term investment vehicle, but for the purposes of this viability statement has decided that a period of five years (the "Review Period") is an appropriate timeframe over which to report. The Board considers that this Review Period reflects a balance between looking out over a long term horizon and the inherent uncertainties of looking out further than five years.

In assessing the viability of the Company over the Review Period the Directors have focused upon the following factors:

 

·      the Company's principal risks and uncertainties as set out in the Strategic Report;

·      the relevance of the Company's investment objective, particularly in light of the present lower yield environment;

·      the demand for the Company's shares indicated by the level of premium and/or discount;

·      the level of income generated by the Company's portfolio as compared to its expenses;

·      the overall liquidity of the Company's investment portfolio;

·      the likelihood of the Company being able to continue to meet the covenants under its current borrowing arrangements, and the covenants attaching to any replacement borrowing arrangements, over the next five years;

·      the £40m senior loan notes and £60m senior loan notes, which are repayable in 2027 and in 2029, respectively ; and

·      any requirement for the Company to repay or refinance the drawn-down element of its £20 million bank loan facility prior to, or at, its maturity in November 2021.

 

In making this assessment, the Board has considered in particular the potential short and longer term impact of Covid-19, in the form of a large economic shock, a period of increased stock market volatility and/or markets at depressed levels, a significant reduction in the liquidity of the portfolio or changes in investor sentiment or regulation, and how these factors might affect the Company's prospects and viability in the future. The Board undertook scenario analysis, incorporating income forecasting, in reaching its conclusions, including the potential for lower dividend income in the future as companies suspended or cancelled dividends, but recognising that the Company's expenses are significantly lower than its total income.

 

Taking into account the Company's current position and the potential impact of its principal risks and uncertainties, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due for a period of five years from the date of this Report.

 

Performance, Financial Position and Outlook

A review of the Company's activities and performance during the year ended 30 June 2021, including future developments, is set out in the Chairman's Statement and in the Investment Manager's Report. These cover market background, investment activity, portfolio strategy, dividend policy, gearing and investment outlook.  A comprehensive analysis of the portfolio is provided while the full portfolio of investments is published monthly on the Company's website. The Company's Statement of Financial Position shows the assets and liabilities at the year end. Borrowing facilities at the year end comprised a mix of fixed and floating debt: a one year £20 million bank loan, the £40 million of senior loan notes due for repayment in 2027 and £60 million of senior loan notes due for repayment in 2029. Details of these are shown in notes 12 and 13 respectively.

 

The future strategic direction and development of the Company is regularly discussed as part of Board meeting agendas. The Board also considers the Manager's promotional strategy for the Company, including effective communications with shareholders.

 

Environmental, Social and Human Rights Issues

The Company has no employees and, accordingly, there are no disclosures to be made in respect of employees. The Company's environmental, social and governance policy is outlined below. Due to the nature of the Company's business, being a company that does not offer goods and services to customers, the Board considers that it is not within the scope of the Modern Slavery Act 2015 because it has no turnover. The Company is therefore not required to make a slavery and human trafficking statement.

 

Board Diversity

The Board recognises the importance of having a range of skilled, experienced individuals with the right knowledge represented on the Board in order to allow the Board to fulfil its obligations. The Board also recognises the benefits, and is supportive, of the principle of diversity in its recruitment of new Board members.  The Board will not display any bias for age, gender, race, sexual orientation, religion, ethnic or national origins, or disability in considering the appointment of its Directors. The Board will continue to ensure that all appointments are made on the basis of merit against the specification prepared for each appointment and therefore the Company does not consider it appropriate to set diversity targets.  At 30 June 2021, there were four male Directors and three female Directors.

Neil Rogan
Chairman

20 September 2021

 

PROMOTING THE SUCCESS OF THE COMPANY

 

The Board is required to report how it has discharged its duties and responsibilities under section 172 of the Companies Act 2006 during the year under review. Under this requirement, the Directors have a duty to promote the success of the Company for the benefit of its members (shareholders) as a whole, taking into account the likely long term consequences of decisions, the need to foster relationships with the Company's stakeholders, and the impact of the Company's operations on the environment. In addition the Directors must act fairly between shareholders and be cognisant of maintaining the reputation of the Company.

 

The Purpose of the Company and Role of the Board

The Company has been established as an investment vehicle for the purpose of delivering its investment objective which is set out on the inside front cover of this Report. Investment trusts, such as the Company, are long-term investment vehicles that are typically externally-managed, have no employees, and are overseen by an independent non-executive board of directors.

 

The Board is responsible for all decisions relating to the Company's investment objective and policy, gearing, corporate governance and strategy, and for monitoring the performance of the Company's third party service providers, including the Manager. 

 

The Board's philosophy is that the Company should foster a culture where all parties are treated with respect. The Directors provide mutual support combined with constructive challenge.  Integrity, openness and diligence are defining characteristics of the Board's culture. The Company has a number of policies and procedures in place to aid a culture of good governance, such as those relating to Director's conflicts of interests and dealings in the Company's shares, annual evaluation of Directors, anti-bribery and anti-tax evasion. At its regular meetings, the Board engages with the Manager to understand its culture and receives regular reporting and feedback from the other key service providers.

 

The Company's primary stakeholders have been identified as its shareholders, the Manager, other key third party service providers, lenders and investee companies and the following table sets out details of the Company's engagement.

 

Stakeholder

How We Engage

 

Shareholders

The Directors place great importance on communication with shareholders. Further details on the Company's relations with Shareholders, including its approach to the Annual General Meeting and investor relations can be found in the Directors' Report.

Manager

The Investment Manager's Report details the key investment decisions taken during the year. The Board engages with the Manager at every Board meeting and receives presentations from the Investment Manager to help it to exercise effective oversight of the Investment Manager and delivery of the Company's strategy. The Board also receives regular updates from the Manager outside of these meetings.

 

The Management Engagement Committee's monitoring of the performance of the Manager over the year is detailed in the Directors' Report.

Other Key Third Party Service Providers

The Board ensures that it promotes the success of the Company by engaging specialist third party suppliers with the resources, controls and performance records to deliver the service required. The Board seeks to maintain constructive relationships with its key service providers (the Company's registrar, the Depositary and Broker) either directly, or through the Manager, with ongoing dialogue and formal regular meetings. The Audit Committee conducts an annual assessment of key service providers as set out in the Committee's report. In addition, as a result of Covid-19, the Board sought regular assurance that key third party service providers had in place appropriate business continuity plans and had, and will, be able to maintain service levels despite the ongoing impact of Covid-19.

Investee Companies

The Board is committed to investing in a responsible manner and actively monitors the activities of investee companies through its delegation to the Manager. In order to achieve this, the Manager has discretionary powers to exercise voting rights on resolutions proposed by the investee companies and reports quarterly to the Board on stewardship issues, including voting.  The Board monitors investments made and divested and questions the rationale for exposures taken and voting decisions made.

 

Information on how the Investment Manager engages with investee companies may be found below.

Lenders to the Company

On behalf of the Board, the Manager maintains a positive working relationship with the provider of the Company's multi-currency loan facility and the holders of the Company's Senior Loan Notes, assuring compliance with lenders' covenants and providing regular updates on business activity.

 

Specific Examples of Stakeholder Consideration During the Year

While the importance of giving due consideration to the Company's stakeholders is not a new requirement, and is considered as part of every Board decision, the Directors were particularly mindful of stakeholder considerations during the following decisions reached during the year ended 30 June 2021.

 

Combination with Perpetual Income and Growth Investment Trust plc ("PLI")

The Board devoted significant time to evaluating the benefit to the Company, its shareholders and other stakeholders, of the proposed combination with PLI. The Board considered the best interests of shareholders in assessing the costs and benefits which would result from the proposed combination with PLI, including taking advice from the Company's independent stockbroker and lawyer.

The Board also considered the impact on other stakeholders, particularly PLI shareholders, of the proposed combination. Shareholders approved the combination at a general meeting held on 9 November 2020, with 98.4% votes in favour.

 

Dividends Paid to Shareholders

The level, frequency and timing of dividends paid are key considerations for the Board, taking into account net earnings for the year and the Company's objective of providing shareholders with a high and growing income combined with the Company's Dividend Hero status.  The total dividend of 34.50p in respect of the year and the Company's dividend policy to pay four interim dividends reflects this.

 

In addition, as a one-off arising from the PLI combination, the Board resolved to pay different rates for the first three interim dividends for the year ended 30 June 2021 to ensure that shareholders were equitably treated.

 

Lastly, to provide flexibility should it be required, the Board concluded that a resolution to enable payment of dividends from capital should be put to shareholders. The amendment to the Articles of Association removed the prohibition on payment of dividends from capital and this was approved by shareholders at the AGM on 27 November 2020.

 

Management of the Portfolio

In response to Covid-19, the Board met more frequently, earlier in the year, to oversee the Company's operations during periods of stock market volatility when the portfolio value had been subject to significant fluctuations and there had been greater uncertainty over the income level that the Company might receive in the future.

 

Board Succession

The Board, via the Nomination Committee, has considered the succession of Directors in light of the planned retirement of Jean Park and Donald Cameron at the conclusion of the AGM on 2 November 2021. The Board has undertaken a review of three search companies following which Trust Associates has been engaged to assist the Board in recruiting a new Director.

 

DIRECTORS' REPORT

 

Status

The Company, which was incorporated in 1923, is registered as a public limited company in Scotland under company number SC012725 and is an investment company within the meaning of Section 833 of the Companies Act 2006.

 

The Company has been accepted by HM Revenue & Customs as an investment trust subject to the Company continuing to meet the relevant eligibility conditions of Section 1158 of the Corporation Tax Act 2010 and the ongoing requirements of Part 2 Chapter 3 Statutory Instrument 2011/2999 for all financial years commencing on or after 1 July 2012.  The Directors are of the opinion that the Company has conducted its affairs during the year ended 30 June 2021 so as to enable it to comply with the ongoing requirements for investment trust status.

 

The Company has conducted its affairs so as to satisfy the requirements as a qualifying security for Individual Savings Accounts. The Directors intend that the Company will continue to conduct its affairs in this manner.

 

Capital Structure

At 30 June 2021, the Company had 117,046,487 (2020 - 66,110,413) fully paid Ordinary shares of 25p each with voting rights in issue and an additional 2,483,045 (2020 - 2,483,045) shares in treasury. On 17 November 2020, the Company allotted 50,936,074 shares to former shareholders of Perpetual Income and Growth Investment Trust plc ("PLI") as part of the combination. During the year no shares were bought back into treasury (2020 - nil).

 

Ordinary shareholders are entitled to vote on all resolutions which are proposed at general meetings of the Company. The Ordinary shares, excluding treasury shares, carry a right to receive dividends.  On a winding up, after meeting the liabilities of the Company, the surplus assets will be paid to Ordinary shareholders in proportion to their shareholdings. There are no restrictions on the transfer of Ordinary shares in the Company other than certain restrictions which may be applied from time to time by law (for example, insider trading law).

 

Results and Dividend Policy

The financial statements for the year ended 30 June 2021 indicate a total gain attributable to equity shareholders for the year of £161,217,000 (2020 - loss of £29,816,000).

 

At the AGM on 27 November 2020, shareholders approved a dividend policy to pay four quarterly interim dividends per year. Every October the Company announces its first, second and third interim dividends for the financial year.  On 12 October 2020, the Company announced a first interim dividend of 12.55p per share to be paid on 17 December 2020, a second interim dividend of 3.95p per share to be paid on 18 March 2021 and a third interim dividend of 8.25p per share to be paid on 17 June 2021. The aggregate of the three interim dividends is 24.75p per share which is the same as that paid for the three interim dividends in respect of the previous year ended 30 June 2020.

 

The interim dividend paid on 17 December 2020 was received by those shareholders on the register on 30 October 2020, that is, before the combination with PLI. Shareholders of PLI received a dividend of 13.0p per PLI share on 13 November 2020, representing the pay out of the PLI revenue reserves.

 

The Company announced, on 4 August 2021, the payment to shareholders on 16 September 2021 of a fourth interim dividend for the year of 9.75p per share (2020 - 9.50p) with an ex-dividend date of 19 August 2021 and a record date of 20 August 2021.  This resulted in total dividends of 34.50p per share for the year ended 30 June 2021.

 

The Board is proposing to maintain the dividend policy of paying four interim dividends each year. In line with good corporate governance, the Board therefore proposes to put the Company's dividend policy to Shareholders for approval at the AGM as resolution 3.

 

Manager and Company Secretary

Aberdeen Standard Fund Managers Limited ("ASFML") has been appointed by the Company, under a management agreement ("MA"), to provide investment management, risk management, administration and company secretarial services as well as promotional activities.  The Company's portfolio is managed by Aberdeen Asset Managers Limited ("AAML") by way of a group delegation agreement in place between ASFML and AAML.  In addition, ASFML has sub-delegated promotional activities to AAML and administrative and secretarial services to Aberdeen Asset Management PLC.

 

Under the MA, ASFML is entitled to a monthly fee of one-twelfth of: 0.55% pa on the first £350 million of net assets, 0.45% pa on net assets between £350 million and £450 million and 0.25% pa on any net assets in excess of £450 million.

 

The value of any investments in unit trusts, open ended and closed ended investment companies and investment trusts of which the Manager, or another company within abrdn, is the operator, manager or investment adviser, is deducted from net assets when calculating the fee.

 

An annual secretarial fee of £75,000 (plus applicable VAT) is payable to Aberdeen Asset Management PLC, which is chargeable 100% to revenue.  An annual fee equivalent to up to 0.05% of gross assets (calculated at 30 September each year) is paid to AAML to cover promotional activities undertaken on behalf of the Company.

 

The finance costs and investment management fees are charged 70% to capital and 30% to revenue in line with the Board's expectation of the split of future investment returns.

 

The management, secretarial and promotional activity fees paid to subsidiaries of abrdn during the year are shown in notes 4 and 5 to the financial statements.

 

Directors

As at the date of this Report, the Board consisted of a non-executive Chairman and six non-executive Directors. Neil Rogan, Jean Park, Stephanie Eastment, Donald Cameron, Peter Tait and Merryn Somerset Webb were Directors throughout the year.

 

Georgina Field, Alan Giles and Richard Laing were appointed Directors on 17 November 2020 following the Company's combination with PLI.

 

Georgina Field resigned as a Director on 10 February 2021. While Georgina had hoped to serve as a Director in an ongoing capacity, she believed that she would be unable to dedicate her efforts both to the Company and to White Marble Marketing Limited, her marketing consultancy, without undue compromise or at the risk of her independence.  In compliance with AIC Code (February 2019) provision 13 and UK Corporate Governance Code (July 2018) provision 10 Georgina Field was considered non-independent for the duration of her tenure as a Director.

 

Richard Laing resigned as a Director on 1 April 2021 when abrdn completed its acquisition of 60% of Tritax Management LLP on 1 April 2021. Richard was a non-executive Director of Tritax Big Box REIT plc and so found himself inadvertently on the boards of two investment companies managed by two separate managers who were in the same management group. As this caused Richard to cease to be regarded as independent under the UKLA Listing Rules, he chose to tender his resignation.

 

Jean Park is Senior Independent Director and Stephanie Eastment is Chairman of the Audit Committee.

 

Directors' Insurance and Indemnities

The Company's Articles of Association indemnify each of the Directors out of the assets of the Company against any liabilities incurred by them as a Director of the Company in defending proceedings, or in connection with any application to the Court in which relief is granted. In addition, the Directors have been granted qualifying indemnity provisions by the Company which are currently in force. Directors' and Officers' liability insurance cover has been maintained throughout the year at the expense of the Company.

 

Corporate Governance

The Company is committed to high standards of corporate governance and its Statement of Corporate Governance may be found below.

 

Board Committees

The Board has appointed a number of Committees as set out below. Copies of their terms of reference, which define the responsibilities and duties of each Committee, are available on the Company's website and from the Company Secretaries on request.

 

The Role of the Chairman and Senior Independent Director

The Chairman is responsible for providing effective leadership to the Board, by setting the tone of the Company, demonstrating objective judgement and promoting a culture of openness and debate. The Chairman facilitates the effective contribution of, and encourages active engagement by, each Director. In conjunction with the Company Secretary, the Chairman ensures that Directors receive accurate, timely and clear information to assist them with effective decision-making. The Chairman acts upon the results of the Board evaluation process by recognising strengths and addressing any weaknesses and also ensures that the Board engages with major shareholders and that all Directors understand shareholder views.

 

The Senior Independent Director acts as a sounding board for the Chairman and acts as an intermediary for other directors, when necessary. The Senior Independent Director takes responsibility for an orderly succession process for the Chairman and leads the annual appraisal of the Chairman's performance. The Senior Independent Director is also available to shareholders to discuss any concerns they may have.

 

Audit Committee

The Audit Committee's Report may be found in the Annual Report.

 

Management Engagement Committee

The terms and conditions of the Company's agreement with the Manager are considered by the Management Engagement Committee which comprises the whole Board and is chaired by Neil Rogan.

 

In monitoring the performance of the Manager, the Committee considers the investment record of the Company over the short and long term, taking into account its performance against the benchmark index, peer group investment trusts and open-ended funds, and against its delivery of the investment objective to shareholders. The Committee also reviews the management processes, risk control mechanisms and promotional activities of the Manager. As a result of these reviews, the Directors consider the continuing appointment of the Manager to be in the interests of shareholders because they believe that the Manager has the investment management, promotional and associated secretarial and administrative skills required for the effective operation of the Company.

 

Nomination Committee

The Board has established a Nomination Committee, comprising all of the Directors, with Neil Rogan as Chairman. The Committee is responsible for: determining the overall size and composition of the Board; longer term succession planning, including setting a policy on tenure of individual Directors and the Chairman; undertaking an annual evaluation of the Directors; and, oversight of appointments to the Board, including engagement of independent search consultants.

 

The Committee's overriding priority in appointing new Directors is to identify the candidate with the optimal range of skills and experience to complement the existing Directors. The Board also recognises the benefits, and is supportive, of the principle of diversity in its recruitment of new Directors.

 

The Committee has adopted a policy whereby Directors will stand for re-election at each AGM. In addition Directors, including the Chairman, will not stand for re-election as a Director of the Company later than the AGM following the ninth anniversary of their appointment to the Board unless in relation to exceptional circumstances. Accordingly, Jean Park and Donald Cameron will not seek re-election as Directors of the Company at the AGM on 2 November 2021 and will therefore resign from the Board at the conclusion of the AGM. Peter Tait will succeed Jean Park as Senior Independent Director following the AGM.

 

Stephanie Eastment, Alan Giles, Merryn Somerset Webb, Peter Tait and Neil Rogan, each being eligible, offer themselves for re-election as Directors of the Company. The Board as a whole believes that each Director remains independent of the AIFM and free of any relationship which could materially interfere with the exercise of his or her independent judgement on issues of strategy, performance, resources and standards of conduct and confirms that, following formal performance evaluations, the individuals' performance continues to be effective and demonstrates commitment to the role.

 

The biographies of each of the Directors seeking re-election are shown in the Annual Report and include their experience, length of service and the contribution that each Director makes to the Board. Each Director has the requisite high level and range of business and financial experience which enables the Board to provide clear and effective leadership and proper stewardship of the Company.

 

The Directors attended meetings during the year ended 30 June 2021 as follows (with their eligibility to attend the relevant meetings in brackets). This includes a Directors' strategy session as well as five Committee meetings relating to the Company's combination with PLI, which were convened at short notice when not all Directors were required.

 

 

 

Board Meetings
(including strategy
and Board Committees)

Audit Committee
 Meetings

Management
 Engagement
 Committee
Meetings

 

Nomination and Remuneration Committee Meetings

Neil Rogan A

14 (14)

- (-)

2 (2)

3 (3)

Jean Park

14 (14)

 3 (3)

2 (2)

3 (3)

Stephanie Eastment

14 (14)

3 (3)

 2 (2)

3 (3)

Donald Cameron

12 (14)

3 (3)

2 (2)

3 (3)

Peter Tait

14 (14)

3 (3)

2 (2)

3 (3)

Merryn
Somerset Webb

14 (14)

3 (3)

2 (2)

3 (3)

Georgina Field B

- (-)

- (-)

- (-)

- (-)

Alan Giles C

4 (4)

2 (2)

1 (1)

3 (3)

Richard Laing D

4 (4)

1 (1)

- (-)

1 (1)

 

A  Not a member of the Audit Committee but attends at the invitation of the Committee Chairman.

B  Appointed as a Director on 17 November 2020 and resigned on 10 February 2021; attended all meetings for which she was eligible.

C  Appointed as a Director on 17 November 2020 and attended all meetings for which he was eligible.

D  Appointed as a Director on 17 November 2020 and resigned on 1 April 2021; attended all meetings for which he was eligible.

In view of the retirement of two of the seven Directors of the Company at the forthcoming AGM, the Committee has undertaken succession planning and has determined that a new Director should be appointed, which will return the Board to six members, as the number considered most appropriate for the Company's size and complexity. The Chairman and Senior Independent Director assessed submissions from, and met with, three search firms. Thereafter, the Committee evaluated the submissions as well as track record and experience of each firm.

 

Trust Associates, an independent search firm with no other connection with the Company, was subsequently engaged.

 

Remuneration Committee

The Board has established a Remuneration Committee, comprising all of the Directors, with Jean Park as Chairman. The Directors' Remuneration Report sets out the responsibilities of the Committee.

 

Accountability and Audit

The responsibilities of the Directors and the Auditor in connection with the financial statements appear on in the Annual Report.

 

The Directors who held office at the date of this Report each confirm that, so far as they are aware, there is no relevant audit information of which the Company's Auditor is unaware and that they have taken all the steps that they could reasonably be expected to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's Auditor is aware of that information. Further, there have been no important, additional events since the year end which warrant disclosure.

 

The Directors confirm that no non-audit services were provided by the Auditor during the year and, after reviewing the Auditor's procedures in connection with the provision of any such services, remain satisfied that the Auditor's objectivity and independence is being safeguarded.

 

Management of Conflicts of Interest, Anti-Bribery Policy and Tax Evasion Policy

The Board has a procedure in place to deal with a situation where a Director has a conflict of interest. As part of this process, the Directors prepare a list of other positions held and all other conflict situations that may need to be authorised either in relation to the Director concerned or his/her connected persons. The Board considers each Director's situation and decides whether to approve any conflict, taking into consideration what is in the best interests of the Company and whether the Director's ability to act in accordance with his/her wider duties is affected. Each Director is required to notify the Company Secretaries of any potential, or actual, conflict situations which will need authorising by the Board. Authorisations given by the Board are reviewed at each Board meeting.

 

The Board takes a zero-tolerance approach to bribery and has adopted appropriate procedures designed to prevent bribery. abrdn also takes a zero-tolerance approach and has its own detailed policy and procedures in place to prevent bribery and corruption.

 

It is the Company's policy to conduct all of its business in an honest and ethical manner. The Company takes a zero-tolerance approach to facilitation of tax evasion, whether under UK law or under the law of any foreign country and its full policy on tax evasion may be found on its website.

 

Going Concern

The Directors have undertaken a rigorous review and consider both that there are no material uncertainties and that the adoption of the going concern basis of accounting is appropriate.  This conclusion is consistent with the longer term Viability Statement.

 

The Company's assets consist primarily of a diverse portfolio of listed equity shares nearly all of which, in most circumstances, are realisable within a short timescale. The Board has set limits for borrowing and regularly reviews the level of any gearing, cash flow projections and compliance with banking and loan note covenants.

 

The Directors are mindful of the principal risks and uncertainties disclosed, including the major disruption caused by Covid-19, and have reviewed forecasts detailing revenue and liabilities. The Directors are satisfied that: the Company has adequate resources to continue in operational existence for the foreseeable future and at least 12 months from the date of approval of this Annual Report; the Company is financially sound; and the Company's key third party service providers had in place appropriate business continuity plans and had, and will, be able to maintain service levels despite the ongoing impact of the pandemic.

 

Substantial Interests

As at 30 June 2021 and 31 August 2021 the following interests over 3% in the issued Ordinary share capital of the Company had been disclosed in accordance with the requirements of the UK Listing Authority's Disclosure Guidance and Transparency Rules:

 

 

30 June 2021

31 August 2021

Shareholder

Number of shares held

%

held

Number of shares held

%

held

Interactive Investor

16,524,334

14.1

16,510,284

14.1

Hargreaves Lansdown

13,390,053

11.4

13,529,994

11.6

Rathbones

12,917,195

11.0

12,687,660

10.8

abrdn retail plans

12,655,286

10.8

12,038,193

10.3

Charles Stanley

3,840,049

3.3

3,833,229

3.3

 

The above interests as at 31 August 2021 were unchanged as at the date of approval of this Report.

 

Environmental, Social and Governance ("ESG") Policy

The Board has a duty to act in the best interests of the Company. As an investment trust, the Company has no direct environmental, social or governance responsibilities. However, the Board recognises that to be sustainable over the long term the Company and the Manager must have regard to ethical and environmental issues that impact society at large, and has encouraged and welcomed the Manager's integration and ongoing evolving of ESG into its investment process, which is explained in more detail below.

 

The Board acknowledges that there are risks associated with investment in companies which fail to conduct business in a responsible manner and therefore ensures that the Manager takes regular account of ESG factors which may affect the performance or value of the Company's investments.

 

UK Stewardship Code and Proxy Voting as an Institutional Shareholder

Responsibility for actively monitoring the activities of portfolio companies, including assessing ESG factors, has been delegated by the Board to the AIFM which has sub-delegated that authority to the Investment Manager.

 

Further information, including how the Investment Manager discharges its obligations under the 2020 Stewardship Code, may be found at: https://www.aberdeenstandard.com/en/uk/institutional/responsible-investing 

 

Relations with Shareholders

The Directors place great importance on communication with shareholders. The Company's shareholder register is retail-dominated and the Manager, together with the Company's broker, regularly meets with current and prospective shareholders to discuss performance. The Board receives investor relations updates from the Manager on at least a quarterly basis. Any changes in the shareholder register as well as shareholder feedback is discussed by the Directors at each Board meeting.

 

Regular updates are provided to shareholders through the Annual Report, Half Yearly Report, monthly factsheets, company announcements, including daily net asset value announcements, all of which are available through the Company's website at: murray-income.co.uk. The Annual Report is also widely distributed to other parties who have an interest in the Company's performance. Shareholders and investors may obtain up-to-date information on the Company through its website or via Aberdeen Standard Investments' Customer Services Department.

 

The Board's policy is to communicate directly with shareholders and their representative bodies without the involvement of the management group (either the Company Secretary or Aberdeen Standard Investments) in situations where direct communication is required and representatives from the Board offer to meet with major shareholders on an annual basis in order to gauge their views. The Company Secretary acts on behalf of the Board, not the Manager, and there is no filtering of communication. At each Board meeting the Board receives full details of any communication from shareholders to which the Chairman responds, as appropriate, on behalf of the Board.

 

In addition, in relation to institutional shareholders, members of the Board may either accompany the Manager or conduct meetings in the absence of the Manager.

 

The Company's Annual General Meeting ordinarily provides a forum, both formal and informal, for shareholders to meet and discuss issues with the Directors and Investment Manager. The Notice of AGM included within the Annual Report is normally sent out at least 20 working days in advance of the meeting.

 

Global Greenhouse Gas Emissions and Streamlined Energy and Carbon Reporting ("SECR")

All of the Company's activities are outsourced to third parties. The Company therefore has no greenhouse gas emissions to report from the operations of its business, nor does it have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013.  For the same reason as set out above, the Company considers itself to be a low energy user under the SECR regulations and therefore is not required to disclose energy and carbon information.

 

Disclosures Required by FCA Listing Rule 9.8.4

This rule requires listed companies to report certain information in a single identifiable section of their annual financial reports. None of the prescribed information is applicable to the Company in the year under review except for details of the changes in the Company's share capital resulting from the combination with PLI on 17 November 2020 which are included in "Capital Structure" in the Directors' Report.

 

Future Developments of the Company

Disclosures relating to the future developments of the Company may be found in the Chairman's Statement.

 

Annual General Meeting ("AGM")

Among the special business being put at the AGM of the Company to be held on 2 November 2021, the following resolutions will be proposed:

 

Authority to allot shares and disapply pre-emption rights (Resolutions 11 and 12)

 

Ordinary resolution No. 11 will renew the authority to allot the unissued share capital up to an aggregate nominal amount of £1.5m (equivalent to approximately 5.9m Ordinary shares, or, if less, 5% of the Company's existing issued share capital (excluding treasury shares) on the date of passing of this resolution). Such authority will expire on the date of the AGM in 2022 or on 31 December 2022, whichever is earlier. This means that the authority will require to be renewed at the next AGM.

 

When shares are to be allotted for cash, Section 561 of the Companies Act 2006 (the "Act") provides that existing shareholders have pre-emption rights and that the new shares to be issued, or sold from treasury, must be offered first to such shareholders in proportion to their existing holding of shares. However, shareholders can, by special resolution, authorise the Directors to allot shares or sell from treasury otherwise than by a pro rata issue to existing shareholders. Special resolution No. 12 will, if passed, give the Directors power to allot for cash or sell from treasury equity securities up to an aggregate nominal amount of £2.9m (equivalent to approximately 11.7m Ordinary shares, or, if less, 10% of the Company's existing issued share capital (excluding treasury shares) on the date of passing of this resolution, as if Section 561 of the Act does not apply). This authority will also expire on the date of the AGM in 2022 or on 31 December 2022, whichever is earlier. This authority will not be used in connection with a rights issue by the Company.

 

The Directors intend to use the authorities given by resolutions 11 and 12 to allot shares or sell shares from treasury and disapply pre-emption rights only in circumstances where this will be clearly beneficial to shareholders as a whole. The issue proceeds would be available for investment in line with the Company's investment policy. No issue of shares will be made which would effectively alter the control of the Company without the prior approval of shareholders in general meeting. It is the intention of the Board that any issue of shares or any re-sale of treasury shares would only take place at a price not less than 0.5% above the NAV per share prevailing at the date of sale. It is also the intention of the Board that sales from treasury would only take place when the Board believes that to do so would assist in the provision of liquidity to the market.

 

Purchase of the Company's own Ordinary shares (Resolution 13)

 

At the AGM held on 27 November 2020, shareholders approved the renewal of the authority permitting the Company to repurchase its Ordinary shares. The Directors wish to renew the authority given by shareholders at the previous AGM. A share buy-back facility enhances shareholder value by acquiring shares at a discount to NAV as and when the Directors consider this to be appropriate. The purchase of shares, when they are trading at a discount to NAV per share, should result in an increase in the NAV per share for the remaining shareholders. This authority, if conferred, will only be exercised if to do so would result in an increase in the NAV per share for the remaining shareholders and if it is in the best interests of shareholders generally. Any purchase of shares will be made within guidelines established from time to time by the Board. It is proposed to seek shareholder authority to renew this facility for another year at the AGM.

 

Under the FCA's Listing Rules, the maximum price that may be paid on the exercise of this authority must not exceed the higher of (i) 105% of the average of the middle market quotations for the shares over the five business days immediately preceding the date of purchase and (ii) the higher of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. The minimum price which may be paid is 25p per share. Shares which are purchased under this authority will either be cancelled or held as treasury shares. Special resolution No. 13 will renew the authority to purchase in the market a maximum of 14.99% of shares in issue at the date of passing of the resolution (amounting to approximately 17.5m Ordinary shares). Such authority will expire on the date of the AGM in 2022, or on 31 December 2022, whichever is earlier. This means in effect that the authority will have to be renewed at the next AGM, or earlier, if the authority has been exhausted. No dividends may be paid on any shares held in treasury and no voting rights will attach to such shares. The benefit of the ability to hold treasury shares is that such shares may be sold at short notice. This should give the Company greater flexibility in managing its share capital, and improve liquidity in its shares.

 

Recommendation

The Directors believe that the resolutions to be proposed at the AGM are in the best interests of the Company and its shareholders as a whole, and recommend that shareholders vote in favour of the resolutions, as the Directors intend to do in respect of their own beneficial shareholdings.

On behalf of the Board

 

Neil Rogan

Chairman

20 September 2021

 

STATEMENT OF CORPORATE GOVERNANCE

 

Murray Income Trust PLC (the "Company") is committed to high standards of corporate governance. The Board is accountable to the Company's shareholders for good governance and this statement describes how the Company has applied the principles identified in the UK Corporate Governance Code as published in July 2018 (the "UK Code"), which is available on the Financial Reporting Council's (the "FRC") website: frc.org.uk, and is applicable for the Company's year ended 30 June 2021.

 

The Board has also considered the principles and provisions of the AIC Code of Corporate Governance as published in February 2019 (the "AIC Code").  The AIC Code addresses the principles and provisions set out in the UK Code, as well as setting out additional provisions on issues that are of specific relevance to the Company. The AIC Code is available on the AIC's website: theaic.co.uk.

The Board considers that reporting against the principles and provisions of the AIC Code, which has been endorsed by the FRC, provides more relevant information to shareholders.

 

The Board confirms that, during the year, the Company has complied with the principles and provisions of the AIC Code and the relevant provisions of the UK Code, except for those provisions relating to:

 

·             the role and responsibility of the chief executive;

·             executive directors' remuneration; and

·             the requirement for an internal audit function.

 

The Board considers that these provisions are not relevant to the position of the Company being an externally managed investment company. In particular, all of the Company's day-to-day management and administrative functions are outsourced to third parties. As a result, the Company has no executive directors, employees or internal operations. The Company has therefore not reported further in respect of these provisions.

 

Information on how the Company has applied the AIC Code, the UK Code, the Companies Act 2006 and the FCA's DTR 7.2.6 is provided in the Directors' Report and Audit Committee's Report as follows:

 

·           the composition and operation of the Board and its Committees are detailed in the Directors' Report and in the Audit Committee's Report;

·           the Board's policy on diversity is in the Strategic Report;

·           the Company's approach to internal control and risk management is detailed in the Audit Committee's Report;

·           the contractual arrangements with, and annual assessment of, the Manager are set out in the Directors' Report;

·           the Company's capital structure and voting rights are summarised in the Directors' Report;

·           the substantial interests disclosed in the Company's shares are listed in the Directors' Report;

·           the rules concerning the appointment and replacement of Directors are contained in the Company's Articles of Association and are summarised in the Directors' Remuneration Report. There are no agreements between the Company and its Directors concerning compensation for loss of office;

·           the powers to issue or buy back the Company's ordinary shares, which are sought annually, and any amendments to the Company's Articles of Association require a special resolution (75% majority) to be passed by shareholders and information on these resolutions may be found in the Directors' Report.

 

By order of the Board

Aberdeen Asset Management PLC

Secretaries
1 George Street

Edinburgh
EH2 2LL

 

20 September 2021

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 

In preparing these financial statements, the Directors are required to:

 

·      select suitable accounting policies and then apply them consistently;

·      make judgments 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

·      adopt a going concern basis of accounting for the financial statements unless it is inappropriate to assume 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 comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Under applicable law and regulations, the Directors are also responsible for preparing a Directors' Report, Directors' Remuneration Report, Strategic Report and Statement of Corporate Governance that comply with that law and those regulations.

 

The financial statements are published on murray-income.co.uk which is a website maintained by the Company's Manager. The work carried out by the auditor does not involve consideration of the maintenance and integrity of the website and, accordingly, the auditor accepts no responsibility for any changes that have occurred to the financial statements since being initially presented on the website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

Each of the Directors confirms to the best of his or her knowledge that:

 

·      the financial statements, prepared in accordance with the applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of
the Company;

·      the Annual Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that the Company faces;

·      in the opinion of the Board, 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; and

·      the financial statements are prepared on an ongoing concern basis.

 

For and on behalf of the Board of Murray Income Trust PLC

 

Neil Rogan

Chairman

20 September 2021

 

 

MURRAY INCOME TRUST PLC

 

Information about the Manager including the Investment Process

 

Investment Philosophy and Style

The Investment Manager believes that company fundamentals ultimately drive stock prices but are often priced inefficiently. It believes that in-depth company research delivers insights that can be used to exploit these market inefficiencies. It focuses on investing in high quality companies, with the market often underestimating the sustainability of their returns. Quality companies tend to produce more resilient earnings streams with fewer tail risks, allowing them to better navigate challenging market conditions whilst also capitalising on opportunities to create value. This makes the approach well suited to identifying companies with sustainable and growing income generation. Investment insights are generated by the extensive equity research platform at Aberdeen Standard Investments. Ideas are generated through frequent direct company contact, deep fundamental analysis and integrated ESG analysis with rigorous team debate strengthening analytical conclusions. The Investment Manager has a long-term approach, aiming to buy and hold companies for a multi-year time horizon although it has the ability to react quickly if necessary. It is willing to take sizeable deviations to the benchmark based on the companies where it finds the highest quality and most attractive valuations.

 

Investment Process

The investment process has three stages:

 

1)   Idea Generation and Research. Comprehensive coverage of the UK equity market with a team of analysts generating investment ideas from company meetings, combined with corroborating evidence from competitors, suppliers and customers. External secondary research is also generated to gain insight on the consensus view and supplement proprietary research.

2)   Stock Selection. Buy ideas are peer reviewed by the whole UK equity team, evaluating the level of conviction and the materiality, corroboration and correlation of those investment opportunities. For the Company specifically, the Investment Manager aims to select high quality stocks. Quality is defined by reference to management, business focus, balance sheet and corporate governance.

3)   Portfolio Construction and Risk Management. Portfolio construction is undertaken in a disciplined way, prioritising the taking of company specific risk with a rigorous sell discipline. Non-proprietary and proprietary quantitative tools are used to identify and control risk factor exposures, including sector and geographic weights.

 

 

The Investment Manager believes that good investment decision making requires clarity of responsibility for those decisions. Every stock has a named analyst responsible for its coverage, and every portfolio has a named fund manager responsible for its management. The individual portfolio managers make those decisions supported and challenged by the team, but accountability for the final decision is clear.

 

ESG integration means identifying and including all ESG analysis in each investment decision and the Investment Manager is regarded as a leader in this area. A central ESG team supports investment teams across different asset classes with its thematic work on areas such as remuneration and climate change, as well as taking responsibility for voting policies. The Investment Manager's Approach to ESG is set out below.

 

The investment process also leverages a wealth of knowledge, insight and expertise across asset classes and regions within Aberdeen Standard Investments. This allows the Investment Manager to take advantage of equity colleagues across the globe who are meeting companies and conducting research and sharing their insights using one common global research platform. This is invaluable when investing in the UK equity market, which is one of the most global markets in the world. Corporate level insights are shared with the credit team which enriches the equity view through an understanding of the full capital structure of the businesses invested in. Members of the Investment Manager's multi-asset and economics teams regularly attend the equity team's daily meeting to share macro level insights.

 

Risk Management

The Investment Manager utilises a number of quantitative risk tools to ensure it is fully aware of and understand all the risks prevalent in portfolios it manages. These risk management systems monitor and analyse active risk, the composition of portfolio positions, as well as contribution to risk and marginal contribution to risk of the portfolio's holdings. The systems break down the risk within the portfolio by industry and country factors, and highlight the stocks with the highest marginal contribution to risk and the largest diversification benefit. Sector, thematic and geographical positions are a residual of stock selection decisions, but are monitored to ensure excessive risk is not taken in any one area. The Investment Manager also makes use of pre-trade analytics to assess the impact of any trades on the portfolio risk metrics.

 

The Investment Manager's Approach to ESG

 

The Manager does not judge the suitability of an investment from an ESG perspective on a purely binary basis. Instead, a dynamic approach is taken, investing in companies where the greatest alignment to mitigating the risks can be seen or pursued further through their commitment to improving their ESG profile.  The Manager believes in active engagement with our investments and potential investments: from providing initial guidance on suitable metrics through to holding the company to account for delivering on its promises. It is through this filter that the Manager is comfortable investing in, for example, sectors such as mining and oil & gas, subject to the belief that a company is taking the necessary action to address the energy transition. The Manager has high expectations for these companies given that many commodities are necessary for the transition to a low carbon future.

 

Core beliefs: Assessing Risk, Enhancing Value

There are three core principles which underpin the Investment Manager's integrated ESG approach. Firstly, ESG factors can materially impact financial returns and the long term success of the investment strategy. Secondly, by integrating ESG factors into investment decisions the Investment Manager generates a better understanding of how well companies are managing ESG risks and opportunities and this insight supports better decision making. Finally, active engagement with company management teams is central to enhancing value and a standard part of the Investment Manager's ongoing stewardship programme.

 

Responsible Investing - Integration of ESG into the Investment Manager's Process

"By embedding ESG factors into our active equity investment process, we aim to reduce risk, enhance potential value for our investors and foster companies that can contribute positively to the world." Aberdeen Standard Investments

 

Financial Returns

ESG factors can be financially material - the level of consideration they are given in a company will ultimately have an impact on corporate performance, either positively or negatively. Those companies that take their ESG responsibilities seriously tend to outperform those that do not.

Fuller Insight

Systematically assessing a company's ESG risks and opportunities alongside other financial metrics allows the Investment Manager to make better investment decisions.

Corporate Advancement

Informed and constructive engagement helps foster better companies, protecting and enhancing the value of the Company's investments.

 

"We believe that the market systematically undervalues the importance of ESG factors. We believe that in-depth ESG analysis is part of both fundamental company research and portfolio construction and will lead to better client outcomes." Aberdeen Standard Investments

 

Researching Companies: Deeper Company Insights for Better Investor Outcomes

The Investment Manager's portfolio managers, sector analysts, ESG equity analysts and central ESG Investment Team collaborate to generate a deep understanding of the ESG risks and opportunities associated with each company. The central ESG team also produces research into specific themes (e.g. labour relations or climate change), sectors (e.g. forestry) and ESG topics to understand and highlight best practice.

 

Global Networks: Working Together on Climate Change

The Investment Manager is a signatory to the UN Principles for Responsible Investment and actively collaborates on ESG issues with global asset managers and asset owners. Climate change is a particular area of focus because the physical and transition risks related to climate change have the potential to be financially material for many companies. The Investment Manager has been actively involved in initiatives such as Climate Action100+ and Institutional Investors Group on Climate Change ("IIGCC") Net Zero Framework and also supports the Task Force on Climate Related Disclosures ("TCFD") which aims to strengthen climate related reporting globally. 

 

Portfolio Managers & Sector Analysts

All of the Investment Manager's equity portfolio managers and sector analysts seek to engage actively with companies to gain insight into their specific risks and provide a positive ongoing influence on their corporate strategy for governance, environmental and social impact.

ESG Equity Analysts

The Investment Manager has dedicated and highly experienced ESG equity analysts located across the UK, US, Asia and Australia. Working as part of individual investment teams, rather than as a separate department, these specialists are integral to pre-investment due diligence and post-investment ongoing company engagement. They are also responsible for taking thematic research produced by the central ESG Investment Team, interpreting and translating it into actionable insights and engagement programmes for its regional investment strategies.

ESG Investment Team

This central team of more than 20 experienced specialists based in Edinburgh and London provides ESG consultancy and insight for all asset classes. Taking a global approach both identifies regions, industries and sectors that are most vulnerable to ESG risks and identifies those that can take advantage of the opportunities presented. Working with portfolio managers, the team is key to the Investment Manager's active stewardship approach of using shareholder voting and corporate engagement to drive positive change.

 

ESG Research Process: Introduction

The Investment Manager employs around 150 equity professionals globally. A systematic and globally-applied approach to evaluating stocks allows the Investment Manager to compare companies consistently on their ESG credentials - both regionally and against their peer group.  The Investment Manager uses a combination of external and proprietary in-house quantitative scoring techniques to complement and cross-check analyst-driven ESG assessments. ESG analysis is peer-reviewed within the equities team, and ESG factors impacting both sectors and stocks are discussed as part of the formal sector reviews.

 

ESG House Score

The ESG House Score is produced by the ESG Equity Analysts. The ESG House Score framework has two main pillars which include detailed operational and governance metrics. The underlying key performance indicators are weighted according to how material they are for each sector and country and populated from proprietary and external data sources such as MSCI and Trucost. The scores are standardised to allow the Investment Manager to see how individual companies rank in a global context.  These scores complement the fundamental analysis of the equity analysts and the ranking of companies from Laggards to Best in Class. 

 

Equity ESG Quality Score

The Investment Manager's equity sector analysts have a fully integrated approach to ESG analysis. Within the equity investment process, every company is given a proprietary Quality Rating which has five components: industry analysis, business model analysis, analysis of the company's moat or competitive advantage, consideration of ESG factors, assessment of management and analysis of financials. In considering the ESG Quality Score the analyst considers these key questions:

 

·      Which ESG issues are relevant for this company, how material are they, and how are they being addressed?

·      What is the assessment of the quality of this company's governance, ownership structure and management?

·      Are incentives and key performance indicators aligned with the company's strategy and the interests of shareholders?

 

Having considered the regional universe and peer group in which the company operates, the Investment Manager's equity team then allocates it an ESG Quality rating between one and five (see below). This is applied across every stock that the Investment Manager covers globally. To be considered 'best in class', the management of ESG factors must be a material part of the company's core business strategy; management must provide excellent disclosure of data on key risk; management must also have clear policies and strong governance structures, among other criteria.

 

Working with Companies: Staying Engaged, Driving Change

The Investment Manager continuously monitors and actively engages with the companies in which it invests to maintain ESG focus and improvement. This stewardship of client's assets consists of four interconnected and equally important activities by the Investment Manager to monitor, contact, engage and act. 

 

The Investment Manager actively and regularly engages with the management teams of companies in which they are invested in order to share examples of best practice seen in other companies and to effect positive change. The Investment Manager also actively engages with management teams to explain voting decisions at company annual general meetings.

 

The Investment Manager's engagement extends beyond the company's management team and can include many other stakeholders such as non-government agencies, industry and regulatory bodies, as well as activists and the company's clients.

 

Priorities for engagement are established by the use of the ESG House Score, in combination with bottom-up research insights from investment teams across asset classes, and areas of thematic focus from our company-level stewardship activities. What gets measured gets managed, so the Investment Manager strongly encourages companies to set clear targets or key performance indicators on all material ESG risks.

 

Monitor

Contact

Engage

Act

Ongoing due diligence

. Business performance

. Company financials

. Corporate governance

. Company's key risks and opportunities

Frequent dialogue

. Senior executives

. Board members

. Heads of departments and specialists

. Site visits

Exercise rights

. Attend AGM/EGMs

. Always vote

. Explain voting decisions

. Maximise influence to drive positive outcomes

Consider all options

. Increase or decrease shareholding

. Collaborate with other investors

. Take legal action if necessary

 

 

 

 

 

 

 

MURRAY INCOME TRUST PLC

 

Statement of Comprehensive Income

 

 

 

Year ended 30 June 2021

Year ended 30 June 2020

 

 

Revenue

Capital

Total

Revenue

Capital

Total

 

Notes

£'000

£'000

£'000

£'000

£'000

£'000

Gains/(losses) on investments

10

-

131,260

131,260

-

(47,204)

(47,204)

Currency gains/(losses)

 

-

62

62

-

(115)

(115)

Income

3

35,979

-

35,979

22,804

-

22,804

Investment management fees

4

(753)

(1,759)

(2,512)

(798)

(1,861)

(2,659)

Administrative expenses

5

(1,443)

-

(1,443)

(1,105)

-

(1,105)

Net return before finance costs and tax

 

33,783

129,563

163,346

20,901

(49,180)

(28,279)

 

 

 

 

 

 

 

 

Finance costs

6

(560)

(1,282)

(1,842)

(342)

(800)

(1,142)

Net return before tax

 

33,223

128,281

161,504

20,559

(49,980)

(29,421)

 

 

 

 

 

 

 

 

Taxation

8

(287)

-

(287)

(395)

-

(395)

Net return after tax

 

32,936

128,281

161,217

20,164

(49,980)

(29,816)

 

 

 

 

 

 

 

 

Return per Ordinary share

9

33.7p

131.4p

165.1p

30.5p

(75.6)p

(45.1)p

 

 

 

 

 

 

 

 

The total column of this statement represents the profit and loss account of the Company prepared in accordance with FRS 102. The 'Revenue' and 'Capital' columns represent supplementary information prepared under guidance issued by the Association of Investment Companies.

All revenue and capital items in the above statement derive from continuing operations.

 

No operations were acquired or discontinued in the year.

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

 

 

 

                   
 

MURRAY INCOME TRUST PLC

 

Statement of Financial Position

 

 

 

As at

As at

 

 

30 June 2021

30 June 2020

 

Notes

£'000

£'000

Fixed assets

 

 

 

Investments at fair value through profit or loss

10

1,202,290

561,207

 

 

 

 

Current assets

 

 

 

Other debtors and receivables

11

8,345

4,854

Cash and cash equivalents

 

4,493

16,365

 

 

12,838

21,219

 

 

 

 

Creditors: amounts falling due within one year

 

 

 

Other payables

 

(2,749)

(1,494)

Bank loans

 

(6,241)

(6,667)

 

12

(8,990)

(8,161)

Net current assets

 

3,848

13,058

Total assets less current liabilities

 

1,206,138

574,265

 

 

 

 

Creditors: amounts falling due after more than one year

 

 

 

2.51% Senior Loan Notes

 

(39,918)

(39,904)

4.37% Senior Loan Notes

 

(72,361)

-

 

13

(112,279)

(39,904)

Net assets

 

1,093,859

534,361

 

 

 

 

Capital and reserves

 

 

 

Share capital

14

29,882

17,148

Share premium account

 

438,213

24,020

Capital redemption reserve

 

4,997

4,997

Capital reserve

 

594,282

466,001

Revenue reserve

 

26,485

22,195

Total Shareholders' funds

 

1,093,859

534,361

 

 

 

 

Net asset value per Ordinary share

15

 

 

Debt at par value

 

934.6p

808.3p

 

 

 

 

The financial statements were approved by the Board of Directors and authorised for issue on 20 September 2021 and were signed on its behalf by:

Neil Rogan

 

 

 

Chairman

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

 

 

 

MURRAY INCOME TRUST PLC

 

Statement of Changes in Equity

 

For the year ended 30 June 2021

 

 

 

 

 

 

 

 

 

 

Share

Capital

 

 

 

 

 

Share

premium

redemption

Capital

Revenue

 

 

 

capital

account

reserve

reserve

reserve

Total

 

Notes

£'000

£'000

£'000

£'000

£'000

£'000

Balance at 1 July 2020

 

17,148

24,020

4,997

466,001

22,195

534,361

Net return after tax

 

-

-

-

128,281

32,936

161,217

Issue of shares on combination

19

12,734

414,486

-

-

-

427,220

Cost of shares issued in respect of the combination

 

-

(293)

-

-

-

(293)

Dividends paid

7

-

-

-

-

(28,646)

(28,646)

Balance at 30 June 2021

 

29,882

438,213

4,997

594,282

26,485

1,093,859

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended 30 June 2020

 

 

 

 

 

 

 

 

 

Share

Capital

 

 

 

 

 

Share

premium

redemption

Capital

Revenue

 

 

 

capital

account

reserve

reserve

reserve

Total

 

 

£'000

£'000

£'000

£'000

£'000

£'000

Balance at 1 July 2019

 

17,148

24,020

4,997

515,981

25,004

587,150

Net return after tax

 

-

-

-

(49,980)

20,164

(29,816)

Dividends paid

7

-

-

-

-

(22,973)

(22,973)

Balance at 30 June 2020

 

17,148

24,020

4,997

466,001

22,195

534,361

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

 

 

 

 

 

 

MURRAY INCOME TRUST PLC

 

Statement of Cash Flows

 

 

 

Year ended

Year ended

 

 

30 June 2021

30 June 2020

 

Notes

£'000

£'000

Operating activities

 

 

 

Net return before finance costs and taxation

 

163,346

(28,279)

Increase in accrued expenses

 

209

146

Overseas withholding tax

 

(943)

(380)

Dividend income

         3

(33,368)

(20,220)

Dividends received

 

31,894

21,418

Interest income

         3

(1)

(100)

Interest received

 

1

112

Interest paid

 

(1,455)

(1,144)

(Gains)/losses on investments

       10

(131,260)

47,204

Amortisation on Loan Notes

         6

(969)

8

Foreign exchange (gains)/losses

 

(62)

115

Increase  in other debtors

 

(100)

(2)

Stock dividends included in investment income

         3

(1,699)

(1,209)

Net cash inflow from operating activities

 

25,593

17,669

 

 

 

 

Investing activities

 

 

 

Purchases of investments

 

(199,801)

(177,178)

Sales of investments

 

153,910

171,725

Net cash acquired and received following the combination

       19

40,248

-

Costs associated with the combination

 

(2,519)

-

Net cash outflow from investing activities

 

(8,162)

(5,453)

 

 

 

 

Financing activities

 

 

 

Dividends paid

         7

(28,646)

(22,973)

Cost of shares issued in respect of the combination

 

(293)

-

Repayment of bank loans

 

(513)

(3,265)

Draw down of bank loans

 

507

3,093

Net cash outflow from financing activities

 

(28,945)

(23,145)

Decrease in cash

 

(11,514)

(10,929)

 

 

 

 

Analysis of changes in cash during the year

 

 

 

Opening balance

 

16,365

27,171

Effect of exchange rate fluctuations on cash held

 

(358)

123

Decrease in cash as above

 

(11,514)

(10,929)

Closing balance

 

4,493

16,365

 

 

 

 

The accompanying notes are an integral part of these financial statements.

 

 

 

MURRAY INCOME TRUST PLC

 

Notes to the Financial Statements

Year Ended 30 June 2021

 

1.

Principal activity. The Company is a closed-end investment company, registered in Scotland No SC012725, with its Ordinary shares being listed on the London Stock Exchange.

 

 

2.

Accounting policies

 

(a)

Basis of preparation. The financial statements have been prepared in accordance with Financial Reporting Standard 102, the Companies Act 2006 and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued in April 2021. The financial statements are prepared in Sterling which is the functional currency of the Company and rounded to the nearest £'000. They have also been prepared on the assumption that approval as an investment trust will continue to be granted. The accounting policies applied are unchanged from the prior year and have been applied consistently.

 

 

The Company's assets consist primarily of a diverse portfolio of listed equity shares nearly all of which, in most circumstances, are realisable within a very short timescale. The Board has set limits for borrowing and regularly reviews the level of any gearing, cash flow projections and compliance with banking and loan note covenants. The Directors are mindful of the principal risks and uncertainties disclosed, including the major disruption caused by the Covid-19 pandemic, and have reviewed forecasts detailing revenue and liabilities. Notwithstanding the continuing uncertain economic outlook caused by Covid-19, the Directors are satisfied that: the Company has adequate resources to continue in operational existence for the foreseeable future and at least twelve months from the date of approval of this Annual Report; the Company is financially sound; and the Company's key third party service providers had in place appropriate business continuity plans and had, and will, be able to maintain service levels despite the ongoing impact of the pandemic. Accordingly, the Board continues to adopt the going concern basis of accounting in preparing the financial statements.

 

 

(b)

Income. Dividends receivable on equity shares are treated as revenue for the year on an ex-dividend basis. Where no ex-dividend date is available dividends receivable on or before the year end are treated as revenue for the year. Where the Company has elected to receive dividends in the form of additional shares rather than cash, the amount of the cash dividend foregone is recognised as revenue and any residual amount is recognised as capital. Provision is made for any dividends not expected to be received. Special dividends are credited to capital or revenue, according to the circumstances. Dividend revenue is presented gross of any non-recoverable withholding taxes, which are disclosed separately within the Statement of Comprehensive Income.

 

 

 

Interest receivable from cash and short-term deposits and stock lending income is recognised on an accruals basis.

 

 

(c)

Expenses. All expenses are accounted for on an accruals basis. All expenses are charged through the revenue column of the Statement of Comprehensive Income except as follows:

 

 

- transaction costs on the acquisition or disposal of investments are recognised as a capital item in the Statement of Comprehensive Income.

 

 

- expenses are charged as a capital item in the Statement of Comprehensive Income where a connection with the maintenance or enhancement of the value of the investments can be demonstrated. In this respect the investment management fee has been allocated 30% to revenue and 70% to capital to reflect the Company's investment policy and prospective income and capital growth.

 

 

(d)

Taxation. Taxation represents the sum of tax currently payable and deferred tax. Any tax payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the Statement of Comprehensive Income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that were applicable at the Statement of Financial Position date.

 

 

Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the Statement of Financial Position date, where transactions or events that result in an obligation to pay more tax in the future or right to pay less tax in the future have occurred at the Statement of Financial Position date. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted. Timing differences are differences arising between the Company's taxable profits and its results as stated in the financial statements which are capable of reversal in one or more subsequent periods. Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws enacted or substantively enacted at the Statement of Financial Position date.

 

 

Due to the Company's status as an investment trust company and the intention to continue meeting the conditions required to obtain approval in the foreseeable future, the Company has not provided deferred tax on any capital gains and losses arising on the revaluation or disposal of investments. 

 

 

The tax effect of different items of income/gain and expenditure/loss is allocated between capital and revenue within the Statement of Comprehensive Income on the same basis as the particular item to which it relates using the Company's effective rate of tax for the year, based on the marginal basis.

 

 

(e)

Valuation of investments. The Company has chosen to apply the recognition and measurement provisions of IAS 39 Financial Instruments: Recognition and Measurement. All investments have been designated upon initial recognition at fair value through profit or loss. This is done because all investments are considered to form part of a group of financial assets which is evaluated on a fair value basis, in accordance with the Company's documented investment strategy, and information about the grouping is provided internally on that basis. Investments are recognised and de-recognised at trade date where a purchase or sale is under a contract whose terms require delivery within the timeframe established by the market concerned, and are measured initially at fair value. Subsequent to initial recognition, investments are valued at fair value through profit or loss. For listed investments, this is deemed to be bid market prices or closing prices for SETS (London Stock Exchange's electronic trading service) stocks sourced from the London Stock Exchange. Gains and losses arising from changes in fair value are included in the net return for the period as a capital item in the Statement of Comprehensive Income and are ultimately recognised in the capital reserve.

 

 

(f)

Cash and cash equivalents. Cash comprises cash in hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to insignificant risk of change in value.

 

(g)

Borrowings and finance costs. Borrowings of interest bearing bank loans and 2.51% Senior Loan Notes are recognised initially at the fair value of the consideration received, net of any issue expenses, and subsequently at amortised cost using the effective interest method. Borrowings of 4.37% Senior Loan Notes, which were novated to the Company on the merger with Perpetual Income and Growth Investment Trust plc, were recorded initially at their fair value of £73,344,000 and are amortised over the remaining life of the loan towards their redemption value of £60,000,000. The amortisation adjustment is presented as a finance cost. Finance costs accrue using the effective interest rate over the life of the borrowings and are allocated 30% to revenue and 70% to capital.

 

 

(h)

Traded options. The Company may enter into certain derivative contracts (eg options) to gain exposure to the market. The option contracts are classified as fair value through profit or loss, held for trading, and accounted for as separate derivative contracts and are therefore shown in other assets or other liabilities at their fair value ie market value. The premium on the option (as with written options generally) is treated as the option's initial fair value and is recognised over the life of the option in the revenue column of the Statement of Comprehensive Income along with fair value changes in the open position which occur due to the movement in underlying securities. Losses realised on the exercise of the contracts are recorded in the capital column of the Statement of Comprehensive Income as they arise. Where the Company enters into derivative contracts to manage market risk, gains or losses arising on such contracts are recorded in the capital column of the Statement of Comprehensive Income.

 

 

(i)

Segmental reporting. The Directors are of the opinion that the Company is engaged in a single segment of business activity, being investment business. Consequently, no business segmental analysis is provided.

 

(j)

Nature and purpose of reserves

 

 

Share capital. The Ordinary share capital on the Statement of Financial Position relates to the number of shares in issue and in treasury. Only when the shares are cancelled, either from treasury or directly, is a transfer made to the capital redemption reserve. This is a non-distributable reserve.

 

 

Share premium account. The balance classified as share premium includes the premium above nominal value from the proceeds on issue of any equity share capital comprising Ordinary shares of 25p and includes the premium arising following the issue of shares on the combination with Perpetual Income and Growth Investment Trust plc on 17 November 2020. This is a non-distributable reserve.

 

 

 

Capital redemption reserve. The capital redemption reserve reflects the cancellation of Ordinary shares, when an amount equal to the par value of the Ordinary share capital is transferred from the share capital reserve to the capital redemption reserve. This is a non-distributable reserve.

 

 

 

Capital reserve. This reserve reflects any gains or losses on investments realised in the period along with any movements in the fair value of investments held that have been recognised in the Statement of Comprehensive Income. These include gains and losses from foreign currency exchange differences. Additionally, expenses, including finance costs, are charged to this reserve in accordance with (c) and (g) above. When making a distribution to shareholders, the Directors determine profits available for distribution by reference to 'Guidance on realised and distributable profits under the Companies Act 2006' issued by the Institute of Chartered Accountants in England  and Wales and the Institute of Chartered Accountants of Scotland in April 2017. The availability of distributable reserves in the Company is dependent on those distributions meeting the definition of qualifying consideration within the guidance and on available cash resources of the Company and other accessible sources of funds. The distributable reserves are therefore subject to any future restrictions or limitations at the time such distribution is made.

 

 

 

The capital reserve, to the extent it constitutes realised profits, is distributable. This may include unrealised gains/(losses) on investments where these are readily convertible to cash. The amount of the capital reserve that is distributable is complex to determine and is not necessarily the full amount of the reserve as disclosed within these financial statements of £594,282,000 as at 30 June 2021 as this is subject to fair value movements and may not be readily realisable at short notice.

 

 

 

Revenue reserve. This reserve reflects all income and costs which are recognised in the revenue column of the Statement of Comprehensive Income. The revenue reserve is distributable by way of dividend.

 

 

(k)

Treasury shares. When the Company buys back the Company's equity share capital as treasury shares, the amount of the consideration paid, including directly attributable costs and any tax effects, is recognised as a deduction from equity. When these shares are sold or reissued subsequently, the net amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to or from the capital reserve.

 

(l)

Dividends payable. Final dividends are recognised from the date on which they are approved by Shareholders. Interim dividends are recognised when paid. Dividends are shown in the Statement of Changes in Equity.

 

(m)

Foreign currency. Transactions in foreign currencies are converted to Sterling at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities and non-monetary assets held at fair value denominated in foreign currencies are translated into Sterling at rates of exchange ruling at the Statement of Financial Position date. Exchange gains and losses are taken to the Statement of Comprehensive Income as a capital or revenue item depending on the nature of the underlying item.

 

(n)

Significant estimates and judgements. The Directors do not believe that any accounting estimates or judgements have been applied to these financial statements that have a significant risk of causing material adjustment to the carrying amount of assets and liabilities. However the Directors have made a judgement that the acquisition of assets and liabilities from Perpetual Income and Growth Investment Trust plc outlined in Note 19 does not meet the definition of a business combination under FRS 102 and accordingly have not accounted for it as such in these financial statements.

 

 

3.

Income

 

 

 

 

 2021

 2020

 

 

 £'000

 £'000

 

Income from investments

 

 

 

UK dividends (all listed):

 

 

 

- ordinary

    24,539

    14,903

 

- special

     1,251

        434

 

Property income dividends

     1,007

        675

 

Overseas dividends (all listed)

 

 

 

- ordinary

     4,773

     2,999

 

- special

          99

            -

 

Stock dividends

     1,699

     1,209

 

 

    33,368

    20,220

 

 

 

 

 

Other income

 

 

 

Deposit interest

            1

        100

 

Stock lending income

            -

          12

 

Traded option premiums

     2,504

     2,472

 

Compensation payments

        106

            -

 

 

     2,611

     2,584

 

Total income

    35,979

    22,804

 

 

 

 

 

Special dividends of £nil (2020 - £1,331,000) have also been recognised in capital, making a total of £1,350,000 (2020 - £1,765,000) special dividends for the year.

 

During the year, the Company received premiums totalling £2,504,000 (2020 - £2,472,000) in exchange for entering into derivative transactions. At the year end there were no open positions (2020 - same).

 

Other income includes an amount of £101,000 for compensation received from the Manager. This receipt offset an HMRC penalty of £91,000 and related interest of £10,000 which arose due to the Manager's late payment of stamp duty to HMRC on the Company's behalf. A further £5,000 was received from the Manager in respect of a trading error which occurred during the year.

 

 

4.

Investment management fee

 

 

 

 

 

 

 

 

 2021

 2020

 

 

 Revenue

 Capital

 Total

 Revenue

 Capital

 Total

 

 

 £'000

 £'000

 £'000

 £'000

 £'000

 £'000

 

Management fee

        753

     1,759

     2,512

        798

     1,861

     2,659

 

 

 

 

 

 

 

 

 

The management fee is based on 0.55% per annum for net assets up to £350 million, 0.45% per annum on the next £100 million of net assets and 0.25% per annum for net assets over £450 million, calculated and paid monthly. The fee has been allocated 30% to revenue and 70% to capital. The management agreement is terminable on three months' notice. The fee payable to ASFML at the year end was £584,000 (2020 - £427,000).

 

ASFML agreed to waive the management fee payable by the Company in respect of the net assets transferred to the Company for a period of 182 days following completion of the merger on 17 November 2020. This amounted to approximately £804,000.

 

Under the terms of the management agreement, the value of the Company's investments in commonly managed funds is excluded from the calculation of the management fee. The Company held no such commonly managed funds at the year end (2020 - Standard Life UK Smaller Companies Trust PLC valued at £4,950,000).

 

 

5.

Administrative expenses

 

 

 

 

2021

2020

 

 

£'000

£'000

 

Shareholders' services{A}

507

407

 

Directors' remuneration{B}

201

167

 

Secretarial fees{C}

90

90

 

Registrars fees

128

83

 

Depositary fees

100

78

 

HMRC penalty{D}

91

-

 

Custody fees

49

35

 

Printing and postage

60

53

 

Auditor's remuneration:

 

 

 

- fees payable to the Company's auditor for the audit of the Company's annual accounts

38

29

 

Legal and professional fees

59

41

 

Other expenses

120

122

 

 

1,443

1,105

 

 

{A} Includes savings scheme and other wrapper administration and promotion expenses, paid to ASFML under a delegation agreement with ASFML to cover promotional activities during the year. There was £120,000 (2020 - £229,000) due to ASFML in respect of these promotional activities at the year end.

 

{B} Refer to the Fees Payable section of the Directors' Remuneration Report for further details.

 

{C} Payable to ASFML, balance outstanding of £23,000 (2020 - £23,000) at the year end.

 

 

{D} Relating to the late payment of stamp duty arising on the transfer of assets from Perpetual Income and Growth Investment Trust plc to the Company during the year.

 

With the exception of Auditor's remuneration for the statutory audit, all of the expenses above include irrecoverable VAT where applicable. The Auditor's remuneration for the statutory audit excludes VAT amounting to £7,000 (2020 - £6,000).

         

 

 

6.

 Finance costs

 

 

 

 

 

 

 

 

 2021

 2020

 

 

 Revenue

 Capital

 Total

 Revenue

 Capital

 Total

 

 

 £'000

 £'000

 £'000

 £'000

 £'000

 £'000

 

Bank loans and overdraft interest

          43

          98

        141

          39

          91

        130

 

Senior Loan Notes 

        798

     1,862

     2,660

        301

        703

     1,004

 

Interest payable to HMRC

          10

            -

          10

            -

            -

            -

 

Amortisation of 2.51% Senior Loan Note issue expenses

            4

          10

          14

            2

            6

            8

 

Amortisation of 4.37% Senior Loan Note

(295)

(688)

(983)

            -

            -

            -

 

 

        560

     1,282

     1,842

        342

        800

     1,142

 

 

 

 

 

 

 

 

 

The 4.37% Senior Loan Notes, with a par value £60,000,000, were novated to the Company following the combination with Perpetual Income and Growth Investment Trust plc (note 19). They were novated at fair value of £73,344,000 and will be amortised over the remaining life of the loan.

 

Interest payable includes an amount of £10,000 relating to the late payment of stamp duty to HMRC arising on the transfer of assets from Perpetual Income and Growth Investment Trust plc to the Company during the year.

 

With the exception of the interest payable to HMRC, which is allocated wholly to revenue, finance costs are allocated 30% to revenue and 70% to capital.

 

 

7.

Ordinary dividends on equity shares

 

 

 

 

 

 

2021

 

2020

 

 

 

Rate

£'000

Rate

£'000

 

Fourth interim dividend previous year

9.50p

6,280

10.00p

6,611

 

First interim dividend current year

12.55p

8,297

8.25p

5,454

 

Second interim dividend current year

3.95p

4,623

8.25p

5,454

 

Third interim dividend current year

8.25p

9,656

8.25p

5,454

 

Return of unclaimed dividends

 

(210)

 

-

 

 

 

28,646

 

22,973

 

 

 

 

 

 

 

The fourth interim dividend for 2021 has not been included as a liability in these financial statements as it was not paid until after the reporting date.

 

Set out below are the total dividends paid and proposed in respect of the financial year, which is the basis on which the requirements of Section 1158-1159 of the Corporation Tax Act 2010 are considered. The revenue available for distribution by way of dividend for the year is £32,936,000 (2020 - £20,164,000).

 

 

 

 

 

 

 

 

2021

 

2020

 

     

 

Rate

£'000

Rate

£'000

 

Three interim dividends of 12.55p, 3.95p and 8.25p (2020: 8.25p each)

24.75p

22,576

24.75p

16,362

 

Fourth interim dividend

9.75p

11,412

9.50p

6,280

 

 

34.50p

33,988

34.25p

22,642

               

 

 

8.

 Taxation

 

 

 

 

 

 

 

 

 

 

2021

 

 

2020

 

 

 

 

Revenue

 Capital

 Total

Revenue

 Capital

 Total

 

 

 

£'000

£'000

£'000

£'000

£'000

£'000

 

(a)

Analysis of charge for the year

 

 

 

 

 

 

 

 

Overseas tax incurred

1,102

-

1,102

709

-

709

 

 

Overseas tax reclaimable

(815)

-

(815)

(314)

-

(314)

 

 

Total tax charge for the year

287

-

287

395

-

395

 

 

 

 

 

 

 

 

 

 

 (b)

 

Factors affecting the tax charge for the year. The UK corporation tax rate is 19% (2020 - 19%). The tax charge for the year is lower than the corporation tax rate (2020 - same). The differences are explained below:

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

 

2020

 

 

 

 

 Revenue

 Capital

 Total

 Revenue

 Capital

 Total

 

 

 

£'000

£'000

£'000

£'000

£'000

£'000

 

 

Net return before taxation

33,223

128,281

161,504

20,559

(49,980)

(29,421)

 

 

 

 

 

 

 

 

 

 

 

Net return multiplied by the standard rate of corporation tax of 19% (2020 - 19%)

6,312

24,373

30,685

3,906

(9,496)

(5,590)

 

 

Effects of:

 

 

 

 

 

 

 

 

Non-taxable UK dividends

(5,091)

-

(5,091)

(2,914)

-

(2,914)

 

 

Non-taxable stock dividends

-

-

-

(154)

-

(154)

 

 

Non-taxable overseas dividends

(1,011)

-

(1,011)

(597)

-

(597)

 

 

Expenses not deductible for tax purposes

19

-

19

1

-

1

 

 

Movement in unutilised management expenses

(229)

578

349

(242)

505

263

 

 

Realised and unrealised (gains) / losses on investments held

-

(24,939)

(24,939)

-

8,969

8,969

 

 

Currency movements not taxable

-

(12)

(12)

-

22

22

 

 

Overseas tax payable

287

-

287

395

-

395

 

 

Total tax charge

287

-

287

395

-

395

 

 

 

 

 

 

 

 

 

 

(c)

Factors that may affect future tax charges. No provision for deferred tax has been made in the current or prior accounting period.

