CT Global Managed
Portfolio Trust PLC
For the year ended: 31 May 2024
Annual Report and Financial Statements
Report and Financial Statements 2024 | 1
Overview
Contents
Overview
Company Overview 2
Strategic Report
Chairman’s Statement 3
Income Shares – 2024 Highlights 6
Income Shares – Long-term Summary 7
Income Shares – Investment Portfolio 8
Growth Shares – 2024 Highlights 10
Growth Shares – Long-term Summary 11
Growth Shares – Investment Portfolio 12
Purpose, Strategy and Business Model 14
Key Performance Indicators 16
Investment Manager’s Review 17
Responsible Investment 23
Promoting the Success of the Company 25
Principal Risks and Uncertainties and Viability Statement 27
Policy Summary 30
Governance Report
Board of Directors 33
Report of the Directors 34
Corporate Governance Statement 41
Report of the Nomination Committee 44
Report of the Management Engagement Committee 45
Report of the Audit Committee 46
Report of the Marketing Committee 50
Directors’ Remuneration Report 51
Statement of Directors’ Responsibilities 54
Independent Auditor’s Report 55
Financial Report
Financial Statements 61
Notes to the Financial Statements 66
AIFMD Disclosures 88
Notice of Meeting
Notice of Annual General Meeting 89
Other Information
Capital Structure 94
Shareholder Information 95
How to Invest 97
Historic Record 98
Alternative Performance Measures (‘APMs’) 99
Glossary of Terms 103
Corporate Information 105
Financial Calendar
Annual General Meeting 2 October 2024
Deadlines for submitting conversion instructions:
– for Columbia Threadneedle Investments savings plan investors
– for non-Columbia Threadneedle Investments savings plan investors
20 September 2024
27 September 2024
First interim dividend paid (XD Date 12 September 2024) 11 October 2024
Share conversion facility date 24 October 2024
Second interim dividend paid (XD Date 12 December 2024) 10 January 2025
Announcement of interim results for six months to 30 November 2024 January 2025
Third interim dividend paid (XD Date 13 March 2025) 11 April 2025
Fourth interim dividend paid (XD Date 12 June 2025) 11 July 2025
Announcement of annual results for year ended 31 May 2025 July 2025
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Forward-looking statements
This document may contain forward-looking statements with respect to the financial condition, results of operations and business of the Company. Such statements
involve risk and uncertainty because they relate to future events and circumstances that could cause actual results to differ materially from those expressed or
implied by forward-looking statements. The forward-looking statements are based on the Directors’ current views and on information known to them at the date of
this document. Nothing should be construed as a profit forecast.
2 | CT Global Managed Portfolio Trust PLC
Overview
Company Overview
CT Global Managed Portfolio Trust PLC (the 'Company') is an investment trust and was launched
on 16 April 2008. Its shares are listed on the premium segment of the Official List of the
Financial Conduct Authority and traded on the main market of the London Stock Exchange.
Purpose
The purpose of the Company is to provide investors with access to a broad spread of investment
companies, covering a variety of geographies, sectors and investment managers, with the objective
of providing both income and growth, while spreading investment risk.
Share Classes
The Company has two classes of shares with two separate investment portfolios:
the Income shares, where the investment focus is to provide an attractive level of income,
together with some capital growth; and
the Growth shares, where the investment focus is to achieve capital growth.
The ability to switch between the two share classes annually, in a tax efficient manner, offers
flexibility to those investors whose requirements may change over time.
The benchmark index for both the Income Portfolio and the Growth Portfolio is the FTSE
All-Share Index.
Visit our website at ctglobalmanagedportfolio.co.uk
The Company is registered in Scotland with company registration number SC338196
Legal Entity Identifier: 213800ZA6TW45NM9YY31
Report and Financial Statements 2024 | 3
Strategic Report
Performance
For the Company’s financial year ended 31 May 2024 the
NAV total return (capital performance plus the reinvestment
of any dividends paid) was +7.0% for the Income shares and
+12.7% for the Growth shares, both of which underperformed
the +15.4% total return for the FTSE All-Share Index, the
benchmark index for both share classes. Of relevance and for
interest, the FTSE All-Share Closed End Investments Index total
return was +12.2% for the year.
Both Portfolios invest in a range of conventional investment
companies (which invest mainly in listed securities) and
alternative investment companies (which invest mainly in
unlisted, illiquid assets such as infrastructure, renewable
energy infrastructure, property, private equity and debt).
A key factor behind the underperformance of the Income
Portfolio was the performance of certain alternative investment
companies. Discounts remained wide and interest rates which
stayed ‘higher for longer’ led to reduced NAVs and share
prices. In particular, this affected investment companies in the
infrastructure, renewable energy infrastructure, property and
debt sub-sectors where the Income Portfolio has a much higher
exposure than the Growth Portfolio. Performance is discussed
in greater depth in the Manager’s Review.
For Income shareholders, dividends have now been increased
in each of the last 13 years. For Growth shareholders seeking
long term performance, while the last few financial years have
been difficult, their net asset value compound annual growth
rates to 31 May 2024 have been 6.6% over 10 years and 9.1%
over 15 years, as compared to the compound annual growth
rates of 5.9% and 8.6% respectively for the FTSE All-Share
Index (total return) for the same periods.
Revenue and Dividends
For the financial year ended 31 May 2024, four interim
dividends have now been paid, totalling 7.40p per Income
share, which represents an increase of 2.8% from the prior
financial year (2023: 7.20p per Income share). The fourth
interim dividend was paid after the year end on 5 July 2024.
This is the thirteenth consecutive year of increase and the
yield on the Income shares was 6.2% on the year end Income
share price, compared with 3.6% for the FTSE All-Share Index.
The last five years have seen tumultuous events and shocks
which have led to periods of significantly increased inflation
and economic disruptions. It is hopefully therefore reassuring
that the total annual dividend has increased by 24.4%, the
equivalent of 4.5% compound per year over the last five years.
This is marginally ahead of inflation (CPI) of 24.1% over the
same period.
In the absence of unforeseen circumstances, it is the Board’s
current intention, in accordance with the Company’s stated
dividend policy, to pay four quarterly interim dividends and
each of at least 1.85p per Income share so that the aggregate
dividends for the financial year ended 31 May 2025 will be at
least 7.40p per Income share.
Strategic Report
This Strategic Report, which includes pages 3 to 32 and incorporates the Chairman’s Statement, has
been prepared in accordance with the Companies Act 2006.
David Warnock, Chairman
Chairman’s Statement
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
4 | CT Global Managed Portfolio Trust PLC
Strategic Report
After allowing for the payment of the fourth interim dividend,
CT Global Managed Portfolio Trust has a revenue reserve
of £2.87 million, equivalent to approximately 75% of the
current annual dividend cost (at 7.40p per Income share). In
addition, the £29.6 million distributable reserve (the 2022
special reserve, which was created following the cancellation
of the share premium account) is attributable to the Income
Portfolio. This reserve can be drawn on to support the payment
of dividends to Income shareholders if and when considered
appropriate by the Board.
Borrowing
The Company has a £5 million unsecured term loan at a fixed
interest rate of 2.78% (which is fully drawn down in the Income
Portfolio) and a £5 million unsecured revolving credit facility
(‘RCF’), both with The Royal Bank of Scotland International
Limited, which are available until 10 February 2025. At the
year end £2 million (2023: £2 million) of the RCF had also
been drawn down in the Income Portfolio, resulting in total
borrowings of £7 million (2023: £7 million) in the Income
Portfolio (10.4% of its gross assets (2023: 10.4%)) and zero
in the Growth Portfolio.
The Board is responsible for the Company’s gearing strategy
and sets parameters within which the Investment Manager
operates. Borrowings are not normally expected to exceed
20% of the total assets of the relevant Portfolio; in practice
they have been modest and used to enhance total return and
particularly the income in the Income Portfolio.
Management of Share Price Premium and Discount
to NAV
In normal circumstances we aim to ensure the discount to
NAV at which our shares trade is no more than 5% and, during
the financial year ended 31 May 2024, the Income shares
and Growth shares traded at average discounts of -0.2% and
-2.5% respectively.
We are active in issuing shares to meet demand and buying
back shares when this is appropriate. During the financial
year 1,225,000 new Income shares were issued from the
Company’s block listing facilities at an average premium to NAV
of 1.6%. In addition, 2,440,000 Growth shares were bought
back into treasury at an average price of 231.76p per Growth
share and at an average discount to NAV of -3.3%. No Income
shares were bought back or Growth shares issued.
The Board is seeking shareholders’ approval to renew the
powers to allot shares, buy back shares and sell shares
from treasury at the forthcoming Annual General Meeting
(‘AGM’). Specifically, the Board is seeking approval to allow
the Company to issue (or sell from treasury) up to 20%
of its Income shares and up to 20% of its Growth shares
without rights of pre-emption and, in this respect, there are
two resolutions proposed. Each resolution is for up to 10%
and, therefore, for an aggregate of up to 20% of each of the
Income shares and Growth shares. This approach allows any
shareholder who may not wish to give approval to an aggregate
limit higher than that recommended by corporate governance
guidelines the ability to approve the first resolution for up to
10% and to also consider the second resolution separately
for a further 10%. The Board believes the ability to issue and
buy back shares helps to reduce the volatility in the premium
or discount of the share prices to the underlying NAVs and the
20% overall share allotment authority and the 14.99% buy back
authority with respect to both the Income shares and Growth
shares are therefore in the best interests of all shareholders.
Share Conversion Facility
Shareholders have the opportunity to convert their Income
shares into Growth shares or their Growth shares into Income
shares annually subject to minimum and maximum conversion
thresholds which may be reduced or increased at the discretion
of the Board.
The ability to convert without incurring UK capital gains tax
should be an attractive facility for shareholders who wish to
do so, and the next conversion date (subject to minimum and
maximum thresholds) will be on 24 October 2024. Information
is provided in the Annual Report and Financial Statements
and full details will be provided on the Company’s website
(ctglobalmanagedportfolio.co.uk) from 1 August 2024.
AGM
The Annual General Meeting is scheduled to be held on
2 October 2024 at Columbia Threadneedle Investments,
Cannon Place, 78 Cannon Street, London, EC4N 6AG at
11.30am. Peter Hewitt, the Investment Manager, will as usual
give a presentation and provide an overview of the financial
year together with his view on the outlook.
Voting on all resolutions at the AGM will be held on a poll,
the results of which will be announced and posted on the
Company’s website following the meeting. All shareholders are
therefore encouraged to make use of the proxy form or form of
direction provided, in order that they can lodge their votes.
Should shareholders have any questions or comments in
advance, these can be raised with the Company Secretary
(MPTCoSec@columbiathreadneedle.com). Following the AGM,
the Investment Manager’s presentation will be available on the
Company’s website (ctglobalmanagedportfolio.co.uk).
Report and Financial Statements 2024 | 5
Strategic Report
Outlook
Many risks and uncertainties remain. Many are of a political
nature, whether war or the threat of it, or recent and
forthcoming elections. The economic fundamentals are more
favourable for financial markets. The risk of recession has
abated although could still happen should Central Banks
continue with a too restrictive monetary policy for too long,
especially in the US. That said, growth is modestly picking up
in Europe and inflation is heading lower in most developed
economies. This paves the way for interest rates to move lower
over the next year. Investors have been disappointed by the
‘higher for longer’ approach to combat sticky inflation. It may
require actual cuts to be delivered for sentiment to improve;
however, it does appear a more favourable environment for
equity markets is a distinct possibility, subject to negative
political forces.
In this interest rate scenario, the UK stock market is well-
placed to benefit and investment trusts, which remain on
historically wide discounts, are particularly well-placed to
deliver positive returns. Leadership within markets needs to
broaden out as this is a key ingredient for active managers
to outperform. There are signs this is beginning to take place
but no guarantee it will. Whilst valuations in the US are high
and setbacks possible, the profits and earnings growth from
the technology sector remain very strong. The past two and
a half years have been disappointing for your Company;
however, there are reasons to be cautiously optimistic for
both portfolios.
David Warnock
Chairman
26 July 2024
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
6 | CT Global Managed Portfolio Trust PLC
Strategic Report
Other Financial Highlights
Year ended
31 May
2024
Year ended
31 May
2023 Change
Net asset value per Income share - capital only 116.51p 116.41p +0.1%
Income share price – capital only 119.00p 121.00p -1.7%
FTSE All-Share Index – capital only 4,517.08 4,066.80 +11.1%
Revenue return per share (including net income transfer from Growth shares) at year end 8.06p 7.96p +1.3%
Net assets £60.3m £58.7m
Market capitalisation £61.6m £61.1m
+Premium
(1)
at year end +2.1% +3.9%
Ongoing charges
(1)
– excluding ongoing charges of underlying funds
AIC methodology, including ongoing charges of underlying funds
1.20%
2.23%
1.17%
2.15%
(1)
Yield, total return, +premium and ongoing charges – see Alternative Performance Measures on pages 99 to 102.
Sources: Columbia Threadneedle Investments and Refinitiv Eikon.
+2.8%
Dividend increased
Annual dividend of 7.40p per Income share (2023: 7.20p), an increase of 2.8%.
6.2%
Dividend yield
(1)
Dividend yield of 6.2% at 31 May 2024, based on total dividends for the
financial year of 7.40p per Income share. This compares to the yield on the
FTSE All-Share Index of 3.6%. Dividends are paid quarterly.
+7.0%
NAV total return
(1)
Net asset value total return per Income share of +7.0% for the financial year
(2023: -7.4%), underperforming the total return of the FTSE All-Share Index of
+15.4% (2023: +0.4%) by -8.4 percentage points.
+5.2%
Share price total return
(1)
Share price total return per Income share of +5.2% for the financial year
(2023: -2.1%), underperforming the total return of the FTSE All-Share Index of
+15.4% (2023: +0.4%) by -10.2 percentage points.
Income Shares – 2024 Highlights
Report and Financial Statements 2024 | 7
Strategic Report
Income Shares Long-term Summary
NAV Total Return Performance for the 15 Years to 31 May 2024
360
320
280
240
200
160
120
80
CT Global Managed Portfolio Trust – Income shares NAV total return
Benchmark – FTSE All-Share Index (total return)
31 May 09
31 May 10
31 May 11
31 May 12
31 May 13
31 May 14
31 May 15
31 May 16
31 May 17
31 May 18
31 May 19
31 May 20
31 May 21
31 May 22
31 May 23
31 May 24
Total returns rebased to 100 at 31 May 2009
%
NAV Total Return Compound Annual Growth Rate to 31 May 2024
Income shares NAV total return
Benchmark – FTSE All-Share Index (total return)
-2
0
2
4
6
8
10
12
15 Years10 Years5 Years3 years
-0.8
7.9
3.1
6.5
4.9
5.9
8.3
8.6
%
Average Income Share Price +Premium/-Discount to NAV for the Last 15 Financial Years to 31 May
-4
-3
-2
-1
0
1
2
3
4
2.9
0.8
-2.1
-0.8
1.6
0.9
0.1
1.6
1.2
1.0
0.7
0.9
0.2
-0.1
-0.2
202420232022202120202019201820172016201520142013201220112010
%
Source: Columbia Threadneedle Investments and Refinitiv Eikon
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
8 | CT Global Managed Portfolio Trust PLC
Strategic Report
At 31 May 2024
Investment Sector
Valuation
£’000
% of net assets
of Income
Portfolio
The Law Debenture Corporation UK Equity Income 3,270 5.4
NB Private Equity Partners Private Equity 2,800 4.6
JPMorgan Global Growth & Income Global Equity Income 2,685 4.5
The Mercantile Investment Trust UK All Companies 2,557 4.2
Murray International Trust Global Equity Income 2,485 4.1
The Merchants Trust UK Equity Income 2,328 3.9
3i Infrastructure Infrastructure 2,247 3.7
Scottish American Investment Company Global Equity Income 2,142 3.6
The City of London Investment Trust UK Equity Income 2,112 3.5
Greencoat UK Wind Renewable Energy Infrastructure 2,109 3.5
Ten largest investments 24,735 41.0
Temple Bar Investment Trust UK Equity Income 2,029 3.4
JPMorgan UK Small Cap Growth & Income UK Smaller Companies 2,022 3.4
The Bankers Investment Trust Global 1,938 3.2
Invesco Perpetual UK Smaller Companies Investment Trust UK Smaller Companies 1,935 3.2
CC Japan Income & Growth Trust Japan 1,927 3.2
Lowland Investment Company UK Equity Income 1,870 3.1
JPMorgan European Growth & Income Europe 1,864 3.1
Murray Income Trust UK Equity Income 1,730 2.9
Apax Global Alpha Private Equity 1,723 2.8
Henderson International Income Trust Global Equity Income 1,630 2.7
Twenty largest investments 43,403 72.0
CQS New City High Yield Fund Debt - Loans & Bonds 1,612 2.7
Invesco Bond Income Plus Debt - Loans & Bonds 1,610 2.7
Bellevue Healthcare Trust Biotechnology & Healthcare 1,588 2.6
Partners Group Private Equity Holding
(formerly Princess Private Equity Holding)
Private Equity 1,487 2.5
Edinburgh Investment Trust UK Equity Income 1,480 2.5
Impact Healthcare REIT Property - UK Healthcare 1,452 2.4
Henderson High Income Trust UK Equity & Bond Income 1,417 2.3
International Biotechnology Biotechnology & Healthcare 1,409 2.3
Schroder Oriental Income Fund Asia Pacific Equity Income 1,323 2.2
TR Property Investment Trust
(1)
Property Securities 1,322 2.2
Thirty largest investments 58,103 96.4
Income Shares –
Investment Portfolio
Report and Financial Statements 2024 | 9
Strategic Report
At 31 May 2024
Investment Sector
Valuation
£’000
% of net assets
of Income
Portfolio
JPMorgan Global Emerging Markets Income Trust Global Emerging Markets 1,295 2.1
Diverse Income Trust UK Equity Income 1,240 2.1
Biopharma Credit Debt - Direct Lending 1,182 2.0
Henderson Far East Income Asia Pacific Equity Income 1,123 1.9
The Renewables Infrastructure Group Renewable Energy Infrastructure 1,111 1.8
abrdn Asian Income Fund Asia Pacific Equity Income 1,040 1.7
European Assets Trust
(1)
European Smaller Companies 900 1.5
Total investments 65,994 109.5
Net current assets (excluding borrowing) 1,270 2.1
Borrowing (7,000) (11.6)
Net assets 60,264 100.0
(1)
Investment managed by the Manager, Columbia Threadneedle Investments
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Analysis of the Income Portfolio’s Investments
Geographic Breakdown on a ‘Look-through’ Basis
United Kingdom 41%
North America 22%
Europe – ex UK 18%
Far East & Pacific – ex Japan 9%
Japan 4%
Cash 3%
Other 2%
China 1%
Note: This analysis is gross of any gearing in the underlying investee
companies. Source: Columbia Threadneedle Investments and AIC
(underlying data at 31 May 2024)
Breakdown by Type and Sector
% of total investments
Conventional investment companies
UK Equity Income 24.3
Global Equity Income 13.6
UK Smaller Companies 6.0
Asia Pacific Equity Income 5.3
Debt – Loans & Bonds 4.9
Biotechnology & Healthcare 4.5
UK All Companies 3.9
Global 2.9
Japan 2.9
Europe 2.8
UK Equity & Bond Income 2.1
Property Securities 2.0
Global Emerging Markets 2.0
European Smaller Companies 1.4
78.6
Alternative investment companies
Private Equity 9.1
Renewable Energy Infrastructure 4.9
Infrastructure 3.4
Property – UK Healthcare 2.2
Debt – Direct Lending 1.8
21.4
100.0
10 | CT Global Managed Portfolio Trust PLC
Strategic Report
Growth Shares – 2024 Highlights
Other Financial Highlights
Year ended
31 May
2024
Year ended
31 May
2023 Change
Net asset value per Growth share – capital only 259.29p 230.12p +12.7%
Growth share price – capital only 254.00p 225.00p +12.9%
FTSE All-Share Index – capital only 4,517.08 4,066.80 +11.1%
Net assets £92.2m £87.5m
Market capitalisation £90.4m £85.6m
-Discount
(1)
at year end -2.0% -2.2%
Ongoing charges
(1)
– excluding ongoing charges of underlying funds
AIC methodology, including ongoing charges of underlying funds
1.11%
2.16%
1.07%
1.95%
(1)
Total return, compound annual growth rate (‘CAGR’) -discount and ongoing charges – see Alternative Performance Measures on pages 99 to 102.
Sources: Columbia Threadneedle Investments and Refinitiv Eikon
+12.7%
NAV total return
(1)
Net asset value total return per Growth share of +12.7% for the financial year
(2023: -5.8%), underperforming the total return of the FTSE All-Share Index of
+15.4% (2023: +0.4%) by -2.7 percentage points.
+12.9%
Share price total return
(1)
Share price total return per Growth share of +12.9% for the financial year (2023:
-7.8%), underperforming the total return of the FTSE All-Share Index of +15.4%
(2023: +0.4%) by -2.5 percentage points.
+9.1%
CAGR
(1)
Long-term growth
Net asset value total return per Growth share of +271.5% in the 15 years to
31 May 2024, the equivalent of +9.1% compound per year. This compares with
the total return of the FTSE All-Share Index of +242.5%, the equivalent of +8.6%
compound per year.
Report and Financial Statements 2024 | 11
Strategic Report
Growth Shares Long-term Summary
NAV Total Return Performance for the 15 Years to 31 May 2024
CT Global Managed Portfolio Trust – Growth shares NAV total return
Benchmark – FTSE All-Share Index (total return)
31 May 09
31 May 10
31 May 11
31 May 12
31 May 13
31 May 14
31 May 15
31 May 16
31 May 17
31 May 18
31 May 19
31 May 20
31 May 21
31 May 22
31 May 23
31 May 24
80
120
160
200
240
280
320
360
400
440
Total returns rebased to 100 at 31 May 2009
%
NAV Total Return Compound Annual Growth Rate to 31 May 2024
Growth shares NAV total return
Benchmark – FTSE All-Share Index (total return)
-4
-2
0
2
4
6
8
10
12
15 Years10 Years5 Years3 years
-2.1
7.9
4.8
6.5
6.6
5.9
9.1
8.6
%
Average Growth Share Price +Premium/-Discount to NAV for the Last 15 Financial Years to 31 May
-4
-3
-2
-1
0
1
2
3
4
1.7
0.9
-2.7
-2.2
0.6
1.2
-0.4
1.1
0.0
1.0
-0.4
0.7
-0.6
0.1
-2.5
202420232022202120202019201820172016201520142013201220112010
%
Source: Columbia Threadneedle Investments and Refinitiv Eikon
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
12 | CT Global Managed Portfolio Trust PLC
Strategic Report
At 31 May 2024
Investment Sector
Valuation
£’000
% of net assets
of Growth
Portfolio
HgCapital Trust Private Equity 4,088 4.4
Fidelity Special Values UK All Companies 3,714 4.0
Polar Capital Technology Trust Technology & Technology Innovation 3,433 3.7
The Law Debenture Corporation UK Equity Income 3,357 3.6
Finsbury Growth & Income Trust UK Equity Income 3,124 3.4
Allianz Technology Trust Technology & Technology Innovation 3,101 3.4
Worldwide Healthcare Trust Biotechnology & Healthcare 2,924 3.2
The Monks Investment Trust Global 2,885 3.1
JPMorgan American Investment Trust North America 2,823 3.1
Aurora Investment Trust UK All Companies 2,750 3.0
Ten largest investments 32,199 34.9
AVI Global Trust Global 2,728 3.0
Oakley Capital Investments Private Equity 2,706 2.9
Aberforth Smaller Companies Trust UK Smaller Companies 2,674 2.9
Pantheon International Private Equity 2,604 2.8
Henderson Smaller Companies Investment Trust UK Smaller Companies 2,434 2.6
Herald Investment Trust Global Smaller Companies 2,392 2.6
ICG Enterprise Trust Private Equity 2,314 2.5
Scottish Mortgage Investment Trust Global 2,195 2.4
Lowland Investment Company UK Equity Income 2,193 2.4
JPMorgan UK Small Cap Growth & Income UK Smaller Companies 2,190 2.4
Twenty largest investments 56,629 61.4
Henderson Opportunities Trust UK All Companies 2,088 2.3
European Opportunities Trust Europe 2,032 2.2
Personal Assets Trust Flexible Investment 1,938 2.1
RIT Capital Partners Flexible Investment 1,913 2.1
Impax Environmental Markets Environmental 1,886 2.0
Artemis Alpha Trust UK All Companies 1,870 2.0
Pershing Square Holding North America 1,835 2.0
BH Macro Hedge Funds 1,820 2.0
Schroder Asian Total Return Investment Company Asia Pacific 1,744 1.9
Henderson European Focus Trust Europe 1,710 1.8
Thirty largest investments 75,465 81.8
Growth Shares –
Investment Portfolio
Report and Financial Statements 2024 | 13
Strategic Report
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At 31 May 2024
Investment Sector
Valuation
£’000
% of net assets
of Growth
Portfolio
Literacy Capital Private Equity 1,674 1.8
Capital Gearing Trust Flexible Investment 1,661 1.8
TR Property Investment Trust
(1)
Property Securities 1,487 1.6
Diverse Income Trust UK Equity Income 1,462 1.6
Baillie Gifford Japan Trust Japan 1,446 1.6
Baillie Gifford European Growth Trust Europe 1,433 1.6
Biotech Growth Trust Biotechnology & Healthcare 1,405 1.5
Baillie Gifford UK Growth Trust UK All Companies 1,400 1.5
Augmentum Fintech Financial & Financial Innovation 1,300 1.4
Mobius Investment Trust Global Emerging Markets 1,295 1.4
Forty largest investments 90,028 97.6
Syncona Biotechnology & Healthcare 993 1.1
The Schiehallion Fund Growth Capital 840 0.9
Total investments 91,861 99.6
Net current assets 374 0.4
Net assets 92,235 100.0
(1)
Investment managed by the Manager, Columbia Threadneedle Investments
Analysis of the Growth Portfolio’s Investments
Geographic Breakdown on a ‘Look-through’ Basis
United Kingdom 37%
North America 29%
Europe – ex UK 17%
Other 6%
Far East & Pacific – ex Japan 5%
Japan 3%
Cash 2%
China 1%
Note: This analysis is gross of any gearing in the underlying investee
companies. Source: Columbia Threadneedle Investments and AIC
(underlying data at 31 May 2024)
Breakdown by Type and Sector
% of total investments
Conventional investment companies
UK All Companies 12.9
UK Equity Income 11.0
Global 8.5
UK Smaller Companies 7.9
Technology & Technology Innovation 7.1
Flexible Investment 6.0
Biotechnology & Healthcare 4.7
Europe 5.6
North America 5.1
Global Smaller Companies 2.6
Environmental 2.1
Asia Pacific 1.9
Property Securities 1.6
Japan 1.6
Global Emerging Markets 1.4
80.0
Alternative investment companies
Private Equity 14.6
Hedge Funds 2.0
Financials & Financial Innovation 1.4
Biotechnology & Healthcare 1.1
Growth Capital 0.9
20.0
100.0
14 | CT Global Managed Portfolio Trust PLC
Strategic Report
Purpose and Strategy
The purpose of the Company is to provide investors with
access to a broad spread of investment companies, covering
a variety of geographies, sectors and investment managers,
with the objective of providing both income and growth, while
spreading investment risk.
The Company has two classes of shares with two separate
investment Portfolios – the Income shares where the
investment focus is to provide an attractive level of income,
together with some capital growth, and the Growth shares,
where the investment focus is to achieve capital growth.
Business Model
CT Global Managed Portfolio Trust PLC is a listed closed-end
investment company and carries on business as an investment
trust. As an investment company with no employees, the
Directors believe that the best way of meeting their duty
to promote the success of the Company and achieving its
investment objective for the benefit of stakeholders is to work
closely with its appointed Manager. The Board has contractually
delegated the management of the investment Portfolios,
and other services, to Columbia Threadneedle Investment
Business Limited (the ‘Manager’) which is owned by Columbia
Threadneedle Investments, the global investment management
business of Ameriprise Financial, Inc. (‘Ameriprise’), a company
incorporated in the United States. Within policies set and
overseen by the Directors, the Manager has been given overall
responsibility for the management of the Company's assets,
gearing, stock selection and risk management.
As a listed closed-end investment company, the Company is
not constrained by asset sales to meet redemptions. The
Company’s capital structure provides the flexibility to take a
longer term view and to remain invested while taking advantage
of volatile market conditions. Having the ability to borrow to
invest is also a significant advantage over a number of other
investment fund structures. These features combine to form a
resilient and adaptable business model.
The Company's Board of non-executive Directors is responsible
for the overall stewardship and governance of the Company
and how it promotes the success of the Company is set out
on pages 25 and 26. The Board’s biographical details can be
found on page 33. The Company has no executive Directors
or employees.
The Board remains responsible for decisions over corporate
strategy, corporate governance, risk and control assessment,
setting policies as detailed on pages 30 to 32, setting limits
on gearing and monitoring investment performance.
Alignment of Values and Culture
In addition to strong investment performance from our
Manager, we expect it to adhere to the very highest standards
of Responsible Investment, transparency, corporate governance
and business ethics and that its values and culture align with
our own. Columbia Threadneedle Investments was an original
signatory to the United Nations Principles for Responsible
Investment (‘UNPRI’) and, in 2023, across each reporting
module, it scored in line or above the investment management
median. The Manager has a culture of diversity, collaboration
and inclusion, anchored by shared values and industry-leading
employee engagement, in keeping with the Board’s own
expectations and beliefs.
In alignment with this culture and our shared values, we aim
to pursue our strategy and objective through the consistent
application of the very highest standards of transparency,
corporate governance and business ethics.
Responsible Investment
The direct impact of the Company’s activities on the community
or environment is minimal as it has no employees, premises,
physical assets or operations, either as a producer or a
provider of goods and services, and it does not have customers
in the traditional sense. Consequently, it does not directly
generate any greenhouse gas or other emissions or pollution.
The Company's indirect impact occurs through its investments
and this is mitigated by the Manager’s Responsible Investment
approach as explained on pages 23 and 24.
The Manager
A summary of the investment management agreement is
contained in note 4 to the financial statements. The Manager
also acts as the AIFM under the Alternative Investment Fund
Managers Directive (‘AIFMD’) and provides ancillary functions
such as administration, marketing, accounting and company
secretarial services to the Company.
Peter Hewitt acts as Investment Manager (the ‘Investment
Manager’) to the Company, on behalf of the Manager. Peter
has managed the Company’s assets (which were previously
held in the F&C investment trust managed portfolio service)
since 2002. He has over 40 years’ investment experience and
specialises in investment companies.
Purpose, Strategy and Business Model
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Manager Evaluation
Investment performance and responsible ownership are
fundamental to delivering the investment objective for
shareholders and therefore an important responsibility of the
independent non-executive Board of Directors is the robust
annual evaluation of the Manager. This evaluation is an
essential element of strong governance and mitigation of risk.
The process for the evaluation of our Manager’s performance
and its capabilities and resources for the period under review,
which was conducted by the Management Engagement
Committee, and the basis on which the re-appointment
decision was made, is set out on page 45.
Investment Strategy and Policy
The Company’s investment policy is set out on page 30.
Any material change in the Company’s investment policy will
require the approval of shareholders at a general meeting.
Our Approach
The investments of CT Global Managed Portfolio Trust PLC
are managed in two separate Portfolios, the Income Portfolio
and the Growth Portfolio, to which the Income shares and the
Growth shares are respectively entitled.
The Company invests principally in listed closed-end investment
companies and the majority of its holdings comprise equity
investments. There is no restriction on the geographic regions
and sectors that may be held within the Income Portfolio or
Growth Portfolio and the Company invests in those deemed most
appropriate for the Portfolios and their objectives from time to
time. An analysis of the Income Portfolio and the Growth Portfolio
is contained in the Investment Manager’s Review and a full list of
their investments can be found on pages 8, 9, 12 and 13.
Investment risks are spread through holding a wide range
of investment companies that have underlying investment
exposures across a range of geographic regions, sectors and
investment managers. As at 31 May 2024, 37 investments were
held in the Income Portfolio and 42 in the Growth Portfolio.
Principal Risks and Uncertainties
Investment opportunities do not come without risks. The
Company’s principal risks and uncertainties that could threaten
its objective, strategy and performance, and how the Board
manages such risks, are set out in detail on pages 27 and 28.
The performance of the Manager is monitored and at each Board
meeting the Board receives a presentation from the Investment
Manager which includes a review of investment performance,
recent Portfolio activity, market outlook, revenue forecasts,
internal controls and marketing and regulatory updates. The
Board also considers compliance with the investment policy,
investment restrictions and borrowing covenants.
In addition, functions such as administration, marketing,
accounting and company secretarial are also carried out by the
Manager. The Directors also review these services, and those
provided by other suppliers, such as JPMorgan Europe Limited,
the Depositary, and JPMorgan Chase Bank, the Custodian, in
their duties of safeguarding the Company's assets.
Review of Performance and Outlook
The key policies applied in running the Company are set out
on pages 30 to 32 and the Company’s performance in meeting
its objectives is measured against key performance indicators
(‘KPIs’) as set out on page 16.
The Chairman’s Statement on pages 3 to 5 and Investment
Manager’s Review on pages 17 to 22, both of which form part
of this Strategic Report, provide a review of the Company’s
returns, the investment Portfolios and market conditions during
the year and the outlook for the coming year.
Stakeholder Communication and Marketing
The Company fosters good working relationships with its key
stakeholders, such as the Manager, shareholders, bankers and
other key service providers. The Board works closely with the
Manager to ensure optimal delivery of the Company’s investment
proposition through all available channels and, together, we remain
focused on promoting the success of the Company. The Manager
offers a range of savings plans for retail investors which are a
convenient and flexible way to invest in the Company, details of
which can be found in the ‘How to Invest’ section on page 97.
During 2022, the Board established a Marketing Committee
to aid in promoting the Company and its report is set out on
page 50.
The Company welcomes the views of all shareholders and places
great importance on communication with them. In addition to the
annual and half-year reports that are available for shareholders,
monthly fact sheets and additional information is included on the
Company's website at ctglobalmanagedportfolio.co.uk.
Whenever the Manager holds meetings with the Company’s
shareholders, these are reported on to the Board. The
Chairman and other Directors are available to meet
shareholders if required. In addition, meetings are held
regularly with current and prospective shareholders and
analysts covering the investment company sector.
The Annual General Meeting of the Company provides a forum,
both formal and informal, for all shareholders to meet and
discuss issues with the Directors and Manager of the Company.
Through the Manager, we also make sure the savings plan
investors are encouraged to vote at the AGM in addition to
those who hold their shares on the main shareholder register.
Details of the proxy voting results on each resolution are
published on the Company‘s website.
16 | CT Global Managed Portfolio Trust PLC
Strategic Report
Total Return
(1)
Performance to 31 May 2024
1 year % 3 years % 5 years % 10 years %
Income shares NAV total return +7.0% -2.4% +16.7% +60.6%
This measures the share class NAV and share price
total returns (which assume dividends paid by the
Company have been reinvested) relative to the FTSE
All-Share Index.
Growth shares NAV total return +12.7% -6.1% +26.4% +90.1%
Income share price total return +5.2% -1.5% +16.2% +59.7%
Growth share price total return +12.9% -8.3% +23.3% +86.8%
FTSE All-Share Index (total return) +15.4% +25.5% +37.3% +77.6%
Dividend Level of the Income Shares
Financial year ended 31 May 2024 2023 2022
Annual dividend 7.40p 7.20p 6.65p
This shows the dividend yield of the Income shares
(based on the annual dividend) at the year-end relative
to the FTSE All-Share Index.
Dividend yield
(1)
6.2% 6.0% 5.1%
Yield on FTSE All-Share Index 3.6% 3.7% 3.3%
Average +Premium/-Discount to NAV
(1)
During the financial year ended 31 May
Income
shares
%
Growth
shares
%
2024 -0.2 -2.5
This is the average difference between the share price
and the NAV per share during the financial year.
2023 +0.7 -0.4
2022 +1.0 +1.0
Ongoing Charges
(1)
(as a percentage of the average net asset value)
As at 31 May
Income
shares
%
Growth
shares
%
2024 1.20 1.11
This data shows whether the Company is being
run efficiently. It measures the running costs as a
percentage of average net assets.
2023 1.17 1.07
2022 1.04 0.96
Ongoing charges above do not include the ongoing charges of underlying funds as these are not controlled directly by the Board and are not a running cost of the Company.
(1)
See Alternative Performance Measures on pages 99 to 102
Sources: Columbia Threadneedle Investments and Refinitiv Eikon
The Board recognises that longer-term share price performance and, for Income shareholders, an
attractive level of income are most important to the Company’s investors. Share price performance is
driven largely by the performance of the net asset value. The overriding priority is to continue to strive
for consistent achievement of relative outperformance and to add value for shareholders through
net asset value and share price return, discount/premium management, dividend growth and
competitive ongoing charges.
The Board uses a number of performance measures to assess the Company’s success in meeting its
objectives. The key performance indicators (also referred to as Alternative Performance Measures)
are set out below. Additional comments are provided in the Chairman’s Statement and Investment
Manager’s Review discussing the performance of the Company during the period under review.
Key Performance Indicators
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Stock Market Background
The difficult environment for equity markets, which has existed
since interest rates started to rise in December of 2021,
continued to be apparent during the first part of the year under
review. Inflation, though turning downwards, was still nearly
9% in the UK at the start of the financial year which meant
any reduction in interest rates was likely to be some way off.
Markets continued to be concerned about recession and this
limited gains (except for large technology companies in the US)
and prolonged uncertainty. As we moved into the second half
of the financial year, an unexpectedly good inflation figure from
the US in November, temporarily improved sentiment and at
that stage expectations were that interest rate cuts would start
in the first half of 2024 in the US, followed by Europe. Equity
markets responded positively.
The start of 2024, however, brought indications of a
strengthening US economy and a series of not as good as
expected inflation data in the US. Expectations of interest rate
cuts began to wane in the US, whilst in Europe some countries,
including the UK, reported a technical but very mild recession
in the first calendar quarter of 2024. Equity markets in Europe
lost momentum and went sideways although the US, powered
by the technology sector, continued to move ahead. The last
three months of the financial year saw the UK equity market
start to make some headway helped by a series of takeovers
of UK companies and a growing appreciation of the attractive
value that British companies offer.
Total Return by Region for the Year Ended 31 May 2024
(sterling adjusted)
MSCI Emerging Markets (+9.9%)
FTSE Pacific ex Japan (+10.0%)
FTSE Japan (+15.1%)
FTSE All-Share (+15.4%)
FTSE Europe ex UK (+18.1%)
FTSE World ex UK (+21.6%)
S&P 500 (US) (+24.8%)
0510 15 20 25
Source: Columbia Threadneedle Investments
This was the best year for positive returns from equity markets
globally since 2021. The majority of the gains came in the
second half of the financial year as it became apparent that
developed economies, especially Europe, were likely to move
out of a shallow recession and if anything may experience
slightly stronger activity levels as the year unfolded. In Europe,
inflation steadily moved towards the 2% target, whilst in the US
the resilience of the consumer maintained growth at a higher
level, and, along with a tight labour market, meant inflation
proved stickier. All regions achieved strong absolute gains with
the UK at last not a laggard. Interestingly, in relative terms the
UK stock market’s performance got better as the year wore
on such that looking at the final quarter to 31 May 2024 it
produced the strongest return of any of the regions/markets
covered in the chart.
Investment Manager’s Review
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Peter Hewitt, Investment Manager
18 | CT Global Managed Portfolio Trust PLC
Strategic Report
Currency Movements Against Sterling in the Year Ended 31 May
2024 (US$, Euro and Yen)
31-May-23
31-Aug-23
30-Nov-23
28-Feb-24
31-May-24
Euro
US Dollar
Currency strengthening
against sterling
Currency weakening
against sterling
Japanese Yen
105%
100%
95%
90%
85%
Source: Columbia Threadneedle Investments
Frequently currency movements can have a significant effect
on equity market returns when translated back into sterling.
However, with one notable exception, this was not the case in
the year ended 31 May 2024. Sterling rose only 2.7% against
the dollar and marginally by 0.9% against the Euro, thus
reducing returns very slightly in sterling. The exception was
the 15.5% appreciation of sterling relative to the Japanese
Yen, which had the effect of diluting a strong local currency
performance from the Tokyo stock market when translated back
into sterling.
Over the last three years a feature of stock market returns in
the UK, US and Europe has been the dominance of the largest
companies in terms of market leadership. The table below
highlights the performance trends within the UK stock market
over the past year.
Total Returns for the Year Ended 31 May 2024
FTSE 100 Index
+15.6%
FTSE 250 Index
+14.6%
FTSE SmallCap (ex-Investment Trusts) Index
+20.9%
FTSE AIM All-Share Index
+5.0%
FTSE All-Share Closed End Investments Index
+12.2%
Source: Columbia Threadneedle Investments
The FTSE 100 Index has a very different make up to the rest of
the UK stock market. It comprises 84% of the FTSE All-Share
Index and has significant weightings in sectors like oils, banks,
pharmaceuticals, mining, utilities and consumer staples. Most
of these sectors, with the exception of pharmaceuticals, are
viewed as ‘old economy’ low growth sectors. However, at times
of acute uncertainty, investors exhibit a preference for larger
companies which are perceived as better placed to survive an
adverse environment of high inflation and interest rates. That
has been the case for the past three years. Over the longer
term it is the dominance of these sectors which has been a
key factor behind the underperformance of UK equities. Most
of the companies displaying better growth prospects are to be
found in the mid and small cap sectors. In 2024 the ‘large cap
effect’, whilst still evident, has gradually become less apparent.
The FTSE SmallCap (ex-Investment Trusts) Index has done best
but has shrunk so much it has become less representative as
it accounts for only around 100 companies whereas the FTSE
AIM All-Share Index has over 600 constituents and is where
most UK investment managers seek their small cap exposure.
The trends noted above are mirrored in US and European
stock markets.
Performance
For the year ended 31 May 2024 the FTSE All-Share Index
recorded a 15.4% rise (in total return terms). Over the same
period the net asset value of the Income Portfolio was up by
7.0% whilst that of the Growth Portfolio gained 12.7% (again in
total return terms).
Similar to last year there were three key factors behind
the performance.
The first and most important factor which affected the sector
in general along with both portfolios has been wide discounts.
The principal way shares prices of investment companies are
valued by the stock market is by reference as to whether the
share price trades at a discount or premium to the net asset
value of the investment company in question.
Investment Company – Average Sector Discount for the Year Ended
31 May 2024
Sector average discount (%)
% Discount
May-23
Aug-23
Nov-23
Feb-24
May-24
-10
-11
-12
-13
-14
-15
-16
-17
-18
-19
-20
Source: Winterflood Securities and Refinitiv Eikon
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The preceding chart highlights the volatile nature of discounts
in the investment company sector over the past year. The
average discount was around 14% at the start of the year,
visited nearly 19% at the end of October before trending back
to 13% by the calendar year end and concluding the financial
year at just over 14%. There is no single factor which causes
discounts. However, a perception that interest rates would
need to remain higher for longer to tame inflation and a fear
of recession caused sentiment amongst retail investors and
private wealth managers to be both cautious and adverse
and this led to an excess of supply over demand for shares in
investment companies.
It is useful to put in perspective the magnitude of average
sector discounts. The chart below illustrates what has
happened over the past 10 years. For the first six years,
discounts gently tightened and were less than 1% at the
beginning of the new decade. They widened out sharply at the
start of the COVID lockdown, but quickly reversed such that
the average sector discount briefly became a premium in April
2021. Since then, due to a surge in inflation and rising interest
rates, discounts have widened out to levels not seen for a very
long time.
Investment Company – Average Sector Discount for the 10 Years
to 31 May 2024
-25
-20
-15
-10
-5
0
5
May 14
May 16
May 18
May 20
May 22
May 24
% Discount
Source: Winterflood Securities and Refinitiv Eikon
The second factor was the performance of the income-focused
sub-sectors within the wider alternative investment company
sector and, in particular, the infrastructure, renewable energy
infrastructure, property and debt sub-sectors. The common
theme is that their assets are valued by reference to a discount
rate which is applied to the cash flows generated by the
underlying assets. When interest rates rose, this was reflected
in higher discount rates and a corresponding fall in asset
values. In certain cases, from premiums a few years ago, share
prices moved to sizeable discounts. Discounts of 20-40% have
been common over the past year and, until interest rates move
substantially lower, are likely to remain at wide levels. This
affected the Income Portfolio where high dividends comprise a
large part of the total return from many alternative sub-sectors.
With one or two notable exceptions dividends have continued to
be paid and even increased; however, asset values came under
pressure and share prices fell sharply. This was a major cause of
the underperformance of the Income Portfolio.
The third factor which has made it difficult for active fund
managers to perform is alluded to in the earlier table which
illustrated how various UK equity indices, split by size, performed
over the past year. In terms of magnitude, the underperformance
of medium and smaller companies was not as severe as
the year before. However, it was still difficult for active fund
managers to outperform where, for reasons of risk and diversity,
they would not wish to have too concentrated a portfolio,
dominated by large holdings in the very biggest companies. Over
the long-term, medium and smaller sized companies tend to
grow faster and perform better; however, due to higher interest
rates and fear of recession, this was not the case in the most
recent financial year.
Income Portfolio – Leaders and Laggards
A common theme amongst the underperformers in the Income
Portfolio was widening share price discounts, much of which was
the result of rising interest rates and importantly higher discount
rates which are used to value future cash flows and assets for
many alternative investment companies. The renewable energy
infrastructure sector has been particularly affected as illustrated
by The Renewables Infrastructure Group whose share price total
return was -11%. The company’s net asset value was impacted
modestly by lower power prices and was broadly flat over the
year; however, the share price discount widened sharply to over
20% which reflected investors’ fears over the impact of higher
interest rates. Where possible, companies have sought to prove
valuations by selling certain assets and by increasing dividends.
The Renewables Infrastructure Group increased its dividends by
4% to yield in excess of 7%. However, despite this, the shares
lagged over the past year. Something similar occurred to Impact
Healthcare REIT (‘Impact’) which has been held since its IPO in
2017. Impact operates as a real estate investment trust (‘REIT’)
and acquires and develops real estate assets principally for
care homes in the healthcare sector, but it does not manage
the operations. The company has a conservative balance sheet
and has steadily grown rental income and net asset value;
however, the shares have de-rated to a discount of around 28%
and are thoroughly out of favour. Encouragingly, the dividend
has continued to move ahead such that the shares yield over
8%. Rather surprisingly, global equity income trust The Scottish
American Investment Company (‘Scottish American’) delivered a
marginally negative share price total return of -0.3% for the past
year. The net asset performance of Scottish American has been
good over the long term. However, the entire gain in net asset
value over the past year was offset by the share price moving
from trading around par a year ago to a discount of 9% by the
end of May 2024. Scottish American was one of the Income
Portfolio’s best performers the previous year.
20 | CT Global Managed Portfolio Trust PLC
Strategic Report
Turning to the leaders and the best performer in the Income
Portfolio with a share price total return of 29% was UK equity
income trust Temple Bar Investment Trust (‘Temple Bar). Since
Redwheel Partners took over management of the portfolio
towards the end of 2020, Temple Bar has handsomely
outperformed the FTSE All-Share Index. They employ a deep
value style and work out an intrinsic value for each of its 25
holdings determined by free cash flow generation. Temple Bar
has also benefitted from value stocks significantly outperforming
growth stocks over the last three years after a long period in the
doldrums. A number of holdings have been subject to bids which
is not surprising given the cheapness of the underlying portfolio
which is valued at a price earnings ratio of only 8.5x. Prospects
for Temple Bar continue to be promising. Next best performer
was The Mercantile Investment Trust (‘Mercantile’) with a share
price total return of 27%. Mercantile, a strong performer over
the long term, has a market value of £1.8bn and specialises in
investments in the FTSE 250 Index. This is home to many of the
UK’s best growth companies. However, when inflation started to
rise and interest rates were increased to combat inflation from
the start of 2022 onwards, medium and smaller companies
in the UK underperformed the FTSE 100 Index of the largest
companies by a substantial margin. Valuations in the medium
and smaller companies segment of the equity market have
become very attractive and Mercantile has taken advantage
of this. It has a good record of dividend growth with a 3.4%
yield. Despite last year’s share price performance, the discount
remains wide at around 12%. The third best performer was
another trust from the JPMorgan stable, that of JPMorgan Global
Growth & Income which had a share price total return of 23%.
The trust was also one of the best performers in the Income
Portfolio last year and pays 4% of its year-end net asset value
as a dividend. Around half of the dividend is generated from the
underlying portfolio, with the balance coming from capital. This
has allowed the trust to have large holdings in Nvidia, Microsoft,
Amazon and Mastercard which typically either do not pay a
dividend or only a small dividend. It has meant the trust is able
to gain exposure to a series of strong performing technology
companies which has been key to good performance. As a
result, the trust has traded consistently at a small premium and
has been able to issue shares. It has a dividend yield of 3.3%
and a market value of £2.7bn.
Growth Portfolio – Leaders and Laggards
Starting with the underperformers in terms of magnitude, the
largest was the 27% fall in the Syncona share price total return,
which was a major disappointment. Syncona aims to create
and build life science and biotechnology companies from UK
science focussing on unmet medical needs for patients. It
aims to have around 20-25 companies (mainly private) where it
takes significant shareholdings. The net asset value has gone
sideways over the last three years. However, over the next twelve
months there are a series of key trial data announcements from
portfolio companies which could boost the net asset value if
results are positive. Syncona is well-financed and expects to be
able to fund the next three years of development for underlying
holdings at approximately £200m p.a. It has net cash of over
£450m and a market value of around £700m. The shares have
moved to a discount of over 40%, which highlights how unloved
private biotechnology companies have been and accords very
little value to the underlying holdings. Shares in BH Macro
declined 11% over the past year and, similar to Syncona, the net
asset value has been flat over the period and the share price
has been a victim of discount widening moving from a small
premium to a discount of 10%. BH Macro is a macro hedge fund
which exploits opportunities in interest rates, bonds and foreign
exchange. A key reason it is held is due to the nature of the
returns it has generated which tend to be inversely correlated
with the direction of equity markets which helps to cushion
overall performance in bear markets. BH Macro has begun to
repurchase shares. Finsbury Growth & Income Trust is a UK
equity trust managed by well-known investor Nick Train. It has
had a difficult past year after being one of the Growth Portfolio’s
better performers the previous year. The trust invests in large
UK companies with consistent earnings growth. There is a focus
on global consumer brands, digital transformation and data
analytics. Certain of the consumer names, such as Diageo and
Burberry, have had a challenging last year. However, more than
half of the portfolio now comprises companies which benefit
from data analytics, such as The London Stock Exchange, RELX
and Experian, where prospects for growth are excellent. The
shares fell 3% last year as the discount widened to 8%.
Just as widening discounts were a common theme amongst
the laggards, exposure to companies with secular growth
characteristics was a common theme amongst the leaders.
Allianz Technology Trust and Polar Capital Technology Trust
both saw share price gains of 35% whilst Scottish Mortgage
Investment Trust was not far behind with a gain of 33% over the
fiscal year. The rapid development of Artificial Intelligence was a
key factor behind the share price performance of all three trusts.
All three have built large holdings in Nvidia and ASML, which
make semiconductors needed in AI, as well as Microsoft and
Meta, which are also perceived beneficiaries. Although some
believe AI is no more than a fad and a bubble, experienced
investors and commentators on the technology sector liken the
advent of AI and its development as akin to where the internet
was in 1995. All of these have been long-term holdings for the
Growth Portfolio. While all were reduced in January 2022, all
were increased during the year under review.
(all share prices are total return)
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Investment Strategy and Prospects
Equity markets did better than expected over the past year, once
again led by the US. There was great uncertainty last year around
the fear of a recession in developed economies and, although
the UK and Europe did have a mild recession around the turn of
the year, both have since emerged from it. The driver was the US
economy, which through 2023 and the first part of this year was
stronger than anticipated.
What does this mean for the coming year and beyond?
Fear of recession has abated. Although the US is showing signs
of slowing, it is still growing, in part due to loose fiscal policy,
which is not likely to change ahead of the Presidential election
in November and may well continue into next year. The UK and
Europe are experiencing gently rising activity levels with low
levels of unemployment and, although China’s rate of growth
has slowed, it remains well ahead of Europe and the US and is
supportive of growth, especially in Asia.
What about prospects for stock markets?
Whilst inflation is clearly trending towards the 2% target level
for most developed economies, it has proved stickier in the US,
where growth has been notably more robust. Growth momentum
is beginning to moderate in the US whilst the opposite is true
for Europe, albeit from much lower levels. The key is that major
Western Central Banks should be able to cut interest rates by
the end of 2024. Expectations are for two cuts in the UK and
Europe whilst only one in the US, with more likely in 2025. This
is a favourable environment for stock markets. Lower interest
rates should also permit leadership within equity markets
to broaden out. In the US the top 10 companies by market
value, dominated by large technology stocks, have driven stock
market performance; however, even if their earnings growth
remains strong, at an average forward price earnings ratio of
28x, their shares are, in relative terms, highly valued. This may
mean dominance of stock market returns in the US by the
largest companies will become less pronounced. Historically,
lower interest rates have been a tailwind for medium sized and
smaller companies, nowhere more so than the out of favour UK
stock market.
How does this impact the investment strategy?
In terms of strategy this is reflected in the first of three key
themes underpinning both portfolios. The first theme is UK
equity investment companies, especially those with a bias to
medium and smaller sized companies. The UK stock market
is the only major market where valuations are below 20 year
averages – the forward price earnings ratio is around 11x
against a long-term average of 14x. Profits and earnings
growth is picking up and a series of takeovers of a variety of
UK companies across different sectors highlights that buyers,
typically private equity and overseas companies, are seeking to
take advantage of historically low valuations. Amongst smaller
listed companies in the UK the de-rating has been severe;
however, an environment of moderate growth in the domestic
economy and lower interest rates is favourable for good stock
market performance from this segment of the equity market.
Both Portfolios have increased their exposure to UK investment
companies. As an illustration, they both have positions in The
Law Debenture Corporation, Lowland Investment Company
and the recently purchased JPMorgan UK Small Cap Growth &
Income. The Growth Portfolio also has holdings in Fidelity Special
Values, Aberforth Smaller Companies Trust, Aurora Investment
Trust, Henderson Smaller Companies Investment Trust and
Henderson Opportunities Trust, all UK equity specialists.
The Income Portfolio also has holdings in trusts focussed on
UK equities which have attractive dividend yields. In addition to
trusts mentioned above, examples also include The Mercantile
Investment Trust, The Merchants Trust, Temple Bar Investment
Trust, Edinburgh Investment Trust, Murray Income Trust and
Invesco Perpetual UK Smaller Companies Investment Trust.
Many of the trusts featured above remain on historically wide
discounts; for example, Lowland Investment Company and The
Mercantile Investment Trust are on share price discounts of
around 12% with most of the smaller company specialists on
discounts of between 10% and 15%. These are historically wide
levels and highlight how out of favour they have been and the
excellent value on offer.
The second theme is private equity trusts. As a sector, they all
moved out to very wide discounts, often in excess of 40%, in
2022 when both inflation and interest rates were on the rise and
a fear of recession led to an expectation that underlying asset
values for these trusts would fall. This proved not to be the case
and most either held their value or in selective cases managed
small gains. Most are now better placed to resume asset value
growth, and many have introduced shareholder friendly capital
allocation policies relating to dividends and share buybacks.
Both Portfolios have built up a number of holdings in the private
equity sector. In the Growth Portfolio, the largest position and
long-time holding is HgCapital Trust along with Oakley Capital
Investments, Pantheon International, ICG Enterprise Trust,
Literacy Capital, Augmentum Fintech and The Schiehallion Fund.
In the Income Portfolio, certain private equity trusts that have a
policy of paying dividends from capital reserves are also held.
Examples are NB Private Equity Partners, Apax Global Alpha and
Partners Group Private Equity Holding (formerly called Princess
Private Equity Holding). Most of the trusts mentioned are on
wide share price discounts and are well placed to generate good
performance from current levels.
22 | CT Global Managed Portfolio Trust PLC
Strategic Report
The final theme is holdings in trusts with secular growth
characteristics. This has been a long-term investment theme.
Trusts in this category have significant exposure to technology,
healthcare, biotechnology and companies involved in digital
disruption and transformation. Most of these types of holdings
will appear in the Growth Portfolio and examples include Allianz
Technology Trust, Polar Capital Technology Trust, Scottish
Mortgage Investment Trust, The Monks Investment Trust, Herald
Investment Trust, Worldwide Healthcare Trust and Biotech Growth
Trust. It is much harder for the Income Portfolio to gain exposure
because most of these trusts either do not pay a dividend
or only a low dividend; however, a couple examples of trusts
included are International Biotechnology Trust and Bellevue
Healthcare Trust.
The Growth Portfolio has increased holdings in some of the
trusts noted above over the past year. Although they can be
volatile, for genuine long-term investors, it is from trusts with
these secular growth characteristics multiple times the original
investment can be made.
Conclusion
Looking ahead, there are many uncertainties that could
undermine a favourable outlook for equity markets. These
include geo-politics, especially Ukraine or the Middle East,
political elections, particularly that of the US President in
November, or an unanticipated decline into recession if the
Federal Reserve in the US maintained a tight monetary policy
for too long. However, coming back to the fundamentals, it does
appear that there is every chance of a favourable environment
developing for equity markets. The risk of recession appears
to be fading. Inflation will not return to pre-pandemic levels but
will come back in most developed economies towards the 2%
target level of Central Banks. Although forecasting interest rates
is hazardous, most Central Banks will be looking to move rates
lower over the next year. Growth should respond and there are
optimistic signs of this in Europe.
Against this more favourable backdrop, some cautious
optimism on progress from equity markets seems justified.
This is especially so with the UK equity market which has been
anchored at the bottom of most performance league tables
since the Brexit vote in 2016. It is interesting that, in the final
quarter of the financial year ended 31 May 2024, the UK was
amongst the best performing equity markets despite all the
uncertainties. There is a chance that this may continue in the
current year.
At the time of writing the average sector discount for investment
companies is 15%. This is at one end of the spectrum and
outstanding value is apparent across many different sub-sectors.
Patience will be both required and tested. However, from current
levels there is a genuine opportunity of positive returns from the
two portfolios of high-quality investment companies with strong
balance sheets and proven, experienced management.
Peter Hewitt
Investment Manager
Columbia Threadneedle Investment Business Limited
26 July 2024
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Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Responsible Investment
The Company is not an investment trust with ESG or sustainable
characteristics. However, as part of its overall risk management
process, the Manager integrates the consideration of financially
material environmental, social and governance (‘ESG’) factors
into its research and investment process and encourages
stronger ESG practices to be adopted by issuers through
its engagement and voting activities. We believe investing
responsibly is fundamental to long-term wealth creation.
Our Approach
We believe that good financial outcomes are more likely to be
achieved if we fully understand the risks and opportunities that
relate to the markets in which we invest. The Manager believes
the consideration of financially material ESG factors can
provide an important perspective to its investment research.
Consideration of these factors could affect an investment’s
valuation by helping assess future investment risk, unlocking
potential new investment opportunities and fulfilling its clients’
long-term financial objectives.
There are two strands to the Board’s approach to responsible
investment:
the Company’s own responsibilities on matters such as
governance; and
ESG integration, engagement and proxy voting made on its
behalf by its Manager.
The Company’s compliance with the AIC Code of Corporate
Governance is detailed in the Corporate Governance Statement
on pages 41 to 43. In addition, the Policy Summary statement on
pages 30 to 32 includes the Company’s policies towards Board
diversity and tenure, integrity and business ethics, UK financial
sanctions and prevention of the facilitation of tax evasion.
The Manager, as an active owner, engages in dialogue,
including around ESG factors with the issuers it invests in
on behalf of its clients as an integral part of its approach to
research and investment, and as stewards of client capital.
However, as a company which invests in other investment
companies, the Company is mindful that it has a limited ability
to exert influence over the underlying investments held in
those entities.
The Manager is a signatory of the UK Stewardship Code and
its statement of compliance can be found on its website at
www.columbiathreadneedle.com
Active ownership
The Manager engages with issuers on ESG factors that
could have a material impact on their businesses and, where
necessary, encourages improvement in management practices
that it believes could help drive financial returns for clients.
The Manager’s active ownership activities are supported by
a breadth of policies on corporate governance, proxy voting,
engagement and investment strategy-specific policies, as
well as respective addendums on how to manage potential
conflicts of interest. These documents support and inform the
Manager’s engagement and voting activities on behalf of its
clients and are available on its website.
The Manager’s Corporate Governance Guidelines set out its
expectations of the management of investee companies in terms
of good corporate governance. This includes the affirmation
of responsibility for reviewing internal ethics policies and
ensuring that there is an effective mechanism for the internal
reporting of wrongdoing, whether within the investee company
itself or involving other parties, such as suppliers, customers,
contractors or business partners. The Manager is a signatory
to the United Nations Principles for Responsible Investment
(‘UNPRI’) under which signatories contribute to the development
of a more sustainable global financial system. As a signatory,
the Manager aims to incorporate the consideration of financially
material ESG factors into its investment processes.
Where appropriate, the Manager engages with the boards or
fund managers of the investment companies held in the Income
Portfolio and Growth Portfolio. During 2023, the Manager
conducted an ESG survey of the investment companies or their
managers (as appropriate) held in each Portfolio. Matters such as
whether the investment manager was a signatory to the UNPRI,
membership of responsible investment bodies and initiatives,
what ESG or Diversity and Inclusion policies were in place, whether
the investment company had any sustainability related objectives,
ESG reporting by the manager or investment company, how ESG
considerations were incorporated into investment management
processes, ESG resources and whether a public commitment to a
As stewards of £157.5million of gross assets, we support investing responsibly and the
Company benefits from the Manager’s approach in this field.
Responsible Investment
24 | CT Global Managed Portfolio Trust PLC
Net Zero ambition had been made were considered. This allows
an evaluation of their strategies and progress on ESG policies
and reporting and to initiate and progress discussions with
investee companies and their managers.
Climate Change
The Manager recognises the importance of managing climate-
related risks and opportunities effectively to protect long-term
investment returns. We expect the managers of the investment
companies in the Portfolios to incorporate considerations
around financially material climate change risks and
opportunities into their investment and stewardship processes.
It is important to consider not only the potential investment
downsides, but also the opportunities that the energy transition
will bring, such as the Income Portfolio’s investment in The
Renewables Infrastructure Group which gives focused exposure
to climate change solutions.
Unlike other premium listed trading companies, as an
investment trust, the Company is not required to report against
the recommendations of the Task Force on Climate-related
Financial Disclosures.
Voting on Portfolio Investments
As noted previously, the Manager’s Corporate Governance
Guidelines set out expectations of the boards of investee
companies in terms of good corporate governance. The Board
expects to be informed by the Manager of any sensitive voting
issues involving the Company’s investments. In the absence of
explicit instructions from the Board, the Manager is empowered
to exercise discretion in the use of the Company’s voting rights
and reports to the Board on its voting record. The Manager will
vote on all investee company resolutions.
During the financial year, the Manager voted at 88 meetings
of investee companies held by the Company. The Manager
did not support management’s recommendations on at
least one resolution at approximately 11% of all meetings.
With respect to all items voted, the Manager supported over
98% of all management resolutions. Over half of the votes
against management were director-related. As in previous
years, boards lacking sufficient independent oversight and
directors considered to be non-independent sitting on key board
committees were the most common reasons for not supporting
an individual’s re-election.
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Section 172 Statement
Under Section 172 of the Companies Act 2006, the Directors
have a duty to act in the way they consider, in good faith, would
be most likely to promote the success of the Company for the
benefit of its members as a whole and, in doing so, have regard
(amongst other matters) to:
the likely consequences of any decision in the long-term;
the interests of the Company’s shareholders;
the need to foster the Company’s business relationships
with suppliers, customers and others;
the impact of the Company’s operations on the community
and environment;
the desirability of the Company maintaining a reputation for
high standards of business conduct; and
the need to act fairly as between members of the Company.
As explained on page 14, the Company is an externally
managed investment company and has no employees,
customers or premises.
The Board believes that the optimum basis for meeting its duty
to promote the success of the Company is by appointing and
managing third parties with the requisite performance records,
resources, infrastructure, experience and control environments
to deliver the services required to achieve the investment
objective and successfully operate the Company. By developing
strong and constructive working relationships with these
parties, the Board seeks to ensure high standards of business
conduct are adhered to at all times and service levels are
enhanced whenever possible. This, combined with the careful
management of costs, is for the benefit of all shareholders who
are also key stakeholders.
As set out on page 14, the Board’s principal working
relationship is with the Manager, which is responsible for
the management of the Company’s assets in line with the
investment objective and policy set by the Board. The Manager
also provides ancillary functions such as administration,
marketing, accounting and company secretarial services to the
Company and acts as the AIFM.
The Board works closely with the Manager and oversees the
various matters which have been delegated to it, and to ensure
the Company’s daily operations run smoothly for the benefit
of all stakeholders. The Portfolio activities undertaken by our
Manager are set out in the Investment Manager’s Review on
pages 17 to 22.
While the Company’s direct impact on the community and
environment is limited, its indirect ESG impact occurs through
the investment companies in which it invests. The Board gives
effect to this through the Manager’s Responsible Investment
approach which is set out on pages 23 and 24. Information on
the annual evaluation of the Manager, to ensure its continued
appointment remains in the best interests of shareholders, is
set out on page 45.
In addition to the Company’s shareholders, Manager and
bankers, other key stakeholders include its service providers
such as the Custodian, Depositary, Broker and Registrar. The
Board receives regular reports from the Company’s key service
providers on an ongoing basis and evaluates them to ensure
expectations on service delivery are met.
The Board places great importance on communication with
shareholders and further information is set out on page 15.
The Company’s stakeholders are always considered when the
Board makes decisions and examples include:
Dividends
The Board recognises that providing an attractive level of
income with the potential for growth is important to the
Company’s Income shareholders. Following the payment
of the fourth interim dividend on 5 July 2024, dividends
with respect to the financial year ended 31 May 2024
total 7.40p per Income share. This represents an increase
of 2.8% compared to the prior year and a yield of 6.2%
at 31 May 2024 as compared to the yield on the FTSE
All-Share Index of 3.6% at that date.
Conversion facility
The Board recognises that providing shareholders with an
annual opportunity to convert their shares into the other
class without incurring UK capital gains tax should be an
attractive facility for shareholders who wish to use it. Over
the last few years, the Board has taken steps to enhance
the operation of the conversion facility while managing the
related costs to ensure it could operate when there was
meaningful demand. Conversions have occurred in the last
six financial years for the benefit of shareholders.
Promoting the Success of the Company
26 | CT Global Managed Portfolio Trust PLC
Strategic Report
Share issuance and buy-backs
The Board believes that the ability to issue and buy back
shares is in the interests of all shareholders as it helps
to reduce the volatility in the premium or discount of the
Company’s share prices relative to their respective NAVs.
During the year the Company issued 1,225,000 new Income
shares at an average premium to NAV of 1.6%. This helps
to enhance the NAV for ongoing Income shareholders and to
grow the size of the Company and allows operating costs to
be spread over a wider shareholder base for the benefit of
all shareholders. During the year 2,440,000 Growth shares
were bought back at an average discount to NAV of -3.3%,
thereby providing a small accretion to the NAV per Growth
share. These Growth shares are held in treasury and are
available to be resold at a price not less than NAV in future.
Private investors
The Company's shareholders are predominantly retail
investors who invest through savings or execution-only
platforms. A significant proportion invest through the
Manager’s retail savings plans and the Board remains
focused with the Manager on the optimal delivery of the
Company's investment proposition for the benefit of all
shareholders. Now that Child Trust Fund accounts are
reaching maturity, the Manager’s objective is to retain as
many of these young investors as possible. The Manager
writes to their parents ahead of the account maturity dates
explaining the options and opportunities available to them.
Once 18, the young investor receives communications on
options available to them, and then on a quarterly basis, if
needed, reminded when their valuation statement is issued.
Retention rates are currently in line with expectations.
The Manager remains committed to its savings plans
and its relationship with its customers and has invested
significantly in its offering to enhance digital capabilities in
order to meet its customers’ expectations.
Increasing awareness of the Company
In July 2022, the Board established a Marketing
Committee. Simon Longfellow, who has extensive
experience of marketing investment trusts to retail
investors, chairs the Committee. The objective of the
Committee is to increase investors’ awareness of CT
Global Managed Portfolio Trust and its key attributes
through appropriate initiatives. We believe the Company,
which provides investors with access to a broad spread of
investment companies, covering a variety of geographies,
sectors and investment managers, and has strong long-
term performance, is particularly well suited to the retail
segment of the market.
Report and Financial Statements 2024 | 27
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As an investment company, investing primarily in listed
securities, most of the Company’s principal risks and
uncertainties that could threaten the achievement of its
objective, strategy, future performance, liquidity and solvency
are market-related.
A summary of the Company’s risk management and internal
controls arrangements is included within the Report of the
Audit Committee on pages 47 and 48. By means of the
procedures set out in that summary, the Board has established
an ongoing process for identifying, evaluating and managing
the significant risks faced by the Company. The Board also
considers emerging risks which might affect the Company
and related updates from the Manager on such risks are
also considered. During the year, significant risks included
the outlook for inflation and ongoing macroeconomic and
geopolitical concerns, together with recent and forthcoming
elections in countries such as the UK and the US. Any
emerging risks that are identified and that are considered to
be of significance are included on the Company's risk register
with any mitigations. These significant risks, emerging risks
and other risks are regularly reviewed by the Audit Committee
and the Board. The Audit Committee and the Board have also
regularly reviewed the effectiveness of the Company’s risk
management and internal control systems for the period.
In November 2021, the Company’s Manager, which was part of
BMO GAM (EMEA), was acquired by Ameriprise Financial and
the integration of its business with Columbia Threadneedle
Investments then progressed. There has been little change
for the Company; nevertheless, an acquisition such as this
introduces some uncertainty until the integration of systems is
fully implemented. A critical milestone was the move to a new
order management system, Aladdin, which is widely regarded
as market leading. This change was successfully completed in
October 2023 and the integration risk is now viewed as reduced.
The principal risks and uncertainties faced by the Company,
and the Board’s mitigation approach, are described below.
Notes 18 to 23 to the financial statements provide detailed
explanations of the risks associated with the Company’s
financial instruments and their management.
Principal Risks and Uncertainties Mitigation
Market risk
The Company’s assets consist mainly of listed
closed-end investment companies and its
principal risks are therefore market-related and
include market risk (comprising currency risk,
interest rate risk and other price risk), liquidity
risk and credit risk.
Climate change may also have an impact on
investee companies in the coming years.
Uncertainty in markets, with events such
as the war in Ukraine, increased conflict in
the Middle East and recent and forthcoming
elections, together with macroeconomic and
geopolitical concerns have led to volatility in the
Company’s NAV.
No change in overall risk during the
year, but, given macroeconomic and
geopolitical concerns, this risk remains
heightened
The Board regularly considers the composition and diversification of the
Income Portfolio and the Growth Portfolio and considers individual stock
performance together with purchases and sales of investments. Investments
and markets are discussed with the Investment Manager on a regular basis.
Engagement on financially material environmental, social and governance
matters is undertaken by the Manager and its approach is explained on
pages 23 and 24.
The Board has, in particular, considered the impact of market volatility,
macroeconomic and geopolitical concerns and inflation and they are discussed
in the Chairman’s Statement and Investment Manager’s Review. As a closed-
end investment company, it is not constrained by asset sales to meet
redemptions so can remain invested through volatile market conditions and is
well suited to investors seeking longer-term returns.
