WITAN PACIFIC INVESTMENT TRUST PLC
(the "Company")
Annual Report and Accounts for the year ended 31 January 2015
Witan Pacific Investment Trust PLC announces that its 2015 Annual Report and Accounts has been published. The full report can be accessed via the Company's website at www.witanpacific.com and will be circulated to shareholders shortly.
In order to meet the disclosure requirements of DTR 6.3.5(2), this announcement includes certain extracts from the 2015 Annual Report and Accounts. Any references to page numbers or sections in the following text are references to pages and sections in that report.
STRATEGIC REPORT
Financial summary
Key data
|
2015 |
2014 |
% change |
Net Asset Value per share |
279.45p |
241.86p |
+15.5% |
Share Price |
244.00p |
213.50p |
+14.3% |
Discount |
12.7% |
11.7% |
|
Gearing# |
Nil** |
3.2% |
|
Total returns
|
2015 |
2014 |
Net Asset Value per share† |
17.6% |
-6.5% |
Share price† |
16.6% |
-5.2% |
Benchmark* |
17.1% |
0.2% |
Income
|
2015 |
2014 |
% change |
Revenue per share |
3.98p |
4.41p |
-9.8% |
Dividend per share |
4.55p |
4.45p |
+2.2% |
Ongoing charges
|
2015 |
2014 |
Excluding performance fees |
1.06% |
1.00% |
Including performance feesx |
1.12% |
0.85% |
# Calculated as the difference between the market value of investments and net assets as a percentage of net assets. (Equivalent to AIC definition of net gearing).
† Source: AIC Services Ltd. Total returns include dividends reinvested.
* Source: Datastream. Dividends reinvested.
** Since repayment of the loan on 28 March 2014, the Company has had no borrowings.
x Details of a write-back of performance fees during the year ended 31 January 2014, (which reduce the ongoing charges when including the performance fee) are included at note 3 to the financial statements.
Long-term performance analysis
Total returns since inception of multi-manager structure
|
Cumulative return since inception of the multi-manager structure 31/05/2005 |
Annualised return since the inception of the multi-manager structure 31/05/2005 |
Net Asset Value per share† |
138.1% |
9.4% |
Share price** |
137.6% |
9.4% |
Benchmark* |
122.4% |
8.6% |
Total returns over the past 5 years
|
Cumulative 5 year return |
31/01/14- 31/01/15 |
31/01/13- 31/01/14 |
31/01/12- 31/01/13 |
31/01/11- 31/01/12 |
31/01/10- 31/01/11 |
Net Asset Value per share† |
52.1% |
17.6% |
-6.5% |
14.7% |
-4.1% |
25.8% |
Share price† |
62.4% |
16.6% |
-5.2% |
22.1% |
-7.4% |
30.0% |
Benchmark* |
47.1% |
17.1% |
0.2% |
11.1% |
-6.0% |
20.0% |
† Source: AIC Services Ltd. Total returns include dividends reinvested.
* Source: Datastream. Dividends reinvested.
** Source: Datastream.
Chairman's statement
HIGHLIGHTS
· NAV total return of +17.6%
· 0.5% outperformance vs. the benchmark
· Share price total return of 16.6%
· Final dividend of 2.45p, making 4.55p for the year (+2.2%)
· 10 year NAV total return of 144.2%, compared with the benchmark's 126.7%
· Net Assets £184 million (2014: £160 million)
Introduction
I am pleased to be writing to you as your new Chairman, having taken over from Gill Nott at her retirement in June last year. I would like to reiterate the Board's gratitude to Gill for her considerable contribution to Witan Pacific. I have been involved as a Non-Executive Director of the trust in its development over the last 11 years, and I am confident that it remains a robust investment vehicle providing access to a wide range of opportunities across the Asia Pacific region.
I am always pleased to hear from shareholders. I have met many at Annual General Meetings over the years, and last year when I became Chairman I wrote to our largest shareholders to introduce myself to them. If shareholders have questions or comments for me, please get in touch via our Company Secretary, whose contact details are at the end of this statement.
Market background
Performance
The Alternative Investment Fund Managers Directive ("AIFMD")
Ongoing charges
Dividend
Subject to shareholder approval, the final dividend will be paid on 19 June 2015 to shareholders on the register at the close of business on 22 May 2015 (ex-dividend 21 May 2015).
Succession
Outlook
Sarah Bates
Chairman
23 April 2015
Investment review
This investment review provides information about the Company's investments and performance for the year ended 31 January 2015.
Investments and performance
Performance summary and attribution
Combined portfolio composition
Manager performance for the year ended 31 January 2015 and from inception to 31 January 2015
|
Inception date |
Share of Witan Pacific's assets £m at 31 January 2015 |
Share of Witan Pacific's assets* at 31 January 2015 % |
Performance year to 31 January 2015 % |
Benchmark performance year to 31 January 2015 % |
Annualised performance since inception to 31 January 2015 % |
Annualised benchmark performance since inception to 31 January 2015 % |
Aberdeen |
31 May 2005 |
82.2 |
44.9 |
+20.8 |
+17.1 |
+11.6 |
+8.6 |
Matthews |
30 April 2012 |
81.3 |
44.4 |
+16.1 |
+17.1 |
+11.8 |
+10.2 |
GaveKal† |
24 April 2012 |
19.6 |
10.7 |
+22.4 |
+17.1 |
+9.4 |
+10.6 |
Notes:
* Excluding cash balances held centrally by Witan Pacific.
† Returns are net of the 1.5% management fee charged per annum within the UCITS OEIC, of which 0.75% is rebated to the Company directly, outside the fund.
† Source: WM Company.
Continued appointment of the Investment Managers
Geographical allocation
Country |
Portfolio at 31 January 2015* |
Benchmark at 31 January 2015** |
Australia |
6% |
13% |
China |
14% |
13% |
Hong Kong |
15% |
6% |
India |
6% |
4% |
Indonesia |
4% |
2% |
Japan |
26% |
40% |
Malaysia |
1% |
2% |
The Philippines |
3% |
1% |
Singapore |
11% |
3% |
South Korea |
5% |
8% |
Taiwan |
5% |
7% |
Thailand |
3% |
1% |
Vietnam |
1% |
- |
|
100% |
100% |
* Source: BNP Paribas.
** Source: MSCI.
Aberdeen Asset Managers Limited
("Aberdeen")
Aberdeen, which has delegated management of the Company's assets to Aberdeen Asset Management Asia Limited, a wholly owned subsidiary of Aberdeen Asset Management PLC was established in Asia in 1992 and at 31 December 2014 was managing £70.3bn of assets in Asia. The 41 fund managers in the equity team, led by Hugh Young, follow a fundamental investment style emphasising the identification of good quality companies on low valuations relative to their growth potential.
Strategy
Aberdeen follows a stock-picking approach of investing in good quality, well-managed and soundly financed companies trