Investment Management and Administrative Arrang...

FINSBURY GROWTH & INCOME TRUST PLC INVESTMENT MANAGEMENT AND ADMINISTRATIVE ARRANGEMENTS 10 April 2007 The Board of Finsbury Growth & Income Trust PLC (the "Company") announces the following changes to the Company's investment management and administration arrangements. Investment Management Agreement The Company has entered into a new investment management agreement (the "Investment Management Agreement") with Lindsell Train Limited ("Lindsell Train") under which Lindsell Train will continue to provide discretionary investment management services to the Company. Under the Investment Management Agreement, Lindsell Train will receive: * a periodic fee equal to 0.45% per annum of the Company's market capitalisation; plus * a performance fee amounting to 85% of 15% of the annual increase in the Company's market capitalisation, but only after attainment of an absolute return hurdle, which will be the sum of the increase in the Retail Price Index in the year, plus a fixed return of 6.0%. The notice period on the Investment Management Agreement is unchanged at 12 months. Management, Administration and Company Secretarial Agreement The Company has entered into a new management, administration and company secretarial agreement (the "Management, Administration and Company Secretarial Agreement") with Frostrow Capital LLP ("Frostrow"). Under the Management, Administration and Company Secretarial Agreement, Frostrow will receive: * with effect from 1 July 2007, a periodic fee equal to 0.05% per annum of the Company's market capitalisation plus an annual amount initially equal to £200,000, equivalent to 0.12% of the Company's current market capitalisation of £170 million . From 1 July 2008, the latter amount will be reduced by £25,000 for every £25 million reduction in the Company's market capitalisation and a pro rata amount if the drop in market capitalisation is not an exact multiple of £25 million (subject to a minimum of £100,000) and increased annually by an amount equal to the relevant year's increase in the Retail Price Index plus 2.5 percentage points; plus * a performance fee amounting to 15% of 15% of the annual increase in the Company's market capitalisation, but only after attainment of an absolute return hurdle, which will be the sum of the increase in the Retail Price Index in the year, plus a fixed return of 6.0%. The notice period on the Management, Administration and Company Secretarial Agreement is 12 months (such termination not to be effective before 1 October 2009). Frostrow is a new firm established to provide specialist management, administration, company secretarial and marketing services to investment companies. Frostrow is authorised and regulated in the UK by the Financial Services Authority. The Company will be a partner in Frostrow. Comparison with current fee arrangements As at the date of this announcement, the above new fee arrangements equate to an aggregate fee equivalent to 0.62% per annum of the Company's market capitalisation. The Company's current periodic fee is equal to 0.65% per annum of the Company's market capitalisation: half of which is paid to Lindsell Train and half to the Company's current investment manager, Close Investments Limited ("Close"), plus a secretarial fee of £50,000 and a generic marketing fee of £ 80,000 paid to Close. Overall the new arrangements being put in place by the Board will give rise to a saving to shareholders of approximately £180,000 per annum based on the Company's current market capitalisation. The calculation basis of the performance fee under the new Investment Management Agreement is unchanged from the current arrangements. The total periodic and performance fees payable in any one year to Lindsell Train and Frostrow will continue to be capped at 1.25% of the Company's market capitalisation. Any outperformance, that would have resulted in a higher fee being paid had there been no cap, will continue to be carried forward into the calculation of future years' fees. Similarly, in the case of underperformance, any underperformance will continue to have to be made up in future years before a performance fee becomes payable in those years. Timetable and Costs It is intended that the Investment Management Agreement and the Management, Administration and Company Secretarial Agreement will come into effect from 10 April 2007 and the new fee arrangements with Lindsell Train and Frostrow will apply from 1 July 2007. The Company and Close have agreed to terminate their existing agreements. There will be no material costs of termination. Enquiries Alastair Smith Frostrow Capital LLP Tel. 020 3008 4911 Nathan Brown/Jane Lewis Winterflood Investment Trusts Tel. 020 7621 5572/5521 Michael Lindsell Lindsell Train Limited Tel: 020 7227 8233 Notes to Editors: Frostrow Capital is an independent boutique provider of management services to investment companies. It is unique in being exclusively dedicated to performing the entire executive function for investment companies, with the exception of portfolio management. Headed by Alastair Smith, formerly Managing Director of Close Finsbury Asset Management and previously Head of Investment Trust Operations at Schroders, Frostrow Capital is majority owned by its executive team including Grant Challis, Mark Pope and Tracy Arthur. All four were previously part of the Investment Trust team within the Close Investments subsidiary of Close Brothers Group PLC. Frostrow Capital aims to win mandates from investment companies that require a quality service and will also be actively seeking to launch new investment companies.
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