An explanation of these risks and the way in which they are managed are
contained in notes 18 to 23 to the financial statements.
Principal Risks and Uncertainties
and Viability Statement
28 | CT Global Managed Portfolio Trust PLC
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Principal Risks and Uncertainties Mitigation
Investment performance risk
Incorrect strategy, asset allocation, stock
selection (in the context of the market,
economic or geopolitical backdrop) and the
use of gearing could all lead to poor returns for
shareholders.
No change in overall risk during the
year, but, given macroeconomic and
geopolitical concerns, this risk remains
heightened
The investment strategy and performance against peers and the benchmark
are considered by the Board at each meeting and reviewed with the Investment
Manager. The Board is responsible for setting the gearing range within which
the Manager may operate and gearing is discussed at every meeting and
related covenant limits are closely monitored. The Manager’s Investment Risk
team provide oversight on investment risk management.
The Income Portfolio and Growth Portfolio are diversified and comprise listed
closed-end investment companies and their compositions are reviewed
regularly by the Board.
Underlying dividends from investee companies are also closely monitored and
the revenue reserve and the 2022 special reserve attributable to the Income
Portfolio can be drawn on to support the payment of dividends to Income
shareholders.
If required, the Board can hold additional meetings at short notice to discuss
any significant matters.
Third party service delivery and cyber risk
Failure of the Manager as the Company’s main
service provider or disruption to its business,
or that of any other outsourced or third party
service provider, could lead to an inability to
provide accurate reporting and monitoring,
leading to a potential breach of the Company’s
investment mandate or loss of shareholders’
confidence.
The risk includes failure or disruption as a
consequence of external events such as the
COVID-19 pandemic.
External cyber attacks could cause such failure
or could lead to the loss or sabotage of data.
No change in overall risk during the
year, but, due to the integration with
Columbia Threadneedle Investments’
systems, this risk was heightened
The Board meets regularly with the management of the Manager and its
Operational Risk Management team to review internal control and risk reports,
which includes oversight of its own third party service providers. The Manager’s
appointment is reviewed annually and the contract can be terminated with six
months’ notice. The Manager has a business continuity plan in place to ensure
that it is able to respond quickly and effectively to an unplanned event that
could affect the continuity of its business.
The Manager has outsourced certain functions (such as fund accounting
services) to State Street Bank and Trust Company (‘State Street’) and
supervision of such third party service providers, including the administrator
of the Manager’s savings plans, has been maintained by the Manager. This
includes the review of IT security and heightened cyber threats.
The Manager also closely monitors the performance of its technology platform
to ensure it is functioning within acceptable service levels. During the year, the
Audit Committee received a presentation from the Manager’s Chief Information
Security Office on its information and cyber security programme.
The Board receives quarterly reports from the Depositary confirming safe custody
of the Company’s assets and cash and holdings are reconciled to the Custodian’s
records. The Custodian’s internal controls reports are also reviewed by the Manager
and key points reported to the Audit Committee. The Board also receives periodic
updates from the Custodian on its own cyber security controls.
The Depositary is specifically liable for loss of any of the Company’s assets
that constitute financial instruments under the AIFMD.
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Viability Assessment and Statement
In accordance with the UK Corporate Governance Code, the
Board is required to assess the future prospects for the
Company and considered that a number of characteristics of
the Company’s business model and strategy were relevant to
this assessment:
The Company’s investment objective and policy, which
are subject to regular Board monitoring, means that the
Company is invested principally in two diversified Portfolios
of listed closed-end investment companies and the level of
borrowing is restricted.
The Company’s investments are principally in listed
securities which are traded in the UK on the London Stock
Exchange’s Main Market or other regulated exchanges and
which are expected to be readily realisable.
The Company is a listed closed-end investment company
whose shares are not subject to redemptions by
shareholders.
Subject to shareholder continuation votes, the next of which
will be at the AGM in 2028 and five yearly thereafter, the
Company’s business model and strategy is not time-limited.
Also relevant were a number of aspects of the Company’s
operational arrangements:
The Company retains title to all assets held by the
Custodian under the terms of a formal agreement with the
Custodian and Depositary.
The borrowing facilities, which remain available until
February 2025, are subject to a formal agreement,
including financial covenants with which the Company
complied in full during the year.
Revenue and expenditure forecasts are reviewed by the
Directors at each Board meeting.
The operational robustness of key service providers and
the effectiveness of alternative working arrangements.
Alternative service providers can be engaged at relatively
short notice if necessary.
In considering the viability of the Company, the Directors carried
out a robust assessment of the principal risks and uncertainties
which could threaten the Company’s objective and strategy, future
performance and solvency. This included the impact of market
volatility and a significant fall in equity markets on the Company’s
investment Portfolios. These risks, their mitigations and the
processes for monitoring them are set out on pages 27 and
28 in Principal Risks and Uncertainties, on pages 47 and 48 in
the Report of the Audit Committee and in notes 18 to 23 to the
financial statements.
The Directors also considered:
The level of ongoing charges incurred by the Company
which are modest and predictable and (at 31 May 2024),
excluding the ongoing charges of underlying funds, total
1.20% and 1.11% of average net assets for the Income
shares and Growth shares respectively.
Future revenue and expenditure projections.
The Company’s ability to meet liquidity requirements
given its investment Portfolios consist principally of listed
investment companies which can be realised if required.
The ability to undertake share buy-backs if required.
Whether the Company’s investment objective and policy
continue to be relevant to investors.
Directors are non-executive and the Company has no
employees and consequently the Company does not have
redundancy or other employment-related liabilities or
responsibilities.
The uncertainty in markets and macroeconomic and
geopolitical concerns and the prospects for the Company’s
investment Portfolios.
These matters were assessed over a five year period to July
2029, and the Board will continue to assess viability over five
year rolling periods.
As part of this assessment the Board considered a number
of stress tests and scenarios which considered the impact
of inflation and substantial falls in investment values on
shareholders’ funds over a five year period. The results
demonstrated the impact on the Company’s net assets and its
expenses and its ability to meet its liabilities over that period
and adhere to its financial covenants.
A rolling five year period represents the horizon over which the
Directors believe they can form a reasonable expectation of
the Company’s prospects, although they do have due regard to
viability over the longer term.
Based on their assessment, and in the context of the Company’s
business model, strategy and operational arrangements set
out above, the Directors have a reasonable expectation that
the Company will be able to continue in operation and meet its
liabilities as they fall due over the five year period to July 2029.
30 | CT Global Managed Portfolio Trust PLC
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Investment Objective and Policy
The Company’s investment objective is to provide an attractive
level of income with the potential for income and capital growth
to Income shareholders and to provide capital growth for
Growth shareholders, in each case through investing principally
in a diversified Portfolio of investment companies.
The Income Portfolio invests in a diversified Portfolio of at least
25 investment companies that have underlying investment
exposures across a range of geographic regions and sectors
and that focus on offering an income yield above the yield of
the FTSE All-Share Index.
The Growth Portfolio invests in a diversified Portfolio of at least
25 investment companies that have underlying investment
exposures across a range of geographic regions and sectors
and that the focus of which is to maximise total returns,
principally through capital growth.
The Company invests principally in closed-end investment
companies, wherever incorporated, which are listed on the
Official List of the Financial Conduct Authority. The majority
of the Company’s holdings comprise equity investments
although it is permitted to invest in other securities issued by
investment companies.
The Company is permitted to invest in other closed-end
investment companies, wherever incorporated, whose shares
are traded on AIM or a Regulated Exchange (other than the
London Stock Exchange’s Main Market) up to a maximum of
25% of the total assets of the relevant Portfolio.
In accordance with the Listing Rules of the Financial Conduct
Authority, the Company will not invest more than 10% in
aggregate of its total assets in other UK listed investment
companies that themselves may invest more than 15% of their
total assets in other UK listed investment companies.
There are no maximum levels set for underlying exposures to
geographic regions or sectors.
No investment in either Portfolio may exceed 15% of the relevant
Portfolio’s total assets at the time of the latest purchase.
The Manager may invest the assets of the Company in other
investment companies managed by the Manager or another
member of the Columbia Threadneedle Group, provided that
such investments in the Income or Growth Portfolios shall not
exceed 20% of the total assets of the relevant Portfolio at the
time of investment.
There are no defined limits on securities and accordingly
the Company may invest up to 100% of total assets in any
particular type of security.
The Company may use derivatives, principally for the purpose
of efficient portfolio management, including protecting the
Portfolios against market falls.
The Company may use gearing in either Portfolio. Borrowings
are not normally expected to exceed 20% of the total assets
of the relevant Portfolio. Under the Company’s Articles of
Association, the maximum borrowing limit is 50% of the total
assets of the relevant Portfolio.
Gearing Policy
As explained under Investment Objective and Policy, the
Company has the flexibility to borrow money with the aim of
generating a return greater than the cost of that borrowing.
The Board receives recommendations on gearing levels from
the Manager and it is responsible for setting the gearing range
within which the Manager may operate.
The Company has a £5 million unsecured fixed rate term loan
and a £5 million unsecured revolving credit facility, both of
which are available until 10 February 2025 with The Royal Bank
of Scotland International Limited. At 31 May 2024, the fixed
rate term loan and £2 million of the revolving credit facility
were drawn down in the Income Portfolio. The facilities are
described in more detail in note 12 to the financial statements.
It is expected that new loan facilities could be entered into
when the current arrangements expire, but, if not, or should the
Board decide not to renew these, any outstanding borrowing
would be repaid through the use of cash and, if required, from
the proceeds of the sale of the Company’s investments in the
relevant Portfolio.
Policy Summary
Report and Financial Statements 2024 | 31
Strategic Report
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Dividend Policy
Within the Company’s investment objective is the aim to
provide an attractive level of income for Income shareholders.
In determining dividend payments, the Board takes account of
income forecasts, brought forward revenue and other relevant
distributable reserves, the Company’s dividend payment
record, the yield of the FTSE All-Share Index, inflation and the
corporation tax rules governing investment trust status. Risks
to the dividend policy have been considered as part of the
Principal Risks and Uncertainties and Viability Review on pages
27 to 29 and include financial risks leading to a deterioration
in the level of income received by the Company, or a significant
change to the Company‘s regulatory environment.
Dividends are currently paid as interim dividends, quarterly in
October, January, April and July.
Share Issuance and Buy-back Policy
Share issuance and buy-backs help reduce the volatility
of the share price premium or discount to net asset value
per share and enhance the net asset value per share for
continuing shareholders.
In normal circumstances, the Board aims to maintain the
discount to NAV at which the Company’s shares trade at not
more than 5%. Shares will not be bought back at a premium to
net asset value. Shares which are bought back by the Company
may be cancelled or may be held in treasury. Shares held in
treasury may be resold at a price not less than the net asset
value. For further details see pages 38 to 40.
UK Financial Sanctions and Prevention of the
Facilitation of Tax Evasion
The Board is fully committed to complying with all legislation,
regulation and relevant guidelines including those relating
to the UK financial sanctions regime in the context of the
Company’s business and also the UK’s Criminal Finances Act
2017, designed to prevent tax evasion and the facilitation of
tax evasion in the jurisdictions in which the Company operates.
Professional advice is sought as and when deemed necessary.
Taxation
The policy towards taxation is one of full commitment to
complying with applicable legislation and statutory guidelines.
The Company has received approval from HMRC as an
investment trust under Section 1158 of the Corporation Tax
Act 2010 (‘Section 1158’) and has since continued to comply
with the eligibility conditions such that it does not suffer UK
corporation tax on capital gains. The Manager ensures that the
Company submits correct taxation returns annually to HMRC,
settles promptly any taxation due and claims back, where
possible, taxes suffered in excess of taxation treaty rates on
non-UK dividend receipts.
Board Diversity and Tenure
The Board is composed solely of non-executive Directors and
its approach to the appointment of non-executive Directors is
based on its belief in the benefits of having a diverse range of
experience, skills, length of service and backgrounds.
The Board is conscious of the diversity targets set out in the
FCA Listing Rules and the Board complies with the AIC Code
of Corporate Governance in appointing appropriately diverse,
independent non-executive Directors who set the operational
and moral standards of the Company. The Board will always
appoint the best qualified person for the role and will not
discriminate on the grounds of gender, race, ethnicity, religion,
sexual orientation, age, physical ability and educational,
professional or socio-economic background. As each of the
Audit Committee, Marketing Committee, Nomination Committee
and Management Engagement Committee comprise all of the
Directors, the diversity policy applied to the Board applies
equally to each of the Company’s committees.
In accordance with Listing Rule 9.8.6R (9), (10) and (11), the
Board is required to disclose on a ‘comply or explain’ basis
whether it has met the following targets: (i) at least 40% of
the Board should be women; (ii) at least one of the senior
Board positions should be held by a woman; and (iii) at least
one member of the Board should be from a minority ethnic
background. The Board has provided the information set out in
the following tables in relation to diversity, the data for which
has been obtained through the completion of questionnaires by
the individual Directors. As is shown, the Company has met the
targets in relation to the gender and the ethnic background of
the Board.
Board Gender as at 31 May 2024
(1)
Number of
Board
members
Percentage of
the Board
Number of
senior positions
on the Board
(3)
Men 2 50% 1
Women 2 50%
(2)
1
Not specified/prefer
not to say
(1)
The Company has opted not to disclose against the number of Directors in
executive management as this is not applicable for an investment trust which
does not have the roles of CEO or CFO.
(2)
This meets the Listing Rules target of 40%.
(3)
The senior positions on the Board consist of the Chairman and the Senior
Independent Director. The position of the Senior Independent Director is held
by a woman and the Company therefore meets the target of at least one of the
senior Board positions being held by a woman. The position of the Chairman
of the Audit Committee is also held by a woman; however, this is not currently
defined as a senior position under the Listing Rules.
32 | CT Global Managed Portfolio Trust PLC
Board Ethnic Background as at 31 May 2024
(1)
Number of
Board
members
Percentage of
the Board
Number of
senior positions
on the Board
(3)
White British or other
White (including
minority-white groups)
3 75% 2
Mixed/Multiple Ethnic
Groups
1
(2)
25%
Asian/Asian British
Black/African/
Caribbean/
Black British
Other Ethnic Group,
including Arab
Not specified/
prefer not to say
(1)
The Company has opted not to disclose against the number of Directors in
executive management as this is not applicable for an investment trust which
does not have the roles of CEO or CFO.
(2)
This meets the Listing Rules target of 1.
(3)
The senior positions on the Board consist of the Chairman and the Senior
Independent Director.
The Board is committed to maintaining the highest levels
of corporate governance in terms of independence and
would normally expect the Directors to serve for a nine-year
term, although this may be adjusted for reasons of flexibility
and continuity.
Integrity and Business Ethics
The Board applies a strict anti-bribery and anti-corruption policy
insofar as it applies to any directors or employees of the Manager
or any other organisation with which the Company conducts
business. The Board also ensures that adequate procedures
are in place and followed in respect of third party appointments,
acceptance of gifts, hospitality and similar matters.
The Strategic Report, contained on pages 3 to 32, has been
approved by the Board of Directors.
By order of the Board
For Columbia Threadneedle Investment Business Limited
Company Secretary
6th Floor
Quartermile 4
7a Nightingale Way
Edinburgh EH3 9EG
26 July 2024
Strategic Report
Report and Financial Statements 2024 | 33
Governance Report
David Warnock
Chairman of the Board, Nomination
Committee and Management
Engagement Committee
Appointed on 1 January 2019 and as
Chairman on 30 September 2021.
Experience and contribution: David co-founded
the investment firm of Aberforth Partners
and was a partner for 19 years until his
retirement in 2008. Before Aberforth, he was
with Ivory & Sime plc and 3i Group plc.
Other appointments: David is currently the
senior independent non-executive director of
ICG Enterprise Trust plc.
Shauna Bevan
Appointed on 9 June 2022.
Experience and contribution: Shauna is Head
of Investment Advisory at RiverPeak Wealth
Limited where she is responsible for fund
research and portfolio construction. She has
over twenty years of investment experience
having previously worked for Charles Stanley
and Merrill Lynch and is a Chartered Member
of the Chartered Institute for Securities
and Investment.
Other appointments: Shauna is currently a
non-executive director of Witan Investment
Trust plc and a director of a number of private
companies.
Susan (Sue) Inglis
Senior Independent Director and
Chairman of the Audit Committee
Appointed on 9 July 2018 and as Chairman
of the Audit Committee on 24 September
2020 and as Senior Independent Director on
29 September 2022.
Experience and contribution: Sue has
more than 30 years of experience as an
adviser to asset management groups and
investment companies. She is a qualified
lawyer and was a partner and head of
funds and financial services at Shepherd &
Wedderburn. In 1999, she co-founded Intelli
Corporate Finance and, from 2009 until
retiring from executive employment in 2018,
held senior positions in Canaccord Genuity’s
financial institutions and investment
companies teams and Cantor Fitzgerald’s
investment companies team.
Other appointments: Sue is currently the senior
independent non-executive director of Baillie
Gifford US Growth Trust plc and Seraphim
Space Investment Trust plc.
Simon Longfellow
Chairman of the Marketing Committee
Appointed on 14 July 2021 and as Chairman
of the Marketing Committee on 19 July 2022.
Experience and contribution: Simon co-founded
Steps to Investing which launched in 2020
with the aim of helping inexperienced investors
get started on their investment journeys. He
also runs marketing consultancy Neo. Prior
to that he was Head of Marketing at Janus
Henderson Investors, focused entirely on
marketing investment trusts to retail investors.
Other appointments: Simon is currently a
non-executive director of Invesco Perpetual
UK Smaller Companies Investment Trust plc,
Electric and General Investment Fund and a
director of a private company.
Board of Directors
All of the Directors are non-executive. All of the Directors are considered by the Board to be independent. All of the Directors are
members of the Audit Committee, Management Engagement Committee, Nomination Committee and Marketing Committee.
No Director holds a directorship elsewhere in common with other members of the Board.
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
34 | CT Global Managed Portfolio Trust PLC
Governance Report
Statement Regarding Annual Report and Financial
Statements
The Directors consider that, following a detailed review and
advice from the Audit Committee, the Annual Report and
Financial Statements for the year ended 31 May 2024, 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. The
Audit Committee reviewed the draft Annual Report and Financial
Statements for the purpose of this assessment and, in reaching
this conclusion, the Directors have assumed that the reader
of the Annual Report and Financial Statements would have a
reasonable level of knowledge of the investment industry in
general and investment companies in particular. The outlook
for the Company can be found on pages 5, 21 and 22. Principal
risks and uncertainties can be found on pages 27 and 28 with
further information in notes 18 to 23 to the financial statements.
There are no instances where the Company is required to make
disclosures in respect of Listing Rule 9.8.4R.
Results and Dividends
The results for the year are set out in the financial statements
on pages 61 to 87. The return attributable to shareholders was
£14,410,000, of which £3,969,000 was attributable to the
Income Portfolio and £10,441,000 to the Growth Portfolio.
The Company has paid quarterly interim dividends in the year
ended 31 May 2024 as follows:
Interim Dividend Payments
Payment date Rate per Income share
Fourth interim for 2023 7 July 2023 2.19p
First interim for 2024 6 October 2023 1.80p
Second interim for 2024 12 January 2024 1.80p
Third interim for 2024 9 April 2024 1.80p
A fourth interim dividend of 2.00p per Income share was paid
after the year-end, on 5 July 2024, to Income shareholders on
the register at close of business on 14 June 2024. The total
dividend for the financial year ended 31 May 2024 of 7.40p per
Income share represents an increase of 2.8% over the 7.20p
per Income share paid in respect of the previous financial year
ended 31 May 2023.
As set out in the Company‘s dividend policy on page 31,
payments are made quarterly as interim dividends and the
Company does not currently pay a final dividend that would
require formal shareholder approval at the AGM. This enables
the fourth interim dividend payment to be made in July and
earlier than would be possible if that dividend was classed
as a final dividend and subject to shareholder approval at the
AGM. As an alternative, the Board proposes to seek formal
shareholder approval at the Annual General Meeting (‘AGM’)
to continue quarterly payments (Resolution 9).
Principal Activity and Status
The Company is registered in Scotland as a public limited
company in terms of the Companies Act 2006 (Company
Number: SC338196). The Company is an investment company
within the terms of Section 833 of the Companies Act 2006.
The Company carries on business as an investment trust
and has been approved as such by HM Revenue & Customs
(‘HMRC’), subject to it continuing to meet the relevant eligibility
conditions and ongoing requirements. As a result, it is not
liable for corporation tax on capital gains. The Company intends
to continue to conduct its affairs so as to enable it to comply
with the requirements.
The Company is required to comply with company law, the rules
of the Financial Conduct Authority and other legislation and
regulations, including financial reporting standards, and its
Articles of Association.
The Company is a member of the Association of Investment
Companies (the ‘AIC’).
Accounting and Going Concern
Shareholders will be asked to approve the adoption of the audited
financial statements at the AGM (Resolution 1).
The financial statements start on page 61 and the unqualified
Independent Auditor’s Report on the financial statements is
on pages 55 to 60. The significant accounting policies of the
Company are set out in note 1 to the financial statements.
The Directors submit the Annual Report and Financial Statements of the Company for the year
ended 31 May 2024. The Directors‘ biographies, Corporate Governance Statement, the Report of the
Nomination Committee, the Report of the Management Engagement Committee, the Report of the
Audit Committee, the Report of the Marketing Committee and the Directors‘ Remuneration Report
form part of this Report of the Directors.
Report of the Directors
Report and Financial Statements 2024 | 35
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In assessing the going concern basis of accounting, the
Directors have had regard to the guidance issued by the
Financial Reporting Council and have undertaken a rigorous
review of the Company’s ability to continue as a going concern.
As an investment company investing primarily in listed securities,
most of the Company’s principal risks and uncertainties are
market-related. An explanation of these risks and how they
are managed is set out on pages 27 and 28. The Board has,
in particular, considered the outlook for inflation and ongoing
macroeconomic and geopolitical concerns which have impacted
the value of investments, but does not believe the Company's
ability to continue as a going concern is affected.
The Company’s investment objective and policy, which is
described on page 30 and which is subject to regular Board
monitoring processes, is designed to ensure that the Company
is invested principally in listed securities. The value of these
investments exceeds the Company's liabilities by a significant
margin. The Company retains title to all assets held by its
Custodian and has an agreement relating to its borrowing
facilities with which it has complied during the year. Cash
is only held with banks approved and regularly reviewed by
the Manager.
As part of the going concern review, the Directors noted that
a £5 million fixed rate term loan and a £5 million revolving
credit facility are committed to the Company until 10 February
2025 and loan covenants are reviewed by the Board on a
regular basis. Further details are set out in note 12 to the
financial statements. It is expected that new loan facilities
could be entered into when the current arrangements expire,
but, if not, or should the Board decide not to renew these,
any outstanding borrowing would be repaid through the use
of cash and, if required, from the proceeds of the sale of the
Company’s investments in the relevant Portfolio.
Notes 18 to 23 to the financial statements set out the
financial risk profile of the Company and indicate the effect
on the assets and liabilities of falls (and rises) in the value of
securities and market rates of interest.
The Company does not have a fixed life. However, the
Company’s Articles of Association require the Board to
next put a resolution to shareholders at the 2028 Annual
General Meeting (and five-yearly thereafter) to continue
the Company. The continuation vote will be proposed as
an ordinary resolution. The last such resolution was put to
shareholders and passed at the Annual General Meeting held
on 28 September 2023. 99.9% of votes were in favour of the
resolution and 0.1% were against.
The Directors believe, having assessed the principal risks and
other matters, in light of the controls and review processes
noted and bearing in mind the nature of the Company’s
business and assets and revenue and expenditure projections,
that the Company has adequate resources to continue in
operational existence for a period of at least twelve months
from the date of approval of the financial statements. For this
reason, they continue to adopt the going concern basis in
preparing the financial statements.
The Company’s longer term viability is considered in the
‘Viability Assessment and Statement’ section on page 29.
Statement of Disclosure of Information to Auditor
As far as the Directors are aware, there is no relevant audit
information of which the Company’s Auditor is unaware, and
each Director has taken all the steps that he or she ought to
have taken as a Director in order to make himself or herself
aware of any relevant audit information and to establish that
the Company’s Auditor is aware of that information.