 

 

The Company has not provided for deferred tax on capital gains or losses arising on the revaluation or disposal of investments as it is exempt from tax on these items because of its status as an investment trust company.

 

 

At the year end, the Company has, for taxation purposes only, accumulated unrelieved management expenses and loan relationship deficits of £68,702,000 (2020 - £66,866,000). A deferred tax asset at the standard rate of corporation of 25% (2020 - 19%) of £17,176,000 (2020 - £12,705,000) has not been recognised and these expenses will only be utilised if the Company has profits chargeable to corporation tax in the future. It is considered too uncertain that the Company will generate such profits and therefore no deferred tax asset has been recognised. The Finance Act 2021 received Royal Assent on 10 June 2021 and the rate of Corporation Tax of 25% effective from 1 April 2023 has been used to calculate the potential deferred tax asset of £17,176,000.

 

 

9.

Return per Ordinary share

 

 

 

 

 

 

2021

2020

 

 

£'000

p

£'000

p

 

Returns are based on the following figures:

 

 

 

 

 

Revenue return

32,936

33.7

20,164

30.5

 

Capital return

128,281

131.4

(49,980)

(75.6)

 

Total return

161,217

165.1

(29,816)

(45.1)

 

 

 

 

 

 

 

Weighted average number of Ordinary shares in issue

 

  97,648,914

 

  66,110,413

 

 

10.

Investments at fair value through profit or loss

 

 

 

 

 2021

 2020

 

 

 £'000

 £'000

 

Opening book cost

461,306

447,473

 

Opening investment holdings gains

99,901

155,163

 

Opening fair value

561,207

602,636

 

 

Analysis of transactions made during the year

 

 

 

Assets acquired on combination with Perpetual Income and Growth Investment Trust plc

459,361

-

 

Costs associated with the combination{A}

2,519

-

 

Purchases at cost

202,157

175,595

 

Sales proceeds received

(154,214)

(169,820)

 

Gains/(losses) on investments

131,260

(47,204)

 

Closing fair value

1,202,290

561,207

 

 

 

 

 

Closing book cost

          995,661

          461,306

 

Closing investment gains

          206,629

           99,901

 

Closing fair value

1,202,290

561,207

 

 

 

 

 

 

2021

2020

 

Gains/(losses) on investments

£'000

£'000

 

Costs associated with the combination{A}

(2,519)

-

 

Realised gains on sale of investments at fair value

27,051

8,058

 

Net movement in investment holdings gains

106,728

(55,262)

 

 

131,260

(47,204)

 

 

{A} Costs associated with the acquisition of assets from Perpetual Income and Growth Investment Trust plc, comprising £1,863,000 relating to stamp duty and financial transaction taxes and £656,000 relating to professional fees. These costs have been included, together with the gains/(losses) on investments of £133,779,000 above, in the gains/(losses) on investments of £131,260,000 in the Statement of Comprehensive Income.

 

 

 

 

 

The Company received £154,214,000 (2020 - £169,820,000) from investments sold in the year. The book cost of these investments when they were purchased was £127,085,000 (2020 - £161,761,000). These investments have been revalued over time and until they were sold any unrealised gains/(losses) were included in the fair value of the investments.

 

 

The Company may write and purchase both exchange traded and over the counter derivative contracts as part of its investment policy. The Company pledges collateral greater than the market value of the traded options in accordance with standard commercial practice. At 30 June 2021 there were no shares pledged as part of the option underwriting programme (30 June 2020, financial assets comprising shares were pledged with Credit Suisse). The liability of collateral held at the year end was £nil as no open positions existed (2020 - nil).

 

Transaction costs. During the year expenses were incurred in acquiring or disposing of investments classified at fair value through profit or loss. These have been expensed through capital and are included within gains on investments in the Statement of Comprehensive Income. The total costs were as follows:

 

 

 

 

 

 

2021

2020

 

 

£'000

£'000

 

Purchases

                909

                680

 

Costs associated with the combination

             2,519

                    -

 

Sales

                  77

                  82

 

 

             3,505

                762

 

 

 

 

 

The above transaction costs are calculated in line with the AIC SORP. The transaction costs in the Company's Key Information Document are calculated on a different basis and in line with the PRIIPs regulations.

 

 

 

 

 

 

2021

2020

 

Stock lending

£'000

£'000

 

Aggregate value of securities on loan at the year end

                  -  

-

 

Maximum aggregate value of securities on loan during the year

                  -  

26,479

 

Fee income from stock lending

                  -  

12

 

 

 

 

 

Stock lending is the temporary transfer of securities by a lender to a borrower, with an agreement by the borrower to return equivalent securities to the lender at an agreed date. Fee income is received for making the investments available to the borrower. The principal risks and rewards of holding the investments, namely the market movements in share prices and dividend income, are retained by the Company. In all cases the securities lent continue to be recognised on the Statement of Financial Position.

 

All stocks lent under these arrangements are fully secured by collateral. The value of the collateral held at 30 June 2021 was £nil (2020 - £nil).

           

 

11.

 Other debtors and receivables

 

 

 

 

 2021

 2020

 

 

 £'000

 £'000

 

 Amounts due from brokers

      2,914

      2,610

 

 Accrued income

      2,415

         941

 

 Taxation recoverable

      2,899

      1,287

 

 Prepayments

         117

          16

 

 

      8,345

      4,854

 

 

12.

 Creditors: amounts falling due within one year

 

 

 

 

 

 

 

 

 2021

 2020

 

 

 

 

 £'000

 £'000

 

 Other creditors

 

 

             1,558

         960

 

 Amounts due to brokers

 

 

             1,191

         534

 

 Bank loans

 

 

             6,241

      6,667

 

 

 

 

             8,990

      8,161

 

 

 

 

 

 

 

The Company's three year £20 million multi-currency unsecured revolving bank credit facility with Scotiabank (Ireland) expired on 6 November 2020. The Company entered into a new one year £20 million multi-currency unsecured revolving bank credit facility with Scotiabank Europe, committed until 3 November 2021. Under the terms of the agreement, advances from the facility may be made for periods of up to six months or for such longer periods agreed by the lender.

 

As at 30 June 2021, the Company had drawn down the following amounts from the facility, all with a maturity date of 7 July 2021:

 

 

 

 

 

 

 

 

2021

 

2020

 

 

 

Currency

£'000

Currency

£'000

 

Swiss Franc at an all-in rate of 0.95% (2020: 0.85%)

       2,500,000

      1,958

       3,000,000

      2,562

 

Euro at an all-in rate of 0.95% (2020: 0.85%)

       2,326,000

      1,997

       1,800,000

      1,636

 

Norwegian Krone at an all-in rate of 1.13% (2020: 1.01%)

     13,145,000

      1,106

     12,500,000

      1,049

 

Danish Krona at an all-in rate of 0.95% (2020: 0.85%)

       5,410,000

         624

       6,000,000

         732

 

US Dollar at an all-in rate of 1.03% (2020: 1.03475%)

         768,000

         556

         850,000

         688

 

 

 

      6,241

 

6,667

 

 

 

 

 

 

 

At the date this Report was approved, the Company had drawn down the following amounts from the facility, all with a maturity date of 30 September 2021:

 

- Swiss Franc 2,500,000 at an all-in rate of 0.95%, equivalent to £1,953,000.

 

 

 

 

- Euro 2,326,000 at an all-in rate of 0.95%, equivalent to £1,986,000.

 

 

 

 

 

- Norwegian Krone 13,145,000 at an all-in rate of 1.16%, equivalent to £1,101,000.

 

 

 

 

- Danish Krona 5,410,000 at an all-in rate of 0.95%, equivalent to £621,000.

 

 

 

 

- US Dollar 768,000 at an all-in rate of 1.03086%, equivalent to £559,000.

 

 

 

 

Financial covenants contained within the loan agreement provide, inter alia, that the ratio of net assets to borrowings must be greater than 3.5:1 and that net assets must exceed £550 million. All financial covenants were met during the year and also during the period from the year end to the date of this report.

                   

 

 

13.

 Creditors: amounts falling due after more than one year

 

 

 

 

 2021

 2020

 

 

 £'000

 £'000

 

 2.51% Senior Loan Notes

    40,000

   40,000

 

 Unamortised 2.51% Senior Loan Notes issue expenses

(82)

(96)

 

 4.37% Senior Loan Notes at fair value

    73,344

         -  

 

 Amortisation of 4.37% Senior Loan Note

(983)

         -  

 

 

   112,279

   39,904

 

 

 

 

 

On 8 November 2017 the Company issued £40,000,000 of 10 year Senior Loan Notes at a fixed rate of 2.51%. Interest is payable in half yearly instalments in May and November and the Loan Notes are due to be redeemed at par on 8 November 2027. The Loan Notes are secured by a floating charge over the whole of the assets of the Company. The Company has complied with the Senior Loan Note Purchase Agreement covenant throughout the year that the ratio of net assets to gross borrowings must be greater than 3.5:1, and that net assets will not be less than £550,000,000.

 

As a result of the combination with Perpetual Income and Growth Investment Trust plc on 17 November 2020, £60,000,000 of 15 year Senior Loan Notes at a fixed rate of 4.37% issued on 8 May 2014 were novated to the Company. Under FRS 102 the loan notes are required to be recorded initially at their fair value of £73,344,000 in the Company's Financial Statements and are then amortised over the remaining life of the loan towards their redemption value of £60,000,000. The amortisation adjustment is presented as a finance cost, split 70% to capital and 30% to revenue. Interest is payable in half yearly instalments in May and November and the Loan Notes are due to be redeemed at par on 8 May 2029. The Loan Notes are secured by a floating charge over the whole of the assets of the Company. The Company has complied with the Note Purchase Agreement that the ratio of net assets to gross borrowings must be greater than 3.5:1, and that net assets will not be less than £550,000,000 throughout the year.

 

 

 

14.

 Share capital

 

 

 

 

 

 

2021

2020

 

 

 Shares

 £'000

 Shares

 £'000

 

 Allotted, called-up and fully-paid:

 

 

 

 

 

 Ordinary shares of 25p each: publicly held

 117,046,487

    29,261

66,110,413

    16,527

 

 Ordinary shares of 25p each: held in treasury

     2,483,045

        621

  2,483,045

        621

 

 

 119,529,532

    29,882

68,593,458

    17,148

 

 

 

 

 

 

 

During the year no Ordinary shares were bought back (2020 - nil) by the Company. The Company's policy relating to the purchase of its own Ordinary shares is detailed in the Directors' Report.

 

During the year 50,936,074 Ordinary shares were issued in exchange for £427.2 million of net assets from Perpetual Income and Growth Investment Trust plc (note 19).

 

 

15.

Net asset value per Ordinary share. The net asset value per Ordinary share and the net asset value attributable to the Ordinary shares at the year end follow. These were calculated using 117,046,487 (2020 - 66,110,413) Ordinary shares in issue at the year end (excluding treasury shares).

 

 

 

 

 

 

 

 

 2021

 2020

 

 

 

Net Asset Value Attributable

Net Asset Value Attributable

 

 £'000

 pence

 £'000

 pence

 

Net asset value - debt at par

1,093,859

934.6

534,361

808.3

 

Add: amortised cost of 2.51% Senior Loan Notes

39,918

34.1

39,904

60.4

 

Less: fair value of 2.51% Senior Loan Notes

(40,000)

(34.2)

(40,266)

(61.0)

 

Add: amortised cost of 4.37% Senior Loan Notes

72,361

61.8

-

-

 

(70,893)

(60.6)

-

-

 

Net asset value - debt at fair value

1,095,245

935.7

533,999

807.7

 

 

16.

Analysis of changes in net debt

 

 

 

 

 

 

 

 At

1 July 2020

 Currency 

 differences

Cash flows

Non-cash

movements

 At

30 June 2021

 

 

 

 

 

 £'000

 £'000

 £'000

 £'000

 £'000

 

 Cash and cash equivalents

16,365

(358)

(11,514)

-

4,493

 

 Debt due within one year

(6,667)

420

6

-

(6,241)

 

 Debt due after more than one year

(39,904)

-

-

(72,375)

(112,279)

 

 

(30,206)

62

(11,508)

(72,375)

(114,027)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 At

 Currency 

 

Non-cash

 At

 

 

1 July 2019

 differences

Cash flows

movements

30 June 2020

 

 

 £'000

 £'000

 £'000

 £'000

 £'000

 

 Cash and cash equivalents

27,171

123

(10,929)

-

16,365

 

 Debt due within one year

(6,601)

(238)

172

-

(6,667)

 

 Debt due after more than one year

(39,896)

-

-

(8)

(39,904)

 

 

(19,326)

(115)

(10,757)

(8)

(30,206)

 

 

 

 

 

 

 

 

A statement reconciling the movement in net funds to the net cash flow has not been presented as there are no differences from the above analysis.

 

17.

Financial instruments

 

 

 

 

 

This note summarises the risks deriving from the financial instruments that comprise the Company's assets and liabilities

 

The Company's investment activities expose it to various types of financial risk associated with the financial instruments and markets in which it invests. The Company's financial instruments, other than derivatives, comprise securities and other investments, cash balances, liquid resources, loans and debtors and creditors that arise directly from its operations; for example, in respect of sales and purchases awaiting settlement, and debtors for accrued income. The Company also has the ability to enter into derivative transactions in the form of forward foreign currency contracts, futures and options, subject to Board approval, for the purpose of enhancing portfolio returns and for hedging purposes in a manner consistent with the Company's broader investment policy. As at 30 June 2021 there were no open positions in derivatives transactions (2020 - same).

 

Risk management framework. The directors of Aberdeen Standard Fund Managers Limited collectively assume responsibility for ASFML's obligations under the AIFMD including reviewing investment performance and monitoring the Company's risk profile during the year.

 

ASFML is a wholly owned subsidiary of the abrdn Group ("the Group"), which provides a variety of services and support to ASFML in the conduct of its business activities, including in the oversight of the risk management framework for the Company. ASFML has delegated the day to day administration of the investment policy to Aberdeen Asset Managers Limited, which is responsible for ensuring that the Company is managed within the terms of its investment guidelines and the limits set out in its pre-investment disclosures to investors (details of which can be found on the Company's website). ASFML has retained responsibility for monitoring and oversight of investment performance, product risk and regulatory and operational risk for the Company.