Re-appointment of Auditor
BDO LLP (‘BDO’) was re-appointed as the Companys’ Auditor at
the Annual General Meeting on 28 September 2023 and it has
expressed its willingness to continue in office as the Company’s
Auditor. A resolution proposing its re-appointment and a
resolution authorising the Directors to determine its remuneration
will be submitted at the AGM (Resolutions 7 and 8).
Further information in relation to the re-appointment can be
found on pages 46 to 49.
Capital Structure and Voting Rights
The Company’s capital structure is explained in the ‘Capital
Structure’ section on page 94 of this Annual Report and details
of the share capital, including changes during the year, are set
out in note 13 to the financial statements. Details of voting
rights are also set out in the notes to the notice of Annual
General Meeting.
At 31 May 2024 there were 51,723,251 Income shares and
38,827,608 Growth shares listed, of which no Income shares
and 3,255,000 Growth shares were held in treasury and the
total issued share capital of the Company (excluding treasury
shares) was represented 59.3% by 51,723,251 Income shares
and 40.7% by 35,572,608 Growth shares.
There are:
no significant restrictions concerning the transfer of
securities in the Company (other than certain restrictions
imposed by laws and regulations such as insider trading
laws);
no agreements known to the Company concerning
restrictions on the transfer of securities in the Company or
on voting rights; and
no special rights with regard to control attached to
securities.
36 | CT Global Managed Portfolio Trust PLC
Governance Report
Pursuant to the Company’s loan facility agreement, repayment
may be required in the event of a change in control of the
Company. There are no other significant agreements which the
Company is a party to that might be affected by a change of
control of the Company following a takeover bid.
Substantial Interests in Share Capital
At 31 May 2024 there were 51,723,251 Income shares listed,
of which nil were held in treasury and 38,827,608 Growth
shares listed, of which 3,255,000 were held in treasury. As at
and since that date the Company had received no notifications
of significant voting rights (under the FCAs Disclosure
Guidance and Transparency Rules) in respect of the Company’s
share capital.
Manager’s Savings Plans
Since the launch of the Company, the majority of the Income
shares and Growth shares have been held through the
Manager’s retail savings plans. Approximately 63.8% of the
Income shares and 82.4% of the Growth shares are held in this
manner. The voting arrangements for these shares is explained
on page 94.
Share Conversion
During the year the Company’s annual share conversion facility
proceeded for those shareholders who had elected to do so.
The net result of those conversions, which took effect on
2 November 2023, was an increase of 42,748 Income shares
in issue and a decrease of 20,341 Growth shares in issue.
Directors' Remuneration Report
At the Annual General Meeting held on 28 September 2023,
shareholders approved the Directors' Remuneration Policy
and it is intended that this policy will continue for the three
year period ending at the AGM in 2026, when shareholders
will next be asked for their approval. There have been no
material changes to the Remuneration Policy since approved
by shareholders at the Annual General Meeting held on
28 September 2023.
The Directors’ Remuneration Report, which can be found on pages
51 to 53, provides detailed information on the remuneration
arrangements for the Directors of the Company, including the
Directors’ Remuneration Policy. Shareholders will be asked to
approve the Directors’ Remuneration Report for the year ended
31 May 2024 (Resolution 2) at the AGM on 2 October 2024.
Remuneration is set at a level commensurate with the skills
and experience necessary for the effective stewardship of
the Company and the expected contribution of the Board as
a whole.
Director Re-elections
Biographical details of the Directors, all of whom are non-
executive, can be found on page 33 and are incorporated into
this report by reference.
All of the Directors held office throughout the year under review.
As explained under the Corporate Governance Statement
on page 42, the Board has agreed that all Directors will
retire annually. Accordingly, Shauna Bevan, Sue Inglis, Simon
Longfellow and David Warnock will retire at the AGM and, being
eligible, offer themselves for re-election. (Resolutions 3, 4, 5
and 6).
The skills and experience each Director brings to the Board
for the long-term sustainable success of the Company are set
out below.
Resolution 3 relates to the re-election of Shauna Bevan
who was appointed on 9 June 2022 and has in-depth
investment experience and industry knowledge.
Resolution 4 relates to the re-election of Sue Inglis who was
appointed on 9 July 2018. She has extensive and in-depth
knowledge and experience in the investment companies
sector having been a senior corporate financier and, prior to
that, a senior lawyer specialising in investment companies
and also from her other non-executive director roles.
Resolution 5 relates to the re-election of Simon Longfellow
who was appointed on 14 July 2021 and has extensive
marketing experience in the investment company sector.
Resolution 6 relates to the re-election of David Warnock
who was appointed on 1 January 2019 and has in-depth
knowledge, expertise and experience in investment
management and with investment companies.
The Directors believe that the Board has an appropriate balance
of skills, experience, independence and knowledge of the
Company to enable it to provide effective strategic leadership
and proper governance of the Company. The Chairman and the
Board confirms that, following formal performance evaluations,
the performance of each of the Directors continues to be
effective and demonstrates commitment to the role and, having
considered the Directors’ other time commitments and Board
positions, are satisfied that each Director has the capacity to
be fully engaged with the Company's business. In addition, the
Board believes that each Director is independent in character
and judgement, that they perform their duties at all times in
an independent manner and that there are no relationships or
circumstances which are likely to affect the judgement of any
Director. The Board believes that continuity and experience add
significantly to the strength of the Board. Additional information
on diversity and tenure is set out on pages 31, 32 and 44.The
Chairman and the Board therefore believe that it is in the
interests of shareholders that each of those Directors seeking
re-election are re-elected.
Report and Financial Statements 2024 | 37
Governance Report
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There are no service contracts in existence between the
Company and any Directors but each of the Directors has
been issued with, and accepted, the terms of a letter of
appointment that sets out the main terms of their appointment.
Amongst other things, the letter includes confirmation that the
Director has a sufficient understanding of the Company and
the sector in which it operates, and sufficient time available
to discharge their duties effectively taking into account their
other commitments. These letters are available for inspection
upon request at the Company’s registered office during normal
business hours and will be available for inspection at the
Annual General Meeting.
Directors’ Interests and Letters of Indemnity
There were no contracts of significance to which the Company
was a party and in which a Director is, or was, materially
interested during the year.
The Company has entered into letters of indemnity in favour of
each of the Directors and these were in force throughout the year
ended 31 May 2024. These letters give each Director the benefit
of an indemnity to the extent permitted by the Companies Act
2006 against liabilities incurred by each of them in the execution
of their duties and the exercise of their powers. A copy of each
letter of indemnity is available for inspection at the Company’s
registered office during normal business hours and will be
available for inspection at the Annual General Meeting. The
Company also maintains Directors‘ and officers‘ liability insurance.
Conflicts of Interest
Under the Companies Act 2006 a Director must avoid a
situation where he or she has, or could have, a direct or
indirect interest that conflicts, or possibly may conflict, with the
Company’s interests. The requirement is very broad and could
apply, for example, if a Director becomes a director of another
company or a trustee of another organisation. The Companies
Act 2006 allows directors of public companies to authorise
conflicts and potential conflicts, where appropriate, where the
Articles of Association contain a provision to this effect. The
Company’s Articles of Association give the Directors authority
to approve such situations.
The Board therefore has procedures in place for the authorisation
and review of potential conflicts relating to the Directors.
The Company maintains a register of Directors’ conflicts
of interest which have been disclosed and approved by the
other Directors. Other than authorisation of Directors’ other
directorships, no authorisations have been sought. This
register is kept up-to-date and the Directors are required to
disclose to the Company Secretary any changes to conflicts or
any potential new conflicts.
Safe Custody of Assets
The Company’s investments are held in safe custody by
JPMorgan Chase Bank (the ‘Custodian’). Operational matters
with the Custodian are carried out on the Company’s behalf
by the Manager in accordance with the provisions of the
investment management agreement. The Custodian is paid a
variable fee dependent on the number of trades and the value
and location of the securities held.
Depositary
JPMorgan Europe Limited (the ‘Depositary’) acts as the
Company’s depositary in accordance with the AIFMD. The
Depositary’s responsibilities, which are set out in an Investor
Disclosure Document on the Company’s website, include,
but are not limited to, cash monitoring, segregation and safe
keeping of the Company’s financial instruments and monitoring
the Company’s compliance with investment and leverage limit
requirements. The Depositary receives for its services a fee of
0.01% per annum on the value of the Company’s net assets,
payable monthly in arrears.
Although the Depositary has delegated the safekeeping of all
assets held within the Company’s investment Portfolios to the
Custodian, in the event of loss of those assets that constitute
financial instruments under the AIFMD, the Depositary will
be obliged to return to the Company financial instruments
of an identical type, or the corresponding amount of money,
unless it can demonstrate that the loss has arisen as a
result of an external event beyond its reasonable control, the
consequences of which would have been unavoidable despite
all reasonable efforts to the contrary.
Management and Administration
The Manager provides management, administration, marketing,
accounting and company secretarial services to the Company.
A summary of the investment management agreement between
the Company and the Manager in respect of the services
provided is given in notes 4 and 5 to the financial statements.
The Manager is the Company’s AIFM, for which it does not
receive any additional remuneration.
Since the end of the year, the Management Engagement
Committee has reviewed the appropriateness of the Manager’s
appointment. In carrying out its review the Committee
considered the past investment performance of the Company
and the ability of the Manager to produce satisfactory
investment performance in the future. It also considered the
length of the notice period of the investment management
agreement and the fees payable to the Manager, together
with the standard of other services provided, which include
administration, marketing, accounting and company secretarial
services. Following this review, which included a comparison
against the terms of appointment of investment managers
for similar investment companies, it is the Directors’ opinion
that the continuing appointment of the Manager on the
terms agreed is in the interests of shareholders as a whole.
38 | CT Global Managed Portfolio Trust PLC
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Other Companies Act Disclosures
The rules for appointment and replacement of Directors are
contained in the Articles of Association of the Company. In
respect of periodic retirement, the Articles of Association
provide that each Director is required to retire at the third
Annual General Meeting after the Annual General Meeting
at which last elected. As mentioned earlier in this Report,
the Board has agreed that all Directors will retire annually.
Amendment of the Articles of Association and powers to
issue and buy-back shares require shareholder authority.
There are no agreements between the Company and the
Directors providing for compensation for loss of office that
occurs because of a takeover bid.
Future Developments of the Company
The future success of the Company in pursuit of its investment
objective is dependent primarily on the performance of its
investments and the outlook for the Company is set out in
the Chairman’s Statement on page 5 and the Investment
Manager’s Review on pages 21 and 22.
Responsible Investment
The Company's approach to Responsible Investment, including
voting on Portfolio investments, is set out on pages 23 and 24.
The Company seeks to conduct its affairs responsibly and
environmental factors are, where appropriate, taken into
consideration with regard to investment decisions taken on
behalf of the Company.
Greenhouse Gas Emissions & Taskforce for Climate-
Related Financial Disclosures (‘TCFD’)
All of the Company’s activities are outsourced to third parties,
it has no employees and all of its Directors are non-executive.
Accordingly, it does not have any physical assets, property,
employees or operations of its own and does not generate any
greenhouse gas or other emissions.
As the Company did not consume more than 40,000kWh
of energy during the year, it is exempt from reporting under
Streamlined Energy and Carbon Reporting regulations.
Under Listing Rule 15.4.29(R), the Company, as a listed
closed-end investment company, is exempt from complying with
the TCFD.
Modern Slavery Act 2015
As an investment company with no employees or customers
and which does not provide goods or services in the normal
course of business, the Company considers that it does not
fall within the scope of the Modern Slavery Act 2015 and it is
not, therefore, obliged to make a human trafficking statement.
The Company's own supply chain, which consists predominantly
of professional advisers and service providers in the financial
services industry, is considered to be low risk in relation to this
matter. A statement by the Manager under the Act has been
published on its website at columbiathreadneedle.co.uk.
Financial Instruments
The Company’s financial instruments comprise its investment
Portfolios, cash balances, bank borrowings and debtors and
creditors that arise directly from its operations such as sales and
purchases awaiting settlement and accrued income. The financial
risk management objectives and policies arising from its financial
instruments and the exposure of the Company to risk are
disclosed in notes 18 to 23 to the financial statements.
Annual General Meeting
The Annual General Meeting will be held at Columbia
Threadneedle Investments, Cannon Place, 78 Cannon Street,
London, EC4N 6AG, on Wednesday 2 October 2024 at
11.30am. The notice of Annual General Meeting is set out
on pages 89 to 93. Peter Hewitt, the Investment Manager,
will give a presentation at the AGM and there will also be an
opportunity to ask questions. If you are unable to attend the
AGM, you may submit any questions you may have with regard
to the resolutions proposed at the AGM or the performance
of the Company in advance of the meeting to the following
email address: MPTCoSec@columbiathreadneedle.com. The
Investment Manager’s presentation will be available to view
on the Company’s website, ctglobalmanagedportfolio.co.uk,
following the meeting.
The AGM is scheduled to be held in person and voting on all
resolutions will be conducted by way of a poll. Shareholders are
encouraged to exercise their votes either through the Registrar’s
online portal or by completing and returning their Form of Proxy or
Form of Direction. The results of the poll will be announced via a
regulatory announcement and posted on the Company’s website
at ctglobalmanagedportfolio.co.uk after the meeting. Any changes
to the AGM arrangements will be announced via a regulatory
announcement and will be included on the Company’s website.
Resolutions 10 to 14 are explained below.
Directors’ Authority to Allot Shares and Sell Shares
from Treasury (Resolutions 10, 11 and 12)
Since the Annual General Meeting of the Company held on
28 September 2023, and in accordance with the authorities
granted, the Board has exercised its powers by issuing
1,160,000 new Income shares with an aggregate nominal
value of £71,700.45 (representing 2.2% of the Company’s
total issued Income share capital as at 26 July 2024) on a
non pre-emptive basis at a premium to the net asset value
per Income share for a total consideration of £1,313,000.
No Growth shares have been issued since the 2023 Annual
General Meeting.
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The Directors believe that the Company’s continuing ability to
issue shares at a premium to net asset value or sell shares
from treasury will increase liquidity and reduce volatility by
preventing the build-up of excessive demand for shares.
The sale of shares from treasury is to be at a price not less
than the net asset value per share of the Income shares (in the
case of a sale of Income shares) or Growth shares (in the case
of a sale of Growth shares).
The Directors are seeking authority to allot Income shares and
Growth shares.
Resolution 10 (authority to allot shares) will, if passed,
authorise the Directors to allot new Income shares up to an
aggregate nominal amount of £627,918.96 (which equates to
10,361,600 Income shares) and new Growth shares up to an
aggregate nominal amount of £427,779.49 (which equates
to 7,059,000 Growth shares), being approximately 20% of
the Company’s total issued Income shares and approximately
20% of the Company’s total issued Growth shares respectively
(excluding treasury shares) as at 26 July 2024.
Resolution 11 (power to disapply pre-emption rights) will, if
passed, authorise the Directors to allot new Income shares,
or resell Income shares held in treasury, up to an aggregate
nominal amount of £313,959.48 (which equates to 5,180,800
Income shares) and allot new Growth shares, or resell Growth
shares held in treasury, up to an aggregate nominal amount of
£213,889.74 (which equates to 3,529,500 Growth shares),
being approximately 10% of the Company’s total issued Income
shares and approximately 10% of the Company’s total issued
Growth shares respectively (excluding treasury shares), as at
26 July 2024, for cash without first offering such shares to
existing shareholders pro rata to their existing holdings.
Resolution 12 (additional power to disapply pre-emption rights)
will, if passed, and in addition to Resolution 11, authorise the
Directors to allot further new Income shares, or resell Income
shares held in treasury, up to an aggregate nominal amount of
£313,959.48 (which equates to 5,180,800 Income shares) and
allot new Growth shares, or resell Growth shares held in treasury,
up to an aggregate nominal amount of £213,889.74 (which
equates to 3,529,500 Growth shares) being approximately 10%
of the Company‘s total issued Income shares and approximately
10% of the Company’s total issued Growth shares respectively
(excluding treasury shares), as at 26 July 2024, for cash without
first offering such shares to existing shareholders pro rata to
their existing holdings.
These authorities will continue until the earlier of 2 January
2026 (being 15 months from the date of the Annual General
Meeting in 2024) and the conclusion of the Annual General
Meeting in 2025. The Directors will only allot new shares
pursuant to these authorities if they believe it is advantageous
to the Company’s shareholders to do so and will not result in
a dilution of net asset value per share.
Directors’ Authority to Buy Back Shares (Resolution 13)
At the last Annual General Meeting held on 28 September
2023 shareholders gave the Company authority to make market
purchases of up to 7,563,000 Income shares and 5,587,200
Growth shares (being 14.99% of each of the issued Income shares
and Growth shares, in each case excluding treasury shares).
During the year ended 31 May 2024, the Company purchased
through the market for treasury 2,440,000 Growth shares with
an aggregate nominal value of £150,991.15, representing 6.4%
of the Growth shares in issue (excluding treasury shares) at the
previous year end for a total consideration of £5,682,000 in
accordance with the Company’s discount management policy.
During the year ended 31 May 2024 the Company did not
purchase through the market any Income shares. Subsequent
to the year end, 275,000 Growth shares with an aggregate
nominal value of £16,665.16, have been purchased through the
market for treasury between 31 May 2024 and 26 July 2024
representing 0.8% of the Growth shares in issue (excluding
treasury shares) as at 26 July 2024.
The current authority of the Company to make market purchases
of up to 14.99% of each of the issued Income shares and
Growth shares (in each case, excluding shares held in
treasury) expires at the end of the Annual General Meeting and
Resolution 13, as set out in the notice of the Annual General
Meeting, seeks renewal of that authority. The renewed authority
to make market purchases will be in respect of a maximum of
14.99% of each of the issued Income shares and issued Growth
shares (in each case, excluding treasury shares) of the Company
on the date of the passing of the resolution. The price paid for
shares will not be less than the nominal value of £0.060600579
per share nor more than the higher of (a) 5% above the average
of the middle market price of those shares for the five business
days before the shares are purchased and (b) the higher of the
last independent trade and the highest current independent bid
on the London Stock Exchange. This power will only be exercised
if, in the opinion of the Directors, a purchase will result in an
increase in net asset value per share and is in the interests of
the shareholders. Any shares purchased under this authority will
either be held in treasury or cancelled at the determination of
the Directors. This authority will expire on the earlier of 2 January
2026 and the conclusion of the next Annual General Meeting of
the Company.
There is no limit on the number of shares that a company can
hold in treasury at any one time and the Board has not set a
limit on the number of shares that can be held in treasury by
the Company.
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Governance Report
There were a total of 87,105,859 Income shares and Growth
shares in issue (excluding treasury shares) as at 26 July 2024, of
which 51,808,251 (59.5%) are Income shares and 35,297,608
(40.5%) are Growth shares. At that date, the Company held no
Income shares and 3,530,000 Growth shares (representing 9.1%
of the total Growth share capital) in treasury.
Approval of the Proposed Purchase Contract
(Resolution 14)
Resolution 14 gives the Company authority to buy its deferred
shares, arising on the conversion of any of the Growth shares
or Income shares into the other class of shares, by way of
an off-market purchase in accordance with Sections 693 and
694 of the Companies Act 2006. The deferred shares will
be purchased for nil consideration as they have no economic
value in order to keep the balance sheet straight forward. The
exact number of deferred shares which will arise as a result of
any conversions is not yet known and therefore the Purchase
Contract constitutes a contract under Section 694(3) of the
Companies Act 2006. By law the Company will only be able
to purchase these shares off-market if the Purchase Contract
is approved by special resolution at a general meeting of
the Company.
Recommendation
The Board considers that the passing of the resolutions to be
proposed at the Annual General Meeting is in the best interests
of the Company and its shareholders as a whole and they
unanimously recommend that shareholders vote in favour of
those resolutions. Information on shareholder voting rights is set
out in the notes to the notice of the Annual General Meeting.
By order of the Board
For Columbia Threadneedle Investment Business Limited
Company Secretary
Quartermile 4
7a Nightingale Way
Edinburgh EH3 9EG
26 July 2024
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The biographical details of the Directors responsible for the
governance of the Company are set out on page 33. Committee
membership is also included and the respective terms of
reference and biographies are also available on the Company’s
website ctglobalmanagedportfolio.co.uk
In maintaining the confidence and trust of the Company’s
shareholders, the Board sets out to adhere to the highest
standards of corporate governance, business and ethics
transparency and it remains committed to doing so. As
the Board believes that good governance creates value, it
expects the investment companies in which it invests to apply
similar standards.
Governance Overview
Throughout the financial year, an Audit Committee, Management
Engagement Committee, Marketing Committee and Nomination
Committee were in place. The role and responsibilities of
these committees are set out in their respective reports, which
follow, and their terms of reference are also available on the
Company’s website. Each of the committees comprises all of
the Directors. The Board considers that, given its size, it would
be unnecessarily burdensome to establish separate committees
which did not include the entire Board and believes that this
enables all Directors to be kept fully informed of any issues
that arise.
As set out in the Strategic Report the Board has appointed
the Manager to manage the investment Portfolios as well as
to carry out the day to day management and administrative
functions. Reporting from the Manager is set out on pages 17
to 22 and in the Report of the Audit Committee in respect of
internal controls on pages 47 and 48. The Board’s evaluation
of the Manager can be found on page 45.
The Board has direct access to company secretarial advice and
services of the Manager which, through the Company Secretary,
is responsible for ensuring that Board and committee
procedures are followed and applicable laws, regulations and
best practice requirements are complied with. The proceedings
at all Board and Committee meetings are fully recorded through
a process that allows any Director's concerns to be recorded by
the Company Secretary in the minutes.
Compliance with the AIC Code of Corporate Governance
(the ‘AIC Code’)
The Board of CT Global Managed Portfolio Trust PLC has
considered and supports the principles and provisions of the
AIC Code published in February 2019. The AIC Code addresses
the principles and provisions set out in the UK Corporate
Governance Code published in July 2018 (the ‘UK Code’) as
well as setting out additional provisions on issues that are of
specific relevance to investment companies. There are also two
main differences. In the AIC Code, both the nine year limit on
chair tenure and the restriction on the chair of the Board being
a member of the Audit Committee have been removed.
David Warnock was appointed to the Board on 1 January
2019 and then as Chairman on 30 September 2021 and
has therefore served for less than nine years. None of the
Directors standing for re-election at the forthcoming AGM has
served in excess of nine years. The tenure policy relating to the
Directors, which includes the Chairman, is set out on pages 31
and 32.
The Board considers that reporting against the principles and
provisions of the AIC Code, which has been endorsed by the
Financial Reporting Council, provides more relevant information
to shareholders. By reporting against the AIC Code, the
Company meets its obligations in relation to the UK Code (and
associated disclosure requirements under paragraph 9.8.6 of
the Listing Rules) and as such does not need to report further
on issues contained in the UK Code which are not relevant to it
as an externally managed investment company.
The Board believes that the Company has complied with the
recommendations of the AIC Code during the year under review
and up to the date of this report and, except as regards the
provisions of the UK Code set out below, has thereby complied
with the relevant provisions of the UK Code:
the role of the Chief Executive;
executive Directors’ remuneration;
the need for an internal audit function;
membership of the Audit Committee by the Chairman of the
Board; and
workforce engagement.
For the reasons set out in the AIC Code, the Board considers
these provisions as not being relevant to the position of the
Company, being an externally managed investment company.
In particular, all of the Company’s daily management and
administrative functions have been delegated to the Manager.
As a result, the Company has no executive Directors,
employees or internal operations. As explained in the Report
of the Audit Committee, the Chairman of the Board is also a
member of the Audit Committee, as permitted by the AIC Code.
Therefore, with the exception of the need for an internal audit
function, which is addressed on page 48, we have not reported
further in respect of these provisions.
Corporate Governance Statement
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Governance Report
The AIC Code can be found on theaic.co.uk and the UK Code
on frc.org.uk. In January 2024 the Financial Reporting Council
updated the UK Code which will first apply to the Company in
the year ended 31 May 2026.
Company Purpose
The Company’s purpose, values and culture and the basis on
which it aims to generate value over the longer term is set out
within the Purpose, Strategy and Business Model on pages
14 to 15. How the Board seeks to promote the success of the
Company is set out on pages 25 to 26.
Board Leadership
The Board consists solely of non-executive Directors and David
Warnock is the Chairman. The Board is responsible for the
effective stewardship of the Company’s affairs and has in place
a schedule of matters that it has reserved for its decision,
which is reviewed periodically.
The Board currently meets at least four times a year and at
each meeting the Board reviews the Company’s investment
performance and considers financial analyses and other
reports of an operational nature. The Board monitors
compliance with the Company’s objectives and is responsible
for setting investment and gearing limits within which the
Manager has discretion to act, and thus supervises the
management of the investment Portfolios which is contractually
delegated to the Manager.
An investment management agreement between the Company
and its Manager, Columbia Threadneedle Investment Business
Limited, sets out the matters over which the Manager has
authority and the limits beyond which Board approval must be
sought. All other matters, including strategy, investment and
dividend policies, gearing and corporate governance procedures,
are reserved for the approval of the Board of Directors.
Division of Board Responsibilities
As an externally managed investment company, all the
Directors are non-executive and there are no employees. David
Warnock, as Chairman, is responsible for the leadership and
management of the Board and promotes a culture of openness,
challenge and debate. The Chairman sets the agenda for all
Board meetings under a regular programme of matters in
conjunction with the Company Secretary. There is a strong
working relationship with the Manager and the Investment
Manager and related personnel attended the meetings
throughout the year and reported to the Board. Discussions are
held in a constructive and supportive manner, with appropriate
challenge and strategic guidance and advice from the Board
whenever necessary, consistent with the culture and values.
Sue Inglis is the Senior Independent Director and she acts
as an experienced sounding board for the Chairman or as
an intermediary for shareholders. She also leads the annual
evaluation of the Chairman.
In order to enable them to discharge their responsibilities, all
Directors have full and timely access to relevant information.
Directors may, at the expense of the Company, seek
independent professional advice on any matter that concerns
them in the furtherance of their duties. No such advice was
taken during the year under review. The Company maintains
appropriate Directors’ and officers’ liability insurance.
Under the Articles of Association of the Company, the number
of Directors on the Board may be no less than two and no more
than seven. Directors may be appointed by the Company by
ordinary resolution or by the Board. Any Director appointed by
the Board would hold office only until the next general meeting
and then be eligible for re-election by shareholders. The
Board has agreed that all Directors will retire annually and, if
appropriate, seek re-election.
Full details of the duties of Directors are provided at the time of
appointment. New Directors receive an induction from the Manager
on joining the Board, and all Directors are encouraged to attend
relevant training courses and seminars and receive regular updates
on the industry and changes to laws, regulations and best practice
requirements from the Company Secretary and other parties,
including the AIC. All of the Directors consider that they have
sufficient time to discharge their duties.
All Directors are considered by the Board to be independent
of the Company’s Manager and the Board believes that each
Director is independent in character and judgement and that
they perform their duties at all times in an independent manner
and that there are no relationships or circumstances which are
likely to affect the judgement of any Director.
Directors’ Attendance During the Year Ended 31 May
2024
Board of
Directors
Audit
Committee
Management
Engagement
Committee
Nomination
Committee
Marketing
Committee
No. of meetings 4 4 1 1 3
D Warnock 4 4 1 1 3
S Bevan 4 4 1 1 3
S P Inglis 4 4 1 1 3
S M Longfellow 4 4 1 1 3
In addition, during the year, four meetings were held to approve
the interim dividends together with a meeting with respect to
the annual share conversion facility.
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Composition and Succession
The composition of the Board and Committees together with
the experience of the members is set out on page 33. The
Company’s diversity and tenure policy is set out on pages 31
to 32.
Over the last few years a succession plan has been in place,
which has enabled the retirement of the longer serving
Directors while balancing the need to ensure an adequate level
of continuity and experience on the Board while changes were
made, thereby acting in the best interests of shareholders.
Board Evaluation and Effectiveness
During the year the performance of the Board and Committees,
including the performance of each individual Director and
the Chairman, was evaluated through a formal assessment
process, led by Sue Inglis, the Senior Independent
Director. This process involved consideration of completed
questionnaires tailored to suit the nature of the Company and
discussion of the points arising amongst the Directors.
Following this process, it was concluded that the performance
of each Director and the Chairman continues to be effective
and each remains committed to the Company and that the
Board oversees the management of the Company effectively
and has the requisite skills and expertise to safeguard
shareholders’ interests.
The conclusion from the assessment process was also that the
Audit Committee, Nomination Committee, Marketing Committee
and Management Engagement Committee were operating
effectively, with the right balance of membership, experience
and skills.
Audit, Risk and Internal Control
The Board has a well established and effective Audit Committee,
the report of which is set out on pages 46 to 49. There is an
explanation of the procedures under which risk is managed
and how the Board oversees the internal control framework
and determines the nature and extent of the principal risks
the Company is willing to take in order to achieve its long-
term strategic objectives. Details of the principal risks and
uncertainties are set out on pages 27 and 28 and further
information on the Company’s risk management and internal
control framework can be found on pages 47 to 48.
The report of the Audit Committee explains how the
independence and effectiveness of the external Auditor is
assessed and how the Board satisfies itself on the integrity
of financial statements. The report also covers the process
under which the Board satisfied itself that the Annual Report
and Financial Statements, taken as a whole, presents a fair,
balanced and understandable assessment of the Company’s
position and prospects. The rationale for the Company not
having established its own internal audit function is also
explained in the report.
Relations with Shareholders and Other Stakeholders
Communication with the Company’s key stakeholders, who are
its shareholders, the Manager, bankers and other key service
providers, is set out on page 15.
Remuneration
Information on the remuneration arrangements for the non-
executive Directors of the Company can be found in the
Remuneration Report on pages 51 to 53 and in note 5 to the
financial statements.
The remuneration policy is explained on page 51 and that,
as non-executive Directors, their fees are set at a level
commensurate with the skills and experience necessary for
the effective stewardship of the Company and the contribution
towards the delivery of the investment objective. While there
are no executive Directors and no employees, shareholders
should expect that the fees paid to the Manager are aligned
with the Company’s purpose and values and the successful
delivery of its long-term strategy.
Share Capital and Companies Act 2006 Disclosures
Details of the Company’s share capital structure are set out on
page 35 and other Companies Act 2006 disclosures are
included on page 38.
By order of the Board
For Columbia Threadneedle Investment Business Limited
Company Secretary
Quartermile 4
7a Nightingale Way
Edinburgh EH3 9EG
26 July 2024
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Governance Report
Composition of the Committee
The Committee comprises the full Board and is chaired by
David Warnock. The Committee’s terms of reference can be
found on the website at ctglobalmanagedportfolio.co.uk
Role of the Committee
The primary role of the Nomination Committee is to review and
make recommendations with regard to Board structure, size and
composition. It takes into account the ongoing requirements of
the Company and the need to have a balance of skills, experience,
diversity (including gender, race, ethnicity, religion, sexual
orientation, age, physical ability, educational, professional and
socio-economic background), independence and knowledge of the
Company within the Board and ensuring succession planning is
carefully managed.
The Committee met on one occasion during the financial year
and considered and reviewed matters such as:
the size of the Board and its composition, particularly in
terms of succession planning and the experience and skills
of individual Directors and diversity of the Board as a whole;
tenure;
the re-appointment of those Directors standing for re-
election at the annual general meeting;
the criteria for future Board appointments and the methods
of recruitment, selection and appointment; and
future retirement of Directors.
Diversity and Tenure
The Company’s Board diversity and tenure policy is shown
on pages 31 and 32 and recruitment searches are open to a
diverse range of candidates. Other than the diversity targets
set out in the Listing Rules, the Directors have not set any
measurable objectives in relation to diversity of the Board and
will always appoint the best qualified person for the role.
The Board believes that a Director’s tenure does not necessarily
reduce his or her contribution or ability to act independently
and that continuity and experience can add significantly to the
strength of investment company Boards where the characteristics
and relationships tend to differ from those of other companies.
However, the Board is committed to maintaining the highest
levels of corporate governance in terms of independence and
would expect that Directors would normally serve for not more
than nine years, but this may be adjusted for reasons of flexibility
and continuity.
Appointments and Succession Planning
Appointments of all new non-executive Directors are made on a
formal basis, using professional search consultants as appropriate,
with the Nomination Committee agreeing the selection criteria and
the method of recruitment, selection and appointment.
A succession plan, to allow for the retirement of the Directors
who had served since the Company’s launch, had been in
progress over the last few years and this was completed
in 2022. The emphasis was on ensuring the highest level
of skills, knowledge and experience of the Board and when
recruiting new Directors consideration was given to the current
skills and experience of the Board and the remaining tenure of
each Director. This assisted in identifying the desired attributes
of the new Director and ensured that the Board continued to
comprise individuals with appropriate and complementary skills
and experience and continuity. The composition of the Board
and future succession continue to be reviewed and monitored
at least annually.
Committee Evaluation
The activities of the Committee were considered as part
of the Board appraisal process completed in accordance
with standard governance arrangements as summarised
on page 43. The conclusion from the process was that the
Committee was operating effectively, with the right balance of
experience and skills.
David Warnock
Chairman of the Nomination Committee
26 July 2024
Report of the
Nomination Committee
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Composition of the Committee
The Committee comprises the full Board and is chaired by
David Warnock. The Committee’s terms of reference can be
found on the website at ctglobalmanagedportfolio.co.uk
Role of the Committee
The Committee meets at least annually and its role is to review
the terms and conditions of the Manager’s appointment and
the services it and other key service providers provide and the
fees charged.
The Committee met on one occasion during the year.
Manager Evaluation Process and Re-appointment
Since the end of the year, the Committee has reviewed the
appropriateness of the Manager’s appointment. In carrying
out its review the Committee considered the past investment
performance of the Company and the skills, experience
and depth of the Manager’s team involved in managing the
Company’s assets and its ability to produce satisfactory
investment performance in the future.
Its performance is considered by the Board at every meeting,
with a formal evaluation by the Committee each year. For the
purposes of its ongoing monitoring, the Board receives reports
from the Manager on investment activity, attribution, gearing,
risk and performance. This allows the Board to assess the
management of the investment Portfolios against the Company’s
investment objective on an ongoing basis together with
performance against the Company’s key performance indicators.
The annual evaluation that took place in July 2024 included a
presentation from the Investment Manager and the Manager’s
Head of Investment Trusts. This included reporting on the
investment performance over the last year and its ability to
successfully deliver the investment strategy for shareholders.
The Manager also reported on the strength of its current
business, the integration of its business with that of Columbia
Threadneedle Investments, the resources and opportunities
that are now available as part of the enlarged business and its
continued support of its investment trust business.
The Committee also considered the length of the notice period
of the investment management agreement and fees payable
to the Manager, together with the standard of other services
provided which include administration, marketing, accounting
and company secretarial services.
Following this review, it was the Committee’s view that the
continuing appointment of the Manager on the terms agreed
was in the interests of shareholders as a whole. The Board
ratified this recommendation.
Other Key Service Providers
Since the end of the year, the Committee has also reviewed the
performance, service and fees of the Company’s key third party
service providers.
Committee Evaluation
The activities of the Committee were considered as part
of the Board appraisal process completed in accordance
with standard governance arrangements as summarised
on page 43. The conclusion from the process was that the
Committee was operating effectively, with the right balance of
experience and skills.
David Warnock
Chairman of the Management Engagement Committee
26 July 2024
Report of the Management
Engagement Committee
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Composition of the Committee
The Board recognises the requirement for the Audit Committee
as a whole to have competence relevant to the sector in which
the Company operates and at least one member with recent
and relevant experience.
The Audit Committee is chaired by Sue Inglis who has recent
and relevant financial experience. The Audit Committee
operates within clearly defined terms of reference and
comprises the full Board. These Directors have a combination
of financial, investment and business experience and
specifically with respect to the investment company sector
and accordingly have sufficient experience to discharge
their responsibilities. Given the relevant financial and
investment experience of the Chairman of the Board, his
continued independence and valued contribution, the Audit
Committee considers it appropriate that he is a member.
Details of the members can be found on page 33 and the
Committee's terms of reference are available at the website
ctglobalmanagedportfolio.co.uk.
Committee Evaluation
The activities of the Committee were considered as part
of the Board appraisal process completed in accordance
with standard governance arrangements as summarised
on page 43. The conclusion from the process was that the
Committee was operating effectively, with the right balance of
experience and skills.
Role of the Committee
The duties of the Audit Committee include ensuring the
integrity of the financial reporting and financial statements
of the Company, reviewing the annual and half-year financial
statements, the risk management and internal controls process
and the terms of appointment and remuneration of the Auditor,
including its independence and objectivity. It also provides
a forum through which the Auditor reports to the Board of
Directors and meets at least twice a year including at least two
meetings with the Auditor.
The Audit Committee met on four occasions during the year and
the attendance of each of the members is set out on page 42.
In the due course of its duties, the Committee had direct access
to the Auditor and senior members of the Manager’s Fund
Management, Investment Trust and Operational Risk Management
teams. Amongst other things, the Audit Committee considered and
reviewed the following matters and reported thereon to the Board:
the annual and half-year results announcements, and
annual and half-year reports and financial statements;
the accounting policies of the Company and the allocation
of management expenses and interest costs between
capital and revenue;
the principal and emerging risks and uncertainties faced
by the Company and the effectiveness of the Company’s
internal control and risk management environment;
consideration of the assumptions underlying the Board’s
statements on going concern and viability;
the effectiveness of the external audit process and any
related non-audit services and the independence and
objectivity of the Auditor, its re-appointment, remuneration
and terms of engagement;
the policy on the engagement of the Auditor to supply non-
audit services and approval of any such services;
the implications of proposed new accounting standards and
regulatory changes;
the need for the Company to have its own internal audit
function;
the ISAE/AAF Report from the Manager and similar controls
reports from the Custodian and other significant third party
service providers;
whether the Annual Report and Financial Statements are
fair, balanced and understandable;
the operational arrangements and performance of the
Manager and other third party service providers in terms of
business continuity; and
the integration of BMO GAM (EMEA) (which included the
Company’s investment manager) and its systems, risk
management and internal control infrastructure with
Columbia Threadneedle Investments.
Following the change of ownership of BMO GAM (EMEA) in
November 2021 the Audit Committee has continued to monitor
the integration with Columbia Threadneedle Investments
from a risk management and internal control perspective. A
critical milestone was the move to a new order management
system, Aladdin, which was successfully completed in October
2023 and the integration risk is now viewed as reduced. The
control environment for Aladdin mirrors the existing control
environment for Columbia Threadneedle Investments which has
not changed. The Audit Committee has received confirmation
from the Manager that the systems of risk management
and internal control have continued to operate effectively
throughout the year under review and thereafter to the date of
this report.
Report of the Audit Committee
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During the preparation of both the half-year report for the
six month period ended 30 November 2023 and the Annual
Report and Financial Statements for the year ended 31 May
2024 the Committee has considered the outlook for inflation
and macroeconomic and geopolitical concerns upon the risks,
operations and accounting basis of the Company. As noted
within Principal Risks and Uncertainties and Viability Statement
on pages 27 to 29 the Directors have reviewed the risk register
of the Company and agreed that the overall risk from some of
its principal risks remain heightened.
The Board retains ultimate responsibility for all aspects relating
to external financial statements and other significant published
financial information as noted in the Statement of Directors‘
Responsibilities on page 54.
On broader control policy issues, the Committee has
considered and is satisfied with the Code of Conduct and the
Anti-Bribery and Anti-Corruption Policy to which the Manager’s
employees are subject. The Board is responsible for ensuring
appropriate procedures and processes are in place to enable
issues of concern to be raised. The Committee has also
considered the Manager’s Whistleblowing Policy, under which
its directors and staff may, in confidence, raise concerns about
possible improprieties in financial reporting or other matters.
Risk Management
The Board has established an ongoing process designed
to meet the particular needs of the Company in managing
the risks to which it is exposed, consistent with the related
guidance issued by the Financial Reporting Council.
The Manager’s Operational Risk Management team provides
regular control reports to the Audit Committee and the Board
covering risk and compliance and any significant issues of
direct relevance to the Company are required to be reported to
the Audit Committee and Board without delay.
For the management of risk, a key risk summary is produced
to help identify the risks to which the Company is exposed,
the controls in place and the actions being taken to mitigate
them. The Audit Committee and Board has a robust process
for considering the resulting risk and control assessment
and reviews the significance of the risks and reasons for
any changes.
The Company’s principal risks and uncertainties and
their mitigations are set out on pages 27 and 28 with
additional information provided in notes 18 to 23 to the
financial statements. The integration of these risks into the
consideration of the Viability Assessment and Statement on
page 29 was also fully considered and the Audit Committee
concluded that the Board‘s Statement was soundly based.
The period of five years was also agreed as appropriate for the
reasons given in the Statement.
Internal Controls
The Board has overall responsibility for the Company’s systems
of risk management and internal control, for reviewing its
effectiveness and ensuring that risk management and internal
control processes are embedded in the daily operations, which
are managed by the Manager.
The Audit Committee has reviewed and reported to the Board
on these controls which aim to ensure that the assets of
the Company are safeguarded, proper accounting records
are maintained and the financial information used within the
business and for publication is reliable.
Control of the risks identified, including financial, operational,
compliance and overall risk management, is exercised by
the Audit Committee and the Board through regular reports
provided by the Manager. The reports cover investment
performance, attribution, compliance with agreed and regulatory
investment restrictions, financial analyses, revenue estimates,
performance of the third party administrator of the Manager’s
savings plans and other relevant issues. During the year,
the Audit Committee also received a presentation from the
Manager’s Chief Information Security Officer on its information
and cyber security programme.
At each Board meeting, the Board monitors the investment
performance of the Company in comparison to its objective
and relevant equity market indices. The Board also reviews the
Company’s activities since the last Board meeting to ensure
that the Manager adheres to the agreed investment policy and
approved investment guidelines and, if appropriate, approves
changes to such policy and guidelines.
The system of risk management and internal control is
designed to manage, rather than eliminate, risk and, by
its nature, can only provide reasonable, but not absolute,
assurance against material misstatement, loss or fraud.
Further to the review by the Audit Committee, the Board
has assessed the effectiveness of the Company’s internal
control systems.
48 | CT Global Managed Portfolio Trust PLC
Governance Report
The assessment included a review of the Manager’s risk
management infrastructure and the Report on Internal Controls
in accordance with ISAE 3402 and AAF (01/20) for the period
from 1 November 2022 to 1 October 2023 (the ‘ISAE/AAF
Report’) that has been prepared for its investment trust clients.
The Audit Committee also received confirmation from the
Manager that, subsequent to this date, on 2 October 2023, the
move to the Aladdin order management system was completed
and the control environment for Aladdin mirrors the existing
control environment for Columbia Threadneedle Investments
which has not changed. Containing a report and an unqualified
opinion from the independent service auditor KPMG LLP
(engaged by the Manager), the ISAE/AAF Report sets out the
Manager’s control environment and procedures with respect to
the management of its clients’ investments and maintenance
of their financial records. The effectiveness of these controls is
monitored by the Manager’s Audit and Compliance Committee
which, for the period to 1 October 2023, received regular
internal audit reports. Procedures are also in place to capture
and evaluate any failings and weaknesses within the Manager’s
control environment and those extending to any outsourced
service provider to ensure that action would be taken to remedy
any significant issues identified and which would be reported
to the Board. Any errors or breaches relating to the Company
are reported at each Audit Committee and Board meeting by
the Manager. No failings or weaknesses material to the overall
control environment and financial statements in respect of the
Company were identified in the year under review nor to the
date of this report.
The Audit Committee also reviewed appropriate reports on the
internal controls of other significant service providers, such as
the Custodian and Registrar, and was satisfied that there were
no material exceptions.
The review procedures have been in place throughout the
financial year and up to the date of approval of the financial
statements, and the Board is satisfied with their effectiveness.
Through the reviews and reporting arrangements set out above
and by direct enquiry of the Manager and other relevant parties,
the Audit Committee and the Board have satisfied themselves
that there were no material control failures or exceptions
affecting the Company's operations during the financial year or
to the date of this report.
The Audit Committee has reviewed the need for an internal
audit function. Based on review, observation and enquiry,
the Audit Committee and the Board have concluded that the
systems and procedures employed by the Manager provide
sufficient assurance that a sound system of internal control,
which safeguards shareholders’ investments and the Company’s
assets, is maintained. In addition, the Company’s financial
statements are audited by an external Auditor. An internal
audit function, specific to the Company, is therefore considered
unnecessary but this decision will be kept under review.
External Audit Process and Significant Matters
Considered by the Audit Committee
In carrying out its responsibilities, the Audit Committee has
considered the planning arrangements, scope, materiality
levels and conclusion of the year ended 31 May 2024 external
audit of the financial statements. The significant matters
considered by the Audit Committee are discussed in the table
on the following page.
The Audit Committee met in July 2024 to discuss the draft
Annual Report and Financial Statements, with representatives
of BDO and the Manager in attendance and BDO presented
its year-end report to the Audit Committee. At the conclusion
of the audit BDO did not highlight any issues to the Audit
Committee which would cause it to qualify its audit report.
BDO issued an unqualified audit report which is included on
pages 55 to 60.
Non-audit Services
The Committee regards the continued independence of the
Auditor to be a matter of the highest priority. The Company’s
policy with regard to the provision of non-audit services by the
external Auditor ensures that no engagement will be permitted if:
the provision of the services would contravene any
regulation or ethical standard;
the Auditor is not considered to be expert providers of the
non-audit services;
the provision of such services by the Auditor creates a
conflict of interest for either the Board or the Manager; and
the services are considered to be likely to inhibit the
Auditor’s independence or objectivity as Auditor.
In particular, the Committee has a policy that the accumulated
costs of all non-audit services sought from the Auditor in any
one year should not exceed 30% of the likely audit fees for
that year and not exceed 70% of the average audit fee for the
previous three years.
In relation to the provision of non-audit services by the Auditor
it has been agreed that all non-audit work to be carried out
by the Auditor must be approved in advance by the Audit
Committee. In addition to statutory audit fees, the Auditor
received fees, excluding VAT, for non-audit services of £nil for
the year (2023: £nil).
Auditor Assessment, Independence and Appointment
The Audit Committee reviews the re-appointment of the Auditor
every year and has been satisfied with the effectiveness of
BDO‘s performance on the audit just completed.
Report and Financial Statements 2024 | 49
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As part of the review of Auditor independence and
effectiveness, BDO has confirmed that it is independent
of the Company and has complied with relevant auditing
standards. In evaluating BDO, the Audit Committee has taken
into consideration the standing, skills and experience of the
firm and the audit team. The Audit Committee, from direct
observation and enquiry of the Manager, is satisfied that
BDO provides effective independent challenge in carrying out
its responsibilities. BDO’s fee for the audit, excluding VAT, was
£53,500 (2023: £49,500).
Following professional guidelines, the senior statutory auditor
rotates at least every five years. Chris Meyrick, the current
senior statutory auditor, was engaged for the first time during
the year ended 31 May 2023, which was BDO's first year as
Auditor. Accordingly, the year ended 31 May 2024 represents
Chris Meyrick’s second year as the senior statutory auditor
and BDO’s second year as Auditor. The Audit Committee
also considered the evaluation of BDO‘s audit performance
through the Audit Quality Review performed by the Financial
Reporting Council.
On the basis of this assessment, the Audit Committee has
recommended the re-appointment of BDO to the Board.
Significant Matters Considered by the Audit Committee in Relation to the Financial Statements
Matter Action
Investment portfolio valuation
The Company’s Portfolios are invested
predominantly in listed securities. Errors in the
Portfolio valuations could have a material impact
on the Company’s net asset value per share.