 

The Manager conducts its risk oversight function through the operation of the Group's risk management processes and systems which are embedded within the Group's operations. The Group's Risk Division ("the Division") supports management in the identification and mitigation of risks and provides independent monitoring of the business. The Division includes Compliance, Business Risk, Market Risk, Risk Management and Legal. The team is headed up by the Group's Head of Risk, who reports to the CEO of the Group. The Risk Division achieves its objective through embedding the Risk Management Framework throughout the organisation using the Group's operational risk management system ("SHIELD").

 

The Group's Internal Audit Department is independent of the Risk Division and reports directly to the Group CEO and to the Audit Committee of the Group's Board of Directors. The Internal Audit Department is responsible for providing an independent assessment of the Group's control environment.

 

The Group's corporate governance structure is supported by several committees to assist the board of directors, its subsidiaries and the Company to fulfil their roles and responsibilities. The Group's Risk Division is represented on all committees, with the exception of those committees that deal with investment recommendations. The specific goals and guidelines on the functioning of those committees are described in the committees' terms of reference.

 

Risk management of the financial instruments. The main risks the Company faces from these financial instruments are (a) market risk (comprising (i) interest rate, (ii) foreign currency and (iii) other price risk), (b) liquidity risk and (c) credit risk.

 

In order to mitigate risk, the investment strategy is to select investments for their fundamental value. Stock selection is therefore based on disciplined accounting, market and sector analysis. It is the Board's policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from factors specific to a particular sector. The Attribution Analysis, detailing the allocation of assets and the stock selection, is shown in the Performance Attribution table in the Investment Manager's Report. The Investment Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to consider investment strategy. Current strategy is detailed in the Chairman's Statement, in the Investment Manager's Report and in Overview of Strategy.

 

The Board has agreed the parameters for net gearing, which was 10.3% of net assets as at 30 June 2021 (2020 - 5.3%). The Manager's policies for managing these risks are summarised below and have been applied throughout the current and previous year. The numerical disclosures in the tables listed below exclude short-term debtors and creditors.

 

17 (a) Market risk. The Company's investment portfolio is exposed to market price fluctuations, which are monitored by the Manager in pursuance of the investment objective. Adherence to investment guidelines and to investment and borrowing powers set out in the management agreement mitigates the risk of exposure to any particular security or issuer. Further information on the investment portfolio is set out in the Investment Manager's Report.

 

Market price risk arises mainly from uncertainty about future prices of financial instruments used in the Company's operations. It represents the potential loss the Company might suffer through holding market positions as a consequence of price movements. It is the Board's policy to hold equity investments in the portfolio in a broad spread of sectors in order to reduce the risk arising from factors specific to a particular sector. A summary of investment changes during the year under review and an analysis of the equity portfolio by sector may be found in the Annual Report. 

 

 

 

17 (a)(i) Interest rate risk. Interest rate movements may affect:

 

 

 

- the level of income receivable on cash deposits;

 

 

 

 

- interest payable on the Company's variable rate borrowings; and

 

 

 

- the fair value of any investments in fixed interest rate securities.

 

 

 

Management of the risk. The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are taken into account when making investment and borrowing decisions. Details of the bank loan and interest rates applicable can be found in note 12.

 

The Board imposes borrowing limits to ensure gearing levels are appropriate to market conditions and reviews these on a regular basis. Interest rate risk is the risk of movements in the value of financial instruments as a result of fluctuations in interest rates.

 

Financial assets. The interest rate risk of the portfolio of financial assets at the reporting date was as follows:

 

 

 

 

 

 

 

 

 Floating rate

 Non-interest bearing

 

 

 2021

 2020

 2021

 2020

 

 

 £'000

 £'000

 £'000

 £'000

 

 Danish Krone

                 -

                       -

         

16,757

                7,606

 

 Euro

                 -

                       -

         

42,023

       20,590

 

 Norwegian Krone

                 -

                       -

         

23,221

             12,517

 

 Sterling

        

 3,809

            

 16,365

   

 1,069,162

             480,762

 

 Swiss Francs

             684

                       -

        

 30,958

              31,845

 

 Taiwan Dollars

                 -

                       -

          

 6,859

                       -

 

 US Dollars

                 -

                       -

       

  13,310

                7,887

 

 Total

           4,493

              16,365

     1,202,290

    561,207

 

 

 

 

 

 

 

The floating rate assets consist of cash deposits on call earning interest at prevailing market rates.

 

The non-interest bearing assets represent the equity element of the portfolio.

 

 

Financial liabilities. The Company has floating rate borrowings by way of its loan facility and fixed rate senior loan note issues, details of which are in notes 12 and 13.

                 

 

 

 

Interest rate sensitivity. The sensitivity analysis below has been determined based on the exposure to interest rates for both derivative and non-derivative instruments at the reporting date and the stipulated change taking place at the beginning of the financial year and held constant in the case of instruments that have floating rates.

 

If interest rates had been 1% higher or lower and all other variables were held constant, the Company's profit before tax for the year ended 30 June 2021 and net assets would increase/decrease by £12,000 (2020 - £97,000) respectively. This is mainly attributable to the Company's exposure to interest rates on its floating rate cash balances and borrowings.

 

17 (a)(ii) Foreign currency risk. A proportion of the Company's investment portfolio is invested in overseas securities whose values are subject to fluctuation due to changes in foreign exchange rates. In addition, the impact of changes in foreign exchange rates upon the profits of investee companies can result, indirectly, in changes in their valuations. Consequently, the Statement of Financial Position can be affected by movements in exchange rates.

 

Management of the risk. The revenue account is subject to currency fluctuations arising on dividends receivable in foreign currencies and, indirectly, due to the impact of foreign exchange rates upon the profits of investee companies. It is not the Company's policy to hedge this currency risk but the Board keeps under review the currency returns in both capital and income.

 

Foreign currency risk exposure by currency of denomination falling due within one year is set out in the table below. Net monetary assets/(liabilities) comprise cash and loan balances and exclude other debtors and receivables and other payables.

 

 

 

 

 

 

 

 

 

 

 30 June 2021

 30 June 2020

 

 

 

Net

 

 

Net

 

 

 

 

monetary

Total

 

monetary

Total

 

 

 

assets/

currency

 

assets/

currency

 

 

Investments

(liabilities)

exposure

Investments

(liabilities)

exposure

 

 

£'000

£'000

£'000

£'000

£'000

£'000

 

Danish Krone

16,757

(624)

16,133

7,606

(732)

6,874

 

Euro

42,023

(1,580)

40,443

20,590

(1,636)

18,954

 

Norwegian Krone

23,221

(1,106)

22,115

12,517

(1,049)

11,468

 

Swiss Francs

30,958

(1,274)

29,684

31,845

(2,562)

29,283

 

Taiwan Dollars

6,859

-

6,859

-

-

-

 

US Dollars

13,310

(556)

12,754

7,887

(688)

7,199

 

Total

133,128

(5,140)

127,988

80,445

(6,667)

73,778

 

 

 

 

 

 

 

 

 

Foreign currency sensitivity. The following table details the impact on the Company's net assets to a 10% decrease (in the context of a 10% increase the figures below should all be read as negative) in Sterling against the foreign currencies in which the Company has exposure. The sensitivity analysis includes foreign currency denominated monetary and non-monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

2020

 

 

 

 

 

 

£'000

£'000

 

Danish Krone

 

 

 

 

1,613

687

 

Euro

 

 

 

 

4,044

1,895

 

Norwegian Krone

 

 

 

 

2,212

1,147

 

Swiss Francs

 

 

 

 

2,968

2,928

 

Taiwan Dollars

 

 

 

 

686

-

 

US Dollars

 

 

 

 

1,275

720

 

Total

 

 

 

 

12,798

7,377

 

 

 

17 (a)(iii) Other price risk. Other price risks (ie changes in market prices other than those arising from interest rate or currency risk) may affect the value of the quoted investments.

 

 

Management of the risk. It is the Board's policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from factors specific to a particular sector. The allocation of assets to international markets and the stock selection process, as detailed in the section "Delivering the Investment Policy" (in the Strategic Report, both act to reduce market risk. The Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to review investment strategy.

 

Other price risk sensitivity. If market prices at the reporting date had been 10% higher or lower while all other variables remained constant, the return attributable to Ordinary shareholders and equity for the year ended 30 June 2021 would have increased/decreased by £120,229,000 (2020 - £56,120,000).

 

17 (b) Liquidity risk. This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities as they fall due in line with the maturity profile analysed as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Within

Within

Within

More than

 

 

 

 

 

 1 year

 1-3 years

 3-5 years

 5 years

 Total

 

At 30 June 2021

 

 

£000

£000

£000

£000

£000

 

Bank loans

 

 

6,241

-

-

-

    6,241

 

2.51% Loan Notes

 

 

-

-

-

  40,000

  40,000

 

4.37% Loan Notes

 

 

-

-

-

  60,000

  60,000

 

Interest cash flows on bank loans

 

 

           5

            -

            -

            -

           5

 

Interest cash flows on 2.51% Senior Loan Notes

 

 

    1,004

    2,008

    2,008

    1,506

    6,526

 

Interest cash flows 4.37% Senior Loan Notes

 

 

    2,622

    5,244

    5,244

    7,866

  20,976

 

Cash flows on other creditors

 

 

    2,749

            -

            -

            -

    2,749

 

 

 

 

12,621

7,252

7,252

109,372

136,497

 

 

 

 

 

 

 

 

 

 

 

 

 

Within

Within

Within

More than

 

 

 

 

 

 1 year

 1-3 years

 3-5 years

 5 years

 Total

 

At 30 June 2020

 

 

£000

£000

£000

£000

£000

 

Bank loans

 

 

6,667

-

-

-

    6,667

 

2.51% Senior Loan Notes

 

 

-

-

-

  40,000

  40,000

 

Interest cash flows on bank loans

 

 

           2

            -

            -

            -

           2

 

Interest cash flows on 2.51% Senior Loan Notes

 

 

    1,004

    2,008

    2,008

    2,510

    7,530

 

Cash flows on other creditors

 

 

    1,494

            -

            -

            -

    1,494

 

 

 

 

9,167

2,008

2,008

42,510

55,693

 

 

 

 

 

 

 

 

 

 

Management of the risk. The Company's assets comprise readily realisable securities which can be sold to meet funding commitments if necessary. Short-term flexibility is achieved through the use of committed loan and overdraft facilities.

 

As at 30 June 2021 the Company utilised £6,241,000 (2020 - £6,667,000) of a £20,000,000 multi-currency revolving bank credit facility, which is committed until 3 November 2021 (2020 - of a £20,000,000 multi-currency revolving bank credit facility committed until 6 November 2020). Details of maturity dates and interest charges can be found in note 12. The aggregate of all future interest payments at the rate ruling at 30 June 2021 and the redemption of the loan amounted to £6,246,000 (2020 - £6,669,000).

 

17 (c) Credit risk. This is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss.

 

Management of the risk. The risk is mitigated by the Investment Manager reviewing the credit ratings of counterparties. The risk attached to dividend flows is mitigated by the Investment Manager's research of potential investee companies. The Company's custodian bank is responsible for the collection of income on behalf of the Company and its performance is reviewed by the Depositary (on an ongoing basis) and by the Board on a regular basis. It is the Manager's policy to trade only with A- and above (Long Term rated) and A-1/P-1 (Short Term rated) counterparties. The maximum credit risk at 30 June 2021 is £9,822,000 (30 June 2020 - £19,916,000) consisting of £2,415,000 (2020 - £941,000) of dividends receivable from equity shares, £2,914,000 (2020 - £2,610,000) receivable from brokers and £4,493,000 (2020 - £16,365,000) in cash held.

 

None of the Company's financial assets are past due or impaired (2020 - none).

 

 

18.

Fair value hierarchy. FRS 102 requires an entity to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Categorisation within the hierarchy is determined on the basis of the lowest level input that is significant to the fair value measurement of each relevant asset or liability. The fair value hierarchy has the following levels:

 

Level 1: unadjusted quoted prices in an active market for identical assets or liabilities that the entity can access at the measurement date;

 

Level 2: inputs other than quoted prices included within Level 1 that are observable (ie developed using market data) for the asset or liability, either directly or indirectly; and

 

Level 3: inputs are unobservable (ie for which market data is unavailable) for the asset or liability.

 

The valuation techniques used by the Company are explained in the accounting policies note 2(e). The Company's portfolio consists wholly of quoted equities, all of which are Level 1.

 

The fair value of the 2.51% Senior Loan Notes have been calculated as £40,000,000 (2020 - £40,266,000), determined by aggregating the expected future cash flows for that loan discounted at a rate comprising the borrower's margin plus an average of market rates applicable to loans of a similar period of time, compared to carrying amortised cost of £39,918,000 (2020 - £39,904,000).

 

The fair value of the 4.37% Senior Loan Notes, acquired as a result of the combination with Perpetual Income and Growth Investment Trust plc (note 19), have been calculated as £70,893,000, the value being based on a comparable debt security, compared to carrying amortised cost of £72,361,000.

 

All other financial assets and liabilities of the Company are included in the Statement of Financial Position at their book value which in the opinion of the Directors is not materially different from their fair value.

19.

Transaction with Perpetual Income and Growth Investment Trust plc ("PLI"). On 17 November 2020, the Company announced that it had acquired £427 million of net assets from PLI in consideration for the issue of 50,936,074 new Ordinary shares based on the respective formula asset values of the two entities on 12 November 2020.

 

 

 

 

 

 

Net assets acquired

£'000

 

 

Investments

459,361

 

 

Cash

40,248

 

 

Debtors

1,003

 

 

Current liabilities

(48)

 

 

Long term liabilities - 4.37% Senior Loan Notes 2029

(73,344)

 

 

Net assets

427,220

 

 

 

 

 

 

Satisfied by the value of new Ordinary shares issued

427,220

 

 

 

 

 

 

There were no fair value adjustments on completion of the combination made to the above figures.

 

         

 

 

20.

Related party transactions and transactions with the Manager. Fees payable during the year to the Directors and their interests in shares of the Company are considered to be related party transactions and are disclosed within the Fees Payable section of the Directors' Remuneration Report, in the Annual Report.

 

The Company has agreements with ASFML for the provision of management, secretarial, accounting and administration services and promotional activities. Details of transactions during the year and balances outstanding at the year end are disclosed in notes 4 and 5.

21.

Capital management policies and procedures. The investment objective of the Company is to achieve a high and growing income combined with capital growth through investment in a portfolio principally of UK equities.