The Board reviews the full Portfolio valuations at each Board meeting and
receives quarterly monitoring and control reports from the Manager and
Depositary. The Audit Committee reviewed the Manager’s annual ISAE/AAF
Report, as referred to on page 48, which is reported on by an independent
service auditor and sets out the systems, processes and controls around
the daily pricing of equity securities. The Manager has provided further
assurance that controls have operated satisfactorily since that date. The
Audit Committee also reviewed internal controls reports from State Street,
which provides certain functions to the Manager, such as fund accounting
services.
Misappropriation of assets
Misappropriation of the Company’s investments
or cash balances could have a material impact
on its net asset value per share.
The Audit Committee reviewed the Manager’s ISAE/AAF Report, as previously
referred to, which details the controls around the reconciliation of the
Manager’s records to those of the Custodian. The Audit Committee also
reviewed the Custodian’s semi-annual internal controls report, which is
reported on by independent external accountants, and provides details
regarding its control environment. The Depositary has issued reports
confirming, amongst other matters, the safe custody of the Company’s
assets for the period to 31 May 2024. The Audit Committee also reviewed
internal controls reports from State Street.
The Audit Committee read and discussed this Annual Report and Financial Statements and concluded that it is fair, balanced and
understandable and provides the information necessary for shareholders to assess the Company’s performance, objective and
strategy.
Sue P Inglis
Chairman of the Audit Committee
26 July 2024
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Governance Report
Composition of the Committee
The Committee comprises the full Board and is chaired by
Simon Longfellow. The Committee’s terms of reference can be
found on the website at ctglobalmanagedportfolio.co.uk
Role of the Committee
The primary role of the Marketing Committee is to determine
the best way to reach potential investors and the broad
messages which should be used to attract them, to ensure
a consistent approach to marketing the Company, to make
recommendations to the Board in terms of marketing activities
and to review marketing papers and proposals submitted by the
Investment Manager prior to the Board agreeing any actions.
The Committee met on three occasions during the year and
considered matters such as:
marketing activity proposals from the Investment Manager;
marketing reports from the Investment Manager;
approval of the annual marketing budget and planned
activities;
the Company’s website; and
the engagement of a marketing agency.
Committee Evaluation
The activities of the Committee were considered as part
of the Board appraisal process completed in accordance
with standard governance arrangements as summarised
on page 43. The conclusion from the process was that the
Committee was operating effectively, with the right balance of
experience and skills.
Simon Longfellow
Chairman of the Marketing Committee
26 July 2024
Report of the Marketing Committee
Report and Financial Statements 2024 | 51
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Full details of the Company’s policy with regards to Directors’
fees, and fees paid during the year ended 31 May 2024, are
shown below. This shows all major decisions on Directors’
remuneration, and any substantial changes made during the
year relating to Directors’ remuneration, including the context in
which any changes occurred.
Under company law, the Auditor is required to audit certain
disclosures provided. Where disclosures have been audited
they are indicated as such. The Auditor’s opinion is included in
its report on pages 55 to 60.
The Board consists solely of independent non-executive
Directors. The Company has no executive Directors or
employees. The Board is responsible for determining the level
of Directors’ fees and will consider these at least annually.
A comprehensive review of comparative Directors’ fees is
considered in advance of each review.
Directors’ Remuneration Policy
The Company’s policy is that the remuneration of non-executive
Directors should be set at a level commensurate with the skills
and experience necessary for the effective stewardship of the
Company and the expected contribution of the Board as a whole,
their responsibilities, duties and time commitment required and be
fair and comparable to that of other investment companies that are
similar in size and have similar investment objectives. The policy
also provides for the Company‘s reimbursement of all reasonable
travel and associated expenses incurred by the Directors in
attending Board and Committee meetings, including those treated
as a benefit in kind subject to tax and national insurance. The
Company is mindful of, and takes into account, the register of
Directors’ conflicts of interest when making decisions as to
Directors’ remuneration.
The fees for the non-executive Directors are determined within
the limits set out in the Company’s Articles of Association. The
present limit is £150,000 per annum in aggregate and may not
be changed without seeking shareholder approval at a general
meeting. Directors are not eligible for bonuses, pension benefits,
share options, long-term incentive schemes or other benefits.
The non-executive Directors are engaged under letters of
appointment and do not have service contracts. Each Director has
a letter of appointment setting out the terms and conditions of his
or her appointment and such letters are available for inspection at
the Company’s registered office during business hours.
The dates on which each Director was appointed to the Board
are set out under their biographies on page 33. The terms of
appointment provide that a Director shall retire and be subject
to election at the first Annual General Meeting after his or her
appointment. Directors are thereafter obliged to retire periodically
and, if they wish, to offer themselves for election, by shareholders
at the third Annual General Meeting after the Annual General
Meeting at which last elected. However, in accordance with the
recommendations of the UK Code and the AIC Code, the Board has
agreed that all Directors will retire annually and, if appropriate, seek
re-election. All the Directors were last re-elected at the AGM held
on 28 September 2023 and will stand for re-election at the AGM
on 2 October 2024. There is no notice period and no provision for
compensation upon termination of appointment.
Voting at Annual General Meeting on Directors’
Remuneration Policy
It is a requirement that shareholder approval of the Directors’
Remuneration Policy is sought at least every three years and
this policy was last approved by shareholders at the AGM on
28 September 2023. 93.2% of votes were in favour of the
resolution and 6.8% were against.
It is intended that the policy will continue for the three-year
period ending at the AGM in 2026, when it will next be put to
shareholders for approval.
Annual Statement
As Chairman of the Board, I confirm that effective 1 June 2023
the amounts paid to Directors increased by £1,600 per annum
for the Chairman, £1,400 per annum for the Audit Committee
Chairman and also the Marketing Committee Chairman and
£1,250 per annum for the other Director.
Future Policy Table
Following a review of the level of Directors’ fees for the year to
31 May 2025, the Board concluded that effective 1 June 2024
the amounts paid to Directors would increase by approximately
3% and therefore by £1,000 per annum for the Chairman, £900
per annum for the Audit Committee Chairman and also the
Marketing Committee Chairman and £850 per annum for the
other Director.
Based on this, Directors’ fees for the financial year to 31 May
2025 will be as follows:
Director
31 May
2025
£
31 May
2024
(1)
£
31 May
2023
(1)
£
Chairman 34,200 33,200 31,600
Audit Committee chairman 29,600 28,700 27,300
Marketing Committee chairman 29,600 28,700 27,300
Director 26,100 25,250 24,000
(1)
Actual Directors’ remuneration for the years ended 31 May 2024 and 31 May
2023 respectively.
Directors’ Remuneration Report
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Governance Report
Annual Report on Directors’ Remuneration
Directors’ Emoluments for the Year (Audited)
The Directors who served during the financial year received the following amounts for services as non-executive Directors for
the years ended 31 May 2024 and 2023 and can expect to receive the fees indicated for 2025 as well as reimbursement for
expenses necessarily incurred. No other forms of remuneration were paid during the year.
Fees for services to the Company (audited)
Fees
(audited)
Taxable benefits
(1)
(audited)
Total
(audited)
Anticipated
fees
(2)
Director
31 May
2024
£
31 May
2023
£ % change
(3)
31 May
2024
£
31 May
2023
£ % change
31 May
2024
£
31 May
2023
£ % change
31 May
2025
£
D Warnock (Chairman) 33,200 31,600 +5.1 146 132 +10.6 33,346 31,732 +5.1 34,200
S L Bevan
(4)
25,250 23,474 +7.6 1,065 443 +140.4 26,315 23,917 +10.0 26,100
D Harris
(5)
n/a 7,956 n/a 2,175 n/a 10,131 n/a n/a
S P Inglis 28,700 27,300 +5.1 146 n/a 28,846 27,300 +5.7 29,600
S M Longfellow
(6)
28,700 26,866 +6.8 2,048 1,605 +27.6 30,748 28,471 +8.0 29,600
Total 115,850 117,196 -1.1 3,405 4,355 -21.8 119,255 121,551 -1.9 119,500
(1)
Comprises amounts reimbursed for expenses incurred in carrying out business for the Company, which have been grossed up to include PAYE and NI contributions.
(2)
Fees expected to be payable to the Directors during the year ended 31 May 2025. Taxable benefits are also anticipated but are not currently quantifiable.
(3)
The percentage changes shown are impacted by changes in the composition of the Board and roles of the directors.
(4)
Appointed on 9 June 2022.
(5)
Retired on 29 September 2022.
(6)
Appointed as Chairman of the Marketing Committee on 19 July 2022.
Annual Percentage Change
The table below sets out the annual percentage change in fees
for each Director who served in the financial year under review.
Director
2024
%
2023
%
2022
%
2021
%
2020
%
D Warnock
(1)
+5.1 +14.2 +23.6 +1.8 +163.4
S L Bevan
(2)
+7.6 n/a n/a n/a n/a
S P Inglis
(3)
+5.1 +5.2 +6.0 +11.3 +22.5
S M Longfellow
(4)
+6.8 +33.3 n/a n/a n/a
(1)
Appointed as a non-executive director on 1 January 2019 and as Chairman on
30 September 2021
(2)
Appointed as a non-executive director on 9 June 2022
(3)
Appointed as a non-executive director on 9 July 2018 and as Chairman of the
Audit Committee on 24 September 2020
(4)
Appointed as a non-executive director on 14 July 2021 and Chairman of the
Marketing Committee on 19 July 2022
Relative Importance of Spend on Pay
The table below shows the actual expenditure during the year in
relation to Directors’ remuneration (excluding taxable benefits),
other expenses and shareholder distributions:
31 May
2024
£
31 May
2023
£
Change
%
Aggregate Directors’ remuneration 115,850 117,196 -1.1
Management and other expenses 1,525,000 1,595,000 -4.4
Quarterly dividends paid to
shareholders (relating to the year)
(1)
3,794,000 3,578,000 +6.0
Aggregate cost of Growth shares
repurchased 5,682,000 1,827,000 +211.0
(1)
While the annual dividend increased by 2.8% from 7.20p to 7.40p per Income
share, the cost of the dividend increased by 6.0% due to the issuance of new
Income shares during the year ended 31 May 2024.
Report and Financial Statements 2024 | 53
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Directors’ Shareholdings (Audited)
There is no requirement under the Company’s Articles of
Association for the Directors to hold shares in the Company.
The Directors who held office at the year-end and their interests
in the shares of the Company at 31 May 2024 (all of which
were beneficially held) were as follows:
31 May 2024 31 May 2023
Director
Income
Shares
Growth
Shares
Income
Shares
Growth
Shares
S L Bevan 4,000 8,000 4,000 8,000
S P Inglis 3,000 12,000 3,000 12,000
S M Longfellow 10,950 10,950
D Warnock
(Chairman)
30,000 20,000 30,000 20,000
There have been no changes in the Directors’ interests in the
shares of the Company between 31 May 2024 and 26 July
2024.
Company Performance
The graph below compares, for the ten financial years ended
31 May 2024, the total return (assuming all dividends are
reinvested) to Income shareholders and Growth shareholders
compared to the total return on the FTSE All-Share Index.
This index was chosen for comparison purposes as it is the
Company’s benchmark. An explanation of the performance
of the Company is given in the Chairman’s Statement and
Investment Manager’s Review.
Share Price Total Return and the FTSE All-Share Index
Total Return (Rebased to 100 at 31 May 2014)
Source: Refinitiv Eikon
Voting at Annual General Meeting on Annual
Remuneration Report
At the Company’s last Annual General Meeting, held on
28 September 2023, shareholders approved the Directors’
Remuneration Report in respect of the year ended 31 May
2023. 93.3% of votes were in favour of the resolution and
6.7% were against.
An ordinary resolution for the approval of this Report on
Directors’ Remuneration will be put to shareholders at the
forthcoming Annual General Meeting (Resolution 2).
On behalf of the Board
David Warnock
Chairman
26 July 2024
Index
Income share price total return
FTSE All-Share Index total return
Growth share price total return
100
120
140
160
180
200
220
May-14 May-15 May-16 May-17 May-18 May-19 May-20 May-21 May-22 May-23 May-24
54 | CT Global Managed Portfolio Trust PLC
Governance Report
Statement of Directors’ Responsibilities in Respect of
the Annual Report and Financial Statements
The Directors are responsible for preparing the Annual Report
and Financial Statements in accordance with applicable law
and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law they are
required to prepare the financial statements in accordance
with UK accounting standards, 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 its profit or loss for that period. In preparing these financial
statements, the Directors are required to:
select suitable accounting policies and then apply them
consistently;
make judgements and 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;
assess the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going
concern; and
use the going concern basis of accounting unless they
either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.
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 its financial statements comply with the Companies
Act 2006. They are responsible for such internal control as they
determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether
due to fraud or error, and have general responsibility for taking
such steps as are reasonably open to them to safeguard the
assets of the Company and to prevent and detect fraud and
other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report, Report of the
Directors, Directors’ Remuneration Report and Corporate
Governance Statement that complies with that law and
those regulations.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included on
the Company’s website. Legislation in the UK governing the
preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
Responsibility Statement of the Directors in Respect of
the Annual Report and Financial Statements
We confirm that to the best of our knowledge:
the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair
view of the assets, liabilities, financial position and profit or
loss of the Company;
the Strategic Report and the Report of the Directors include
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; and
we consider the Annual Report and Financial Statements,
taken as a whole, is fair, balanced and understandable and
provides the information necessary for shareholders to
assess the Company’s position and performance, business
model and strategy.
On behalf of the Board
David Warnock
Chairman
26 July 2024
Statement of Directors’ Responsibilities
Report and Financial Statements 2024 | 55
Governance Report
Independent Auditor’s Report
to the members of CT Global Managed Portfolio Trust PLC
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Opinion on the financial statements
In our opinion the financial statements:
give a true and fair view of the state of the Company’s affairs as at 31 May 2024 and of its return for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of CT Global Managed Portfolio Trust PLC (the ‘Company’) for the year ended 31 May 2024
which comprise the Income Statement, Balance Sheet, Cash Flow Statement, Statement of Changes in Equity and Notes to the
Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied
in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The
Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion. Our audit opinion is consistent with the additional report to the Audit Committee.
Independence
Following the recommendation of the Audit Committee, we were appointed by the Board of Directors on 2 February 2023 to audit
the financial statements for the year ended 31 May 2023 and subsequent financial periods. The period of total uninterrupted
engagement is two years, covering the years ended 31 May 2023 to 31 May 2024. We are independent of the Company in
accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s
Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance
with these requirements. The non-audit services prohibited by that standard were not provided to the Company.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation
of the financial statements is appropriate. Our evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the
going concern basis of accounting included:
Evaluating the appropriateness of the Directors’ method of assessing the going concern in light of economic and market conditions by
reviewing the information used by the Directors in completing their assessment;
Assessing the appropriateness of the Directors’ assumptions and judgements made by comparing the prior year forecasted costs to
the actual costs incurred to check that the projected costs are reasonable;
Assessing the appropriateness of the Directors’ assumptions and judgements made in their base case and stress tested forecasts
including consideration of the available cash resources relative to forecast expenditure and committments;
Challenging the Directors’ assumptions and judgements made in their forecasts by performing an independent analysis of the liquidity
of the portfolio; and
Reviewing the loan agreement to identify the covenants and assessing the likelihood of them being breached based on the Directors’
forecasts and our sensitivity analyses and considering the impact of the loan facilities which expire in February 2025 and the ability of
the Company to repay any amounts drawn down if they are not renewed.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually
or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months
from when the financial statements are authorised for issue.
56 | CT Global Managed Portfolio Trust PLC
Auditor’s Report
In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add
or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of
this report.
Overview
Key audit matters
Valuation and ownership of quoted investments
2024
2023
Materiality
Company financial statements as a whole
£0.60m (2023: £0.59m) and £0.92m (2023: £0.88m) based on 1% (2023: 1%) of Net assets for
Income shares portfolio and Growth shares portfolio respectively.
An overview of the scope of our audit
Our audit was scoped by obtaining an understanding of the Company and its environment, including the Company’s system of
internal control, and assessing the risks of material misstatement in the financial statements. We also addressed the risk of
management override of internal controls, including assessing whether there was evidence of bias by the Directors that may have
represented a risk of material misstatement.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due
to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources
in the audit, and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matter How the scope of our audit addressed the key audit matter
Valuation and
ownership of
quoted investments
Refer to page 46
(Audit Committee
Report) Note 10 of
Notes to Accounts
The investment portfolios at the year-end
comprised of quoted equity investments held
at fair value through profit or loss.
We considered the valuation and ownership
of investments to be a significant audit area
as investments represent the most significant
balance in the financial statements and
underpin the principal activity of the entity.
There is a risk that the bid price used as a
proxy for fair vaue of investments held at the
reporting date is inappropriate. Given the
nature of the portfolios are such that they
comprise of listed level one investments, we
do not consider the use of bid price to be
subject to significant estimation uncertainty.
There is also a risk that errors made in the
recording of investment holdings result in the
incorrect reflection of investments owned by
the Company.
For these reasons and the materiality to the
financial statements as a whole, they are
considered to be a key area of our overall
audit strategy and allocation of our resources
and hence a Key Audit Matter.
We responded to this matter by testing the valuation and
ownership of the portfolios of quoted investments. We
performed the following procedures:
Confirmed the year-end bid prices were used by
agreeing to externally quoted prices;
Assessed if there were contra indicators, such as
liquidity considerations, to suggest bid price is not the
most appropriate indication of fair value by considering
the realisation period for individual holdings;
Recalculated the valuation by multiplying the number
of shares held per the statement obtained from the
custodian by the valuation per share; and
Obtained direct confirmation of the number of shares
held per equity investment from the custodian regarding
all investments held at the balance sheet date.
Key observations:
Based on our procedures performed we did not identify
any matters to suggest the valuation or ownership of the
quoted equity investments was not appropriate.
Report and Financial Statements 2024 | 57
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Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We
consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of
reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower
materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these
levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the
particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole and performance
materiality as follows:
Company financial statements
2024
£m
2023
£m
Income shares Growth shares Income shares Growth shares
Materiality £0.60 £0.92 £0.59 £0.88
Basis for determining materiality 1% of Net assets
Rationale for the benchmark applied As an investment trust, the net asset value is the key measure of performance for
users of the financial statements.
Performance materiality Income shares Growth shares Income shares Growth shares
£0.45 £0.69 £0.44 £0.66
Basis for determining performance
materiality
75% of materiality
Rationale for the percentage applied for
performance materiality
The level of performance materiality applied was set after having considered
a number of factors including the expected total value of known and likely
misstatements and the level of transactions in the year.
Specific materiality
We also determined that for return on ordinary activities before tax, a misstatement of less than materiality for the financial
statements as a whole, specific materiality, could influence the economic decisions of users as it is a measure of the Company’s
performance of income generated from its investments after expenses. As a result, we determined materiality for these items
to be £0.20m (2023: £0.20m), based on 5% (2023: 5%) of Revenue return on ordinary activities before tax. We further applied
a performance materiality level of 75% of specific materiality to ensure that the risk of errors exceeding specific materiality was
appropriately mitigated.
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit differences in excess of £30k (2023: £29k)
and £46k (2023: £44k) for the Income shares and Growth shares porfolios respectively. We also agreed to report differences
below these thresholds that, in our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises the information included in the annual
report & financial statements other than the financial statements and our auditor’s report thereon. Our opinion on the financial
statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not
express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course
of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements
themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have nothing to report in this regard.
58 | CT Global Managed Portfolio Trust PLC
Auditor’s Report
Corporate governance statement
The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of
the Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK Corporate Governance
Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit.
Going concern and
longer-term viability
The Directors’ statement with regards to the appropriateness of adopting the going concern basis
of accounting and any material uncertainties identified; and
The Directors’ explanation as to their assessment of the Company’s prospects, the period this
assessment covers and why the period is appropriate.
Other Code provisions Directors’ statement on fair, balanced and understandable;
Board’s confirmation that it has carried out a robust assessment of the emerging and principal
risks;
The section of the annual report that describes the review of effectiveness of risk management and
internal control systems; and
The section describing the work of the Audit Committee.
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the audit, we are required by the
Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report and
Directors’ report
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic report and the Directors’ report for the financial year for which
the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors’ report have been prepared in accordance with applicable
legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in
the course of the audit, we have not identified material misstatements in the strategic report or the
Directors’ report.
Directors’
remuneration
In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared
in accordance with the Companies Act 2006.
Matters on which we
are required to report
by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been
received from branches not visited by us; or
the financial statements and the part of the Directors’ remuneration report to be audited are not in
agreement with the accounting records and returns; or
certain disclosures of Directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the Directors’ responsibilities statement, the Directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is
necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either
intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Report and Financial Statements 2024 | 59
Auditor’s Report
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities, including fraud, is detailed below:
Non-compliance with laws and regulations
Based on:
Our understanding of the Company and the industry in which it operates;
Discussion with the Investment Manager and those charged with governance; and
Obtaining and understanding of the Company’s policies and procedures regarding compliance with laws and regulations;
we considered the significant laws and regulations to be Companies Act 2006, the FCA listing and DTR rules, the principles of
the AIC Code of Corporate Governance, industry practice represented by the AIC SORP, the applicable accounting framework, and
qualification as an Investment Trust under UK tax legislation as any non-compliance of this would lead to the Company losing
various deductions and exemptions from corporation tax.
Our procedures in respect of the above included:
Agreement of the financial statement disclosures to underlying supporting documentation;
Enquiries of management and those charged with governance relating to the existence of any non-compliance with laws and
regulations;
Reviewing minutes of meetings of those charged with governance throughout the period for instances of non-compliance with
laws and regulations; and
Reviewing the calculation in relation to Investment Trust compliance to check that the Company was meeting its requirements
to retain its Investment Trust Status. This included a review of other qualititatve factors and ensuring compliance with these.
Fraud
We assessed the susceptibility of the financial statements to material misstatement including fraud.
Our risk assessment procedures included:
Enquiry with the Investment Manager and those charged with governance regarding any known or suspected instances of fraud;
Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; and
Discussion amongst the engagement team as to how and where fraud might occur in the financial statements.
Based on our risk assessment, we considered the areas most susceptible to be management override of controls.
60 | CT Global Managed Portfolio Trust PLC
Auditor’s Report
Our procedures in respect of the above included:
In addressing the risk of management override of control, we:
Performed a review of estimates and judgements applied by management in the financial statements to assess their
appropriateness and the existence of any systematic bias;
Considered the opportunity and incentive to manipulate accounting entries and target tested relevant adjustments made
in the period end financial reporting process;
Reviewed for significant transactions outside the normal course of business; and
Performed a review of unadjusted audit differences, if any, for indications of bias or deliberate misstatement.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members,
who were deemed to have the appropriate competence and capabilities, and remained alert to any indications of fraud or non-
compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the
risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud
may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations
in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and
transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to
state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for
the opinions we have formed.
Chris Meyrick (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
Edinburgh, UK
26 July 2024
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).
Report and Financial Statements 2024 | 61
Financial Report
Notes
Revenue
Year ended
31 May
2024
£’000
Capital
Year ended
31 May
2024
£’000
Total
Year ended
31 May
2024
£’000
Revenue
Year ended
31 May
2023
£’000
Capital
Year ended
31 May
2023
£’000
Total
Year ended
31 May
2023
£’000
10 Gains/(losses) on investments 11,175 11,175 (13,698) (13,698)
Foreign exchange losses (6) (6) (5) (5)
3 Income 5,167 5,167 5,019 5,019
4 Investment management fee (280) (702) (982) (293) (730) (1,023)
5 Other expenses (659) (659) (689) (689)
Return on ordinary activities before finance costs and tax 4,228 10,467 14,695 4,037 (14,433) (10,396)
6 Finance costs (114) (171) (285) (95) (143) (238)
Return on ordinary activities before tax 4,114 10,296 14,410 3,942 (14,576) (10,634)
7 Tax on ordinary activities (11) (11)
Return attributable to shareholders 4,114 10,296 14,410 3,931 (14,576) (10,645)
9 Return per Income share – basic and diluted 8.06p (0.28p) 7.78p 7.96p (18.16p) (10.20p)
9 Return per Growth share – basic and diluted 28.33p 28.33p (14.51p) (14.51p)
The total column of this statement is the Profit and Loss Account of the Company. The supplementary revenue and capital columns
are prepared under guidance published by The Association of Investment Companies.
Segmental analysis, illustrating the two separate Portfolios of assets, the Income Portfolio and the Growth Portfolio, is shown in
note 2 to the financial statements.
All revenue and capital items in the Income Statement derive from continuing operations.
Return attributable to shareholders represents the profit/(loss) for the year and also total comprehensive income.
The accompanying notes on pages 66 to 87 are an integral part of these financial statements.
Income Statement
For the Year ended 31 May
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
62 | CT Global Managed Portfolio Trust PLC
Financial Report
Notes
Income
shares
31 May
2024
£’000
Growth
shares
31 May
2024
£’000
Total
31 May
2024
£’000
Income
shares
31 May
2023
£’000
Growth
shares
31 May
2023
£’000
Total
31 May
2023
£’000
Fixed assets
10 Investments at fair value 65,994 91,861 157,855 64,183 82,360 146,543
65,994 91,861 157,855 64,183 82,360 146,543
Current assets
11 Debtors 293 208 501 198 68 266
Cash at bank and on deposit 1,200 476 1,676 3,002 5,610 8,612
1,493 684 2,177 3,200 5,678 8,878
Creditors
12 Amounts falling due within one year (7,223) (310) (7,533) (3,650) (518) (4,168)
Net current (liabilities)/assets (5,730) 374 (5,356) (450) 5,160 4,710
Creditors
12 Amounts falling due in more than one year (5,000) (5,000)
Net assets 60,264 92,235 152,499 58,733 87,520 146,253
Capital and reserves
13 Called-up share capital 3,134 2,353 5,487 3,247 2,500 5,747
14 Share premium 3,223 428 3,651 1,917 428 2,345
14 Capital redemption reserve 1,950 1,698 3,648 1,760 1,553 3,313
14 2022 special reserve 29,588 29,581 59,169 29,588 29,581 59,169
14 2008 special reserve 19,464 9,206 28,670 19,422 14,930 34,352
14 Capital reserves (998) 48,969 47,971 (853) 38,528 37,675
14 Revenue reserve 3,903 3,903 3,652 3,652
15 Shareholders’ funds 60,264 92,235 152,499 58,733 87,520 146,253
15 Net asset value per share (pence) 116.51p 259.29p 116.41p 230.12p
Company Number: SC338196
Approved by the Board and authorised for issue on 26 July 2024 and signed on its behalf by:
David Warnock, Director.
The accompanying notes on pages 66 to 87 are an integral part of these financial statements.
Balance Sheet
As at 31 May
Report and Financial Statements 2024 | 63
Financial Report
Governance Report Auditor's Report Notice of Meeting Other InformationStrategic ReportOverview Financial Report
Notes
Income
shares
Year ended
31 May
2024
£’000
Growth
shares
Year ended
31 May
2024
£’000
Total
Year ended
31 May
2024
£’000
Income
shares
Year ended
31 May
2023
£’000
Growth
shares
Year ended
31 May
2023
£’000
Total
Year ended
31 May
2023
£’000
16 Net cash outflow from operations before dividends and interest (615) (943) (1,558) (775) (1,006) (1,781)
Dividends received 3,181 1,515 4,696 3,409 1,556 4,965
Interest received 57 133 190 70 169 239
Interest paid (268) (268) (220) (220)
Net cash inflow from operating activities 2,355 705 3,060 2,484 719 3,203
Investing activities
Purchases of investments (10,193) (10,167) (20,360) (9,793) (5,367) (15,160)
Sales of investments 8,474 10,054 18,528 9,690 6,174 15,864
Net cash flows from investing activities (1,719) (113) (1,832) (103) 807 704
Net cash flows before financing activities 636 592 1,228 2,381 1,526 3,907
Financing activities
8 Equity dividends paid (3,863) (3,863) (3,441) (3,441)
Proceeds from issuance of new shares 1,381 1,381 2,049 446 2,495
Share conversion – Income to Growth (238) 238 (155) 155
Share conversion – Growth to Income 282 (282) 619 (619)
Shares purchased to be held in treasury (5,682) (5,682) (1,827) (1,827)
Net cash flows from financing activities (2,438) (5,726) (8,164) (928) (1,845) (2,773)
17 Net movement in cash and cash equivalents (1,802) (5,134) (6,936) 1,453 (319) 1,134
17 Cash and cash equivalents at the beginning of the year 3,002 5,610 8,612 1,549 5,929 7,478
17 Cash and cash equivalents at the end of the year 1,200 476 1,676 3,002 5,610 8,612
Represented by:
Cash at bank 510 36 546 122 50 172
Short-term deposits 690 440 1,130 2,880 5,560 8,440
1,200 476 1,676 3,002 5,610 8,612
The accompanying notes on pages 66 to 87 are an integral part of these financial statements.
Cash Flow Statement
For the Year ended 31 May
64 | CT Global Managed Portfolio Trust PLC
Financial Report
Income shares
Notes
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2023 3,247 1,917 1,760 29,588 19,422 (853) 3,652 58,733
13
Increase in share capital in issue, net of share
issuance expenses
75 1,306 1,381
13 Share conversion 2 42 44
13
Cancellation of deferred shares
(190) 190
Transfer of net income from Growth to Income Portfolio 1,261 1,261
Transfer of capital from Income to Growth Portfolio (1,261) (1,261)
8 Dividends paid (3,863) (3,863)
Return attributable to shareholders 1,116 2,853 3,969
As at 31 May 2024 3,134 3,223 1,950 29,588 19,464 (998) 3,903 60,264
Growth shares
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2023 2,500 428 1,553 29,581 14,930 38,528 87,520
13
Increase in share capital in issue, net of share
issuance expenses
13 Share conversion (2) (42) (44)
13 Cancellation of deferred shares (145) 145
Transfer of net income from Growth to Income Portfolio (1,261) (1,261)
Transfer of capital from Income to Growth Portfolio 1,261 1,261
Shares purchased for treasury (5,682) (5,682)
Return attributable to shareholders 9,180 1,261 10,441
As at 31 May 2024 2,353 428 1,698 29,581 9,206 48,969 92,235
Total
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2023 5,747 2,345 3,313 59,169 34,352 37,675 3,652 146,253
Increase in share capital in issue, net of share
issuance expenses
75 1,306 1,381
Share conversion
Cancellation of deferred shares (335) 335
Shares purchased for treasury (5,682) (5,682)
8 Dividends paid (3,863) (3,863)
Return attributable to shareholders 10,296 4,114 14,410
As at 31 May 2024 5,487 3,651 3,648 59,169 28,670 47,971 3,903 152,499
The accompanying notes on pages 66 to 87 are an integral part of these financial statements.
Statement of Changes in Equity
For the Year ended 31 May
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Income shares
Notes
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2022 4,596 257 29,588 18,980 8,109 3,162 64,692
13
Increase in share capital in issue, net of
share issuance expenses
132 1,917 2,049
Share conversion 22 442 464
Cancellation of deferred shares
(1,503) 1,503
Transfer of net income from Growth to Income
Portfolio
1,187 1,187
Transfer of capital from Income to Growth Portfolio (1,187) (1,187)
8 Dividends paid (3,441) (3,441)
Return attributable to shareholders (7,775) 2,744 (5,031)
As at 31 May 2023 3,247 1,917 1,760 29,588 19,422 (853) 3,652 58,733
Growth shares
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2022 3,692 365 29,581 17,199 44,142 94,979
13
Increase in share capital in issue, net of
share issuance expenses
18 428 446
Share conversion (22) (442) (464)
Cancellation of deferred shares (1,188) 1,188
Transfer of net income from Growth to Income
Portfolio
(1,187) (1,187)
Transfer of capital from Income to Growth Portfolio 1,187 1,187
Shares purchased for treasury (1,827) (1,827)
Return attributable to shareholders (6,801) 1,187 (5,614)
As at 31 May 2023 2,500 428 1,553 29,581 14,930 38,528 87,520
Total
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
2022
special
reserve
£’000
2008
special
reserve
£’000
Capital
reserves
£’000
Revenue
reserve
£’000
Total
shareholders’
funds
£’000
As at 31 May 2022 8,288 622 59,169 36,179 52,251 3,162 159,671
Increase in share capital in issue, net of
share issuance expenses
150 2,345 2,495
Share conversion
Cancellation of deferred shares (2,691) 2,691
Shares purchased for treasury (1,827) (1,827)
8 Dividends paid (3,441) (3,441)
Return attributable to shareholders
(14,576) 3,931 (10,645)
Total Company as at 31 May 2023
5,747 2,345 3,313 59,169 34,352 37,675 3,652 146,253
The accompanying notes on pages 66 to 87 are an integral part of these financial statements.
Statement of Changes in Equity – continued
For the Year ended 31 May
66 | CT Global Managed Portfolio Trust PLC
Financial Report
1. Accounting Policies
A summary of the principal accounting policies adopted is set out below.
(a) Basis of accounting and going concern
These financial statements have been prepared on a going concern basis in accordance with the Disclosure Guidance
and Transparency Rules of the Financial Conduct Authority, Financial Reporting Standards (FRS 102) and the Statement of
Recommended Practice (SORP) “Financial Statements of Investment Trust Companies and Venture Capital Trusts” issued by The
Association of Investment Companies (AIC). The audited financial statements for the Company comprise the Income Statement
and the total columns of the Balance Sheet, the Cash Flow Statement and the Statement of Changes in Equity and the Company
totals shown in the notes to the financial statements. The analysis showing the two separate Portfolios of assets attributable to
the Income shares and Growth shares is disclosed to assist shareholders’ understanding, but is additional to that required.
There have been no significant changes to the Company’s accounting policies during the year ended 31 May 2024.
The preparation of the Company’s financial statements on occasion requires management to make judgements, estimates
and assumptions that affect the reported amounts in the primary financial statements and accompanying disclosures. These
assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or
liabilities affected in the current or future periods, depending on the circumstance. Management do not believe that any significant
accounting judgements or estimates have been applied to this set of financial statements that have a significant risk of causing a
material adjustment to the carrying amount of assets and liabilities within the next financial year.
The Company’s assets consist mainly of equity shares in closed-end investment companies which are traded in the UK or another
Regulated Stock Exchange and in most circumstances, including in the current market environment, are expected to be readily realisable.
The Company has a £5 million unsecured fixed rate term loan and a £5 million unsecured revolving credit facility, both of which are
available until 10 February 2025. The Board has set limits for borrowing and regularly reviews the Company’s gearing levels and
its compliance with bank covenants. As the current facilities are available until 10 February 2025, the Company’s borrowings are
disclosed as falling due within one year. At 31 May 2024 the Company had a net current liability position; however, it is expected
that new loan facilities could be entered into when the current arrangements expire, but, if not, or should the Board decide not to
renew these, any outstanding borrowing would be repaid through the use of cash and, if required, from the proceeds of the sale of the
Company’s investments from the relevant Portfolio.
The Board has considered the Company’s principal risks and uncertainties and other matters, and has considered a number
of stress tests and scenarios which considered the impact of severe stock market volatility on shareholders’ funds and
demonstrated that if required the Company had the ability to raise sufficient funds so as to remain within its debt covenants and
meet its liabilities.
As such, and in light of the controls and review processes in place and the operational robustness of key service providers, and
bearing in mind the nature of the Company’s business and assets and revenue and expenditure projections, the Directors believe
that the Company has adequate resources to continue in operational existence for a period of at least twelve months from the
date of approval of the financial statements. For this reason, the Board continues to adopt the going concern basis in preparing
the financial statements.
Presentation of the Income Statement
In order to reflect better the activities of an investment company and in accordance with the SORP, supplementary information
which analyses the Income Statement between items of a revenue and capital nature has been presented alongside the Income
Statement. The net revenue return is the measure the Directors believe to be appropriate in assessing the Company’s compliance
with certain requirements set out in Chapter 4, Part 24 of the Corporation Tax Act 2010.
The notes and financial statements are presented in pounds sterling (functional and reporting currency) and are rounded to the
nearest thousand except where otherwise indicated.
Notes to the Financial Statements
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Financial Report
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1. Accounting Policies (Continued)
(b) Valuation of investments
The Company has chosen to adopt sections 11 and 12 of FRS 102 in respect of financial instruments.
The Company’s business is investing in financial assets with a view to profiting from their total return in the form of income and
capital growth. The Portfolios of financial assets are managed and their performance evaluated on a fair value basis, in accordance
with the documented investment strategy, and information about the Portfolios is provided on that basis to the Company's Board
of Directors. Accordingly, upon initial recognition the Company designates the investments ‘‘at fair value through profit or loss’’.
Fair value is taken to be the investment cost at the trade date excluding expenses incidental to purchase which are written off to
capital at the time of acquisition.
Listed and quoted investments are subsequently valued at their fair value which is represented by the bid price at the close of
business on the relevant date on the exchange on which the investment is quoted.
As investments have been categorised as ‘‘financial assets at fair value through profit or loss’’, gains and losses arising from
changes in fair value are included in the Income Statement as a capital item.
(c) Income
Dividends are recognised as income on the date that the related investments are marked ex-dividend.
Dividends receivable on equity shares where no ex-dividend date is quoted are brought into account when the Company’s right to
receive payment is established. Dividends from overseas companies are shown gross of any withholding tax.
Where the Company has elected to receive its dividends in the form of additional shares rather than cash, the amount of the cash
dividend foregone is recognised as revenue.
Special dividends are recognised in the revenue account unless they are of a capital nature, following which they will be recognised
in the capital account.
Interest income from fixed interest securities is accrued on a time apportioned basis, by reference to the principal outstanding and
at the effective interest rate applicable.
Other investment income and deposit interest are included on an accruals basis.
(d) Expenses
All expenses and finance costs are accounted for on an accruals basis. Expenses are charged to the Income Statement as a
revenue item except where incurred in connection with the maintenance or enhancement of the value of the Company’s investment
Portfolios and taking account of the expected long-term returns as follows:
management fees and finance costs are allocated 40 per cent to revenue and 60 per cent to capital in the Income Portfolio;
and
20 per cent to revenue and 80 per cent to capital in the Growth Portfolio.
Expenses charged to the Company common to both Portfolios are allocated to the Portfolios in the same proportion as their net
assets at the quarter end immediately preceding the date on which the cost is to be accounted for.
Expenses charged to the Company in relation to a specific Portfolio are charged directly to that Portfolio, with the other Portfolio
remaining unaffected.
68 | CT Global Managed Portfolio Trust PLC
Financial Report
1. Accounting Policies (Continued)
(e) Taxation
The tax expense represents the sum of the tax currently payable, overseas tax suffered and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit before tax as reported in the
Income Statement because it excludes items of income or expense that are taxable or deductible in other periods and it further
excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have
been enacted or substantively enacted by the Balance Sheet date.
Tax is computed for each Portfolio separately, however the Company is the taxable entity. A Portfolio which generates taxable
revenues in excess of tax deductible expenses may benefit from the excess of tax deductible expenses in the other Portfolio. In
return, by way of compensation, there would be a transfer from the Portfolio with taxable profits to the Portfolio with taxable losses.
(f) Deferred taxation
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where
transactions or events that result in an obligation to pay more, or right to pay less, tax in future have occurred at the Balance Sheet
date. This is subject to deferred tax assets only being recognised if it is considered more likely than not 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.
Investment trusts which have approval under Chapter 4, Part 24 of the Corporation Tax Act 2010 are not liable for taxation on
capital gains.
(g) Borrowings
Interest-bearing loans and overdrafts are recorded at the proceeds received. Finance costs, including interest, are accrued using
the effective interest rate method. See note 1(d) for the allocation of finance costs.
(h) Foreign currencies
The Company is required to identify its functional currency, being the currency of the primary economic environment in which the
Company operates. The Board, having regard to the currency of the Company’s share capital and the predominant currency in
which its shareholders operate, has determined that sterling is the functional currency. Sterling is also the currency in which the
financial statements are presented.
Transactions denominated in foreign currencies are recorded in the functional currency at actual exchange rates as at the date of
the transaction. Monetary assets, liabilities and equity investments held at fair value and denominated in foreign currencies at the
year-end are reported at the rates of exchange prevailing at the year-end. Any gain or loss arising from a change in exchange rates
subsequent to the date of the transaction is included as an exchange gain or loss in either the capital or revenue column of the
Income Statement depending on whether the gain or loss is of a capital or revenue nature respectively.
Rates of exchange at 31 May 2024 2023
US Dollar 1.27 1.24
Swiss Franc 1.15 1.13
Euro 1.17 1.16
(i) Reserves
(i)
Share premium –
the surplus of net proceeds received from the issuance of new shares is credited to this account and the
related issue costs are deducted from this account. Gains arising on the resale of shares from treasury are credited to this
reserve. The reserve is non-distributable. The initial balance of this account which arose as a result of the shares issued at
launch was subsequently cancelled by the Court of Session to create the 2008 special reserve. The balance of the share
premium account which had subsequently arisen was cancelled by the Court of Session to create the 2022 special reserve.
(ii)
Capital redemption reserve
– the nominal value of any of the shares bought back for cancellation is added to this reserve.
This reserve is non-distributable.
Report and Financial Statements 2024 | 69
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1. Accounting Policies (Continued)
(iii)
2022 special reserve
– created on 26 May 2022 from the Court cancellation of the share premium account which had arisen
since it was last cancelled on 23 June 2008. The portion of the 2022 special reserve attributable to the Income shares may
be used to fund or supplement dividends to the Income shareholders and fund buy-backs of Income shares and the portion of
the 2022 special reserve attributable to the Growth shares may be used to fund buy-backs of Growth shares.
(iv)
2008 special reserve
– created from the Court cancellation of the share premium account in 2008 which had arisen from
premiums paid on the Income shares and Growth shares at launch. Available to be used as distributable profits (except by way
of dividend). The cost of any shares bought back and the value of shares submitted for conversion are reflected through this
reserve. The cost of any shares resold from treasury is added back to this reserve. (2008 has been added to the name of this
special reserve to differentiate it from the 2022 special reserve.)
(v) Capital reserves
Capital reserve – investments sold
– gains and losses on realisation of investments and losses on transactions in own shares
are dealt with in this reserve together with the proportion of management fees, finance costs and taxation allocated to capital.
This reserve also includes dividends received of a capital nature.
Capital reserve – investments held
increases and decreases in the valuation of investments held are accounted for in this reserve.
The Company’s Articles of Association allow distributions to be made to the holders of the Income shares out of the capital
profits attributable to the Income Portfolio.
(vi)
Revenue reserv
e – the net profit/(loss) arising in the revenue column of the Income Statement is added to or deducted from
this reserve. This is available for paying dividends on the Income shares.
(j) Transfer of capital and revenue
All net revenue of the Company attributable to the Growth Portfolio is, immediately following recognition in accordance with
the Company’s accounting policies, reallocated, applied and transferred to, and treated as revenue attributable to, the Income
Portfolio. Contemporaneously with any such reallocation, application and transfer of any revenue to the Income Portfolio, such
assets comprising part of the Income Portfolio as have a value equal to the net revenue so reallocated, applied and transferred
shall be reallocated, applied, transferred and treated as capital attributable to the Growth Portfolio.
2. Segmental Analysis
The Company carries on business as an investment trust and manages two separate Portfolios of assets: the Income Portfolio
and the Growth Portfolio.
The Company’s Income Statement, on page 61, can be analysed as follows. This has been disclosed to assist shareholders’
understanding, but this analysis is additional to that required.
Year ended 31 May 2024
Income Portfolio Growth Portfolio Total
Notes
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Gains on investments 10 1,543 1,543 9,632 9,632 11,175 11,175
Foreign exchange losses (6) (6) (6) (6)
Income 3 3,395 3,395 1,772 1,772 5,167 5,167
Investment management fee 4 (167) (250) (417) (113) (452) (565) (280) (702) (982)
Other expenses 5 (261) (261) (398) (398) (659) (659)
Return on ordinary activities before
finance costs and tax
2,967 1,287 4,254 1,261 9,180 10,441 4,228 10,467 14,695
Finance costs 6 (114) (171) (285) (114) (171) (285)
Return on ordinary activities
before tax 2,853 1,116 3,969 1,261 9,180 10,441 4,114 10,296 14,410
Tax on ordinary activities 7
Return
(1)
9 2,853 1,116 3,969 1,261 9,180 10,441 4,114 10,296 14,410
(1)
Any net revenue return attributable to the Growth Portfolio is transferred to the Income Portfolio and a corresponding transfer of an identical amount of capital is made
from the Income Portfolio to the Growth Portfolio and accordingly the whole return in the Growth Portfolio is capital. Refer to the Statement of Changes in Equity.
70 | CT Global Managed Portfolio Trust PLC
Financial Report
2. Segmental Analysis (Continued)
Year ended 31 May 2023
Income Portfolio Growth Portfolio Total
Notes
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Losses on investments 10 (7,363) (7,363) (6,335) (6,335) (13,698) (13,698)
Foreign exchange losses (5) (5) (5) (5)
Income 3 3,307 3,307 1,712 1,712 5,019 5,019
Investment management fee 4 (176) (264) (440) (117) (466) (583) (293) (730) (1,023)
Other expenses 5 (281) (281) (408) (408) (689) (689)
Return on ordinary activities before
finance costs and tax
2,850 (7,632) (4,782) 1,187 (6,801) (5,614) 4,037 (14,433) (10,396)
Finance costs 6 (95) (143) (238) (95) (143) (238)
Return on ordinary activities
before tax
2,755 (7,775) (5,020) 1,187 (6,801) (5,614) 3,942 (14,576) (10,634)
Tax on ordinary activities 7 (11) (11) (11) (11)
Return
(1)
9 2,744 (7,775) (5,031) 1,187 (6,801) (5,614) 3,931 (14,576) (10,645)
(1)
Any net revenue return attributable to the Growth Portfolio is transferred to the Income Portfolio and a corresponding transfer of an identical amount of capital is made
from the Income Portfolio to the Growth Portfolio and accordingly the whole return in the Growth Portfolio is capital. Refer to the Statement of Changes in Equity.
3. Income
2024 2023
Income
Portfolio
£’000
Growth
Portfolio
£’000
Total
£’000
Income
Portfolio
£’000
Growth
Portfolio
£’000
Total
£’000
Income from investments
(1)
UK dividend income 2,116 1,523 3,639 1,743 1,353 3,096
Overseas dividends 1,078 73 1,151 1,191 99 1,290
Property income distributions 144 43 187 303 91 394
3,338 1,639 4,977 3,237 1,543 4,780
Other income
(2)
Deposit interest 57 133 190 70 169 239
Total income 3,395 1,772 5,167 3,307 1,712 5,019
Total income comprises:
Dividends 3,338 1,639 4,977 3,237 1,543 4,780
Other income 57 133 190 70 169 239
3,395 1,772 5,167 3,307 1,712 5,019
(1)
All investments have been designated as fair value through profit or loss on initial recognition, therefore all investment income arises on investments at fair value
through profit or loss.
(2)
Other income on financial assets not designated as fair value through profit or loss.
Report and Financial Statements 2024 | 71
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4. Investment Management Fee
Year ended 31 May 2024
Income Portfolio Growth Portfolio Total
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Investment management fee 167 250 417 113 452 565 280 702 982
167 250 417 113 452 565 280 702 982
Year ended 31 May 2023
Income Portfolio Growth Portfolio Total
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Investment management fee 176 264 440 117 466 583 293 730 1,023
176 264 440 117 466 583 293 730 1,023
The Company’s manager is Columbia Threadneedle Investment Business Limited. Columbia Threadneedle Investment Business
Limited receives an investment management fee at the rate of 0.65% per annum of the total assets of each Portfolio payable quarterly
in arrears, subject to being reduced to 0.325% per annum on any assets which are invested in other investment vehicles managed by
the Manager.
For the purposes of the revenue and capital columns in the Income Statement, the management fee has been allocated 60% to
capital and 40% to revenue in the Income Portfolio. In respect of the Growth Portfolio, the management fee has been charged 80%
to capital and 20% to revenue.
Details of outstanding management fees at 31 May 2024 are included in note 12.