 

The capital of the Company consists of debt (comprising loan notes and bank loans) and equity (comprising issued capital, reserves and retained earnings). The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to shareholders through the optimisation of the debt and equity balance.

 

The Board monitors and reviews the broad structure of the Company's capital on an ongoing basis. This review includes:

 

- the level of equity shares in issue;

 

- the planned level of gearing which takes into account the Investment Manager's views on the market (net gearing figures can be found in Results); and

 

- the extent to which revenue in excess of that which is required to be distributed should be retained.

 

The Company's objectives, policies and processes for managing capital are unchanged from the preceding accounting period.

 

Notes 12 and 13 give details of the Company's bank facility agreement and loan notes respectively.

 

ALTERNATIVE PERFORMANCE MEASURES

 

Alternative performance measures are numerical measures of the Company's current, historical or future performance, financial position or cash flows, other than financial measures defined or specified in the applicable financial framework. The Company's applicable financial framework includes FRS 102 and the AIC SORP. The Directors assess the Company's performance against a range of criteria which are viewed as particularly relevant for closed-end investment companies.

Total return. Share price and NAV total returns show how the NAV and share price has performed over a period of time in percentage terms, taking into account both capital returns and dividends paid to shareholders. Share price and NAV total returns are monitored against open-ended and closed-ended competitors, and the FTSE All-Share Index, respectively.

 

 

 

 

 

 

Share

 

Year ended 30 June 2021

 

Price

NAV

a

768.0p

808.3p

Closing at 30 June 2021

b

871.0p

934.6p

Price movements

c=(b/a)-1

13.4%

15.6%

Dividend reinvestment{A}

d

5.1%

5.0%

Total return

c+d

18.5%

20.6%

 

 

 

 

 

Share

 

Year ended 30 June 2020

 

Price

NAV

a

850.0p

888.1p

Closing at 30 June 2020

b

768.0p

808.3p

Price movements

c=(b/a)-1

-9.6%

-9.0%

Dividend reinvestment{A}

d

3.8%

3.7%

Total return

c+d

-5.8%

-5.3%

{A} Share price total return involves reinvesting the net dividend in the share price of the Company on the date on which that dividend goes ex-dividend. NAV total return involves investing the net dividend in the NAV of the Company with debt at fair value on the date on which that dividend goes ex-dividend.

Discount to net asset value per Ordinary share. The discount is the amount by which the share price is lower than the net asset value per share, expressed as a percentage of the net asset value.

 

 

 

 

 

 

2021

2020

NAV per Ordinary share (p)

a

934.6

808.3

Share price (p)

b

871.0

768.0

Discount

(b-a)/a

-6.8%

-5.0%

 

 

 

Dividend cover. Dividend cover is the revenue return per share divided by dividends per share expressed as a ratio.

 

 

2021

2020

Revenue return per share

a

33.73p

30.50p

Dividends per share

b

34.50p

34.25p

Dividend cover

a/b

0.98

0.89

 

 

 

Dividend yield. The annual dividend of 34.50p per Ordinary share (30 June 2020 - 34.25p) divided by the share price of 871.00p (30 June 2020 - 768.00p), expressed as a percentage.

 

 

2021

2020

Dividends per share

a

34.50p

34.25p

Share price

b

871.00p

768.00p

Dividend yield

a/b

4.0%

4.5%

 

 

 

Net gearing. Net gearing measures the total borrowings less cash and cash equivalents divided by shareholders' funds, expressed as a percentage. Under AIC reporting guidance cash and cash equivalents includes amounts due to and from brokers at the year end as well as cash and cash equivalents.

 

 

 

 

 

 

2021

2020

a

118,520

46,571

Cash (£'000)

b

4,493

16,365

Amounts due to brokers (£'000)

c

1,191

534

Amounts due from brokers (£'000)

d

2,914

2,610

Shareholders' funds (£'000)

e

1,093,859

534,361

Net gearing

(a-b+c-d)/e

10.3%

5.3%

 

 

 

Ongoing charges. The ongoing charges ratio has been calculated based on the total of investment management fees and administrative expenses less non-recurring charges and expressed as a percentage of the average net asset values with debt at fair value throughout the year.

 

 

 

 

 

 

2021

2020

Investment management fees (£'000)

a

2,512

2,660

Administrative expenses (£'000)

b

1,443

1,105

Less: non-recurring charges{A} (£'000)

c

(115)

(105)

Ongoing charges (£'000)

a+b+c

3,840

3,660

Average net assets (£'000)

d

841,850

570,683

e=(a+b+c)/d

0.46%

0.64%

 

{A} 2021 comprises £18,000 for legal fees and £6,000 for audit fees relating to the merger and £91,000 relating to HMRC penalty for late payment of stamp duty associated with the merger. 2020 comprises £3,000 for legal fees and £102,000 for advertising campaign costs.

 

 

 

 

The ongoing charges ratio provided in the Company's Key Information Document is calculated in line with the PRIIPs regulations, which includes financing and transaction costs.

         
 

MURRAY INCOME TRUST PLC

 

PORTFOLIO

 

10 Largest Investments - as at 30 June 2021

 

AstraZeneca

 

Diageo

AstraZeneca researches, develops, produces and markets pharmaceutical products. The company has a significant focus on oncology and rare diseases which offer appealing growth potential over the medium term.

 

Diageo produces, distills and markets alcoholic beverages including vodkas, whiskies, tequilas, gins and beer. The company should benefit from attractive long term drivers such as population and income growth, and premiumisation. The company has a variety of very strong brands and faces very limited private label competition.

 

 

 

Rio Tinto

 

BHP Group

Rio Tinto is an international mining company and has interests in mining for a variety of different metals and minerals. It has a strong balance sheet and pays an attractive dividend yield.

 

BHP Group (formerly BHP Billiton) is a diversified resources group with a global portfolio of high quality assets particularly iron ore and copper. The company provides an appealing dividend yield combined with a strong balance sheet.

 

 

 

Relx

 

Unilever

Relx is a global provider of information and analytics for professionals and businesses across a number of industries including scientific, technical, medical and law. The company offers resilient earnings combined with long term structural growth opportunities.

 

Unilever is a global consumer goods company supplying food, home and personal care products. The company has a portfolio of strong brands including: Dove, Knorr, Axe and Persil. Over half of the company's sales are to developing and emerging markets.

 

 

 

Coca-Cola HBC

 

National Grid

Coca-Cola HBC is a soft drink bottler of Coca-Cola product operating mostly in Eastern Europe, Nigeria and Russia. The company offers attractive earnings growth driven by higher volumes, premiumisation, innovation and pricing.

 

National Grid is a utility company which owns and operates part of the electricity and gas transmission network in Great Britain and part of the electricity transmission network in the Northeastern United States. The company offers resilient earnings and an attractive dividend yield.

 

 

 

Close Brothers

 

SSE

Close Brothers is a specialist financial services group which provides loans, trades securities and provides advice and investment management solutions to a wide range of clients. It has a conservative, tried and tested model with high barriers to entry.

 

SSE is a utility company mostly focused on networks and renewables. The path to net zero will require significant investment in distribution networks and the company should also benefit from its strong position in offshore wind generation.

 

 

Investment Portfolio

 

As at 30 June 2021

 

 

 

 

 

 

 

 

Valuation

Total

Valuation

 

FTSE All-Share

 

2021

investments

2020

Investment

Index sector

Country

£'000

%

£'000

AstraZeneca

Pharmaceuticals and Biotechnology

UK

63,191

5.3

26,164

Diageo

Beverages

UK

58,387

4.9

20,393

Rio Tinto

Industrial Metals and Mining

UK

46,203

3.8

19,815

BHP Group

Industrial Metals and Mining

UK

43,653

3.6

20,037

Relx

Media

UK

41,956

3.5

21,597

Unilever

Personal Care Drug and Grocery Stores

UK

41,830

3.5

20,577

Coca-Cola HBC

Beverages

UK

33,204

2.8

10,700

National Grid

Gas Water and Multi-utilities

UK

32,760

2.7

17,056

Close Brothers

Banks

UK

32,310

2.7

13,514

SSE

Electricity

UK

31,672

2.6

12,735

Top ten investments

 

 

425,166

35.4

 

Standard Chartered

Banks

UK

30,991

2.6

10,059

TotalEnergies

Oil Gas and Coal

France

28,330

2.4

12,256

Aveva

Software and Computer Services

UK

28,093

2.3

16,420

Inchcape

Industrial Support Services

UK

25,599

2.1

10,674

Croda International

Chemicals

UK

23,643

2.0

10,032

Safestore Holdings

Real Estate Investment Trusts

UK

23,467

1.9

                                  -

Euromoney Institutional Investor

Industrial Support Services

UK

21,510

1.8

9,310

Howden Joinery

Retailers

UK

21,383

1.8

6,744

M&G

Investment Banking and Brokerage Services

UK

20,819

1.7

9,316

Prudential

Life Insurance

UK

20,737

1.7

13,355

Top twenty investments

 

 

669,738

55.7

 

Direct Line Insurance

Non-life Insurance

UK

19,807

1.6

                                  -

Marshalls

Construction and Materials

UK

19,096

1.6

5,569

Countryside Properties

Household Goods and Home Construction

UK

18,897

1.6

7,653

Rentokil Initial

Industrial Support Services

UK

18,709

1.6

10,389

GlaxoSmithKline

Pharmaceuticals and Biotechnology

UK

18,591

1.6

22,537

Ashmore Group

Investment Banking and Brokerage Services

UK

18,485

1.5

8,874

BP

Oil Gas and Coal

UK

18,350

1.5

8,682

Weir Group

Industrial Engineering

UK

18,214

1.5

5,839

Convatec

Medical Equipment and Services

UK

17,990

1.5

6,478

Mondi

General Industrials

UK

17,801

1.5

11,650

Top thirty investments

 

 

855,678

71.2

 

Nestlé

Food Producers

Switzerland

17,011

1.4

9,536

Novo-Nordisk

Pharmaceuticals and Biotechnology

Denmark

16,757

1.4

7,606

Genuit (formerly Polypipe)

Construction and Materials

UK

16,280

1.3

5,257

Smith & Nephew

Medical Equipment and Services

UK

15,931

1.3

8,470

Telenor

Telecommunications Service Providers

Norway

15,491

1.3

8,555

XP Power

Electronic and Electrical Equipment

UK

15,283

1.3

5,985

Sirius Real Estate

Real Estate Investment and Services

UK

14,380

1.2

6,325

Assura

Real Estate Investment Trusts

UK

14,230

1.2

14,641

Bodycote

Industrial Metals and Mining

UK

14,083

1.2

5,980

VAT Group

Electronic and Electrical Equipment

Switzerland

13,947

1.1

7,449

Top forty investments

 

 

1,009,071

83.9

 

Kone

Industrial Engineering

Finland

13,693

1.1

8,334

Microsoft

Software and Computer Services

United States

13,310

1.1

7,887

Dechra Pharmaceuticals

Pharmaceuticals and Biotechnology

UK

13,229

1.1

4,579

Smith (DS)

General Industrials

UK

11,870

1.0

                                  -

OSB

Finance and Credit Services

UK

11,718

1.0

                                  -

Sanne

Investment Banking and Brokerage Services

UK

11,008

0.9

2,804

Fevertree

Beverages

UK

10,990

0.9

4,225

Telecom Plus

Telecommunications Service Providers

UK

10,800

0.9

8,521

Intermediate Capital

Investment Banking and Brokerage Services

UK

10,326

0.9

                                  -

Vistry

Household Goods and Home Construction

UK

9,943

0.8

                                  -

Top fifty investments

 

 

1,125,958

93.6

 

Sage Group

Software and Computer Services

UK

9,186

0.8

                                  -

Electrocomponents

Industrial Support Services

UK

9,002

0.8

                                  -

John Laing

Investment Banking and Brokerage Services

UK

8,650

0.7

                         5,824

Unite Group

Real Estate Investment Trusts

UK

8,239

0.7

                         3,135

Mowi

Food Producers

Norway

7,730

0.6

                         3,962

LondonMetric Property

Real Estate Investment Trusts

UK

7,331

0.6

                         9,475

Chesnara

Life Insurance

UK

6,993

0.6

                         4,215

Accton Technology

Telecommunications Equipment

Taiwan

6,859

0.6

                                  -

Moonpig

Retailers

UK

6,246

0.5

                                  -

Stenprop

Real Estate Investment Trusts

UK

6,096

0.5

                                  -

Total investments

 

 

1,202,290

100.0

 

 

Summary of Investment Changes During the Year

 

 

Valuation

Additions on

 

Gains /

Valuation

 

30 June 2020

Combination{A}

Transactions

 (losses)

30 June 2021

 

£'000

£'000

£'000

£'000

£'000

Equities

 

 

 

 

 

 

 

UK{B}

480,762

85.6

391,825

66,573

130,002

1,069,162

88.9

Denmark

7,606

1.4

6,766

-

2,385

16,757

1.4

Finland

8,334

1.5

6,880

(1,494)

(27)

13,693

1.1

France

12,256

2.2

11,323

2,418

2,333

28,330

2.4

Norway

12,517

2.2

9,406

-

1,298

23,221

1.9

Switzerland{B}

31,845

5.7

27,309

(21,159)

(7,037)

30,958

2.6

Taiwan

-

-

-

5,326

1,533

6,859

0.6

United States

7,887

1.4

5,852

(3,721)

3,292

13,310

1.1

Total investments

561,207

100.0

459,361

47,943

133,779

1,202,290

100.0

 

{A} Investments transferred into the Company formed part of the consideration received for shares issued under the combination with Perpetual Income and Growth Investment Trust plc

 

{B} 30 June 2020 values reflect a reclassification of the investment in Coca-Cola HBC from Switzerland to UK compared to last year's annual report.

 

The financial information set out above does not constitute the Company's statutory accounts for the years ended 30 June 2021 or 2020 but is derived from those accounts. Statutory accounts for 2020 have been delivered to the registrar of companies, and those for 2021 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

 

The statutory accounts for the financial year ended 30 June 2021 have been approved by the Board and audited and will be filed with the Registrar of Companies following the Company's Annual General Meeting which will be held at 12.30pm on 2 November 2021 at The Mermaid Conference Centre, Puddledock, Blackfriars, London EC4V 3DB.

 

The Annual Report will be posted to shareholders in October 2021 and will available shortly from the Company's website at: www.murray-income.co.uk.

 

By Order of the Board

 

ABERDEEN ASSET MANAGEMENT PLC

Secretaries

 

20 September 2021

 

END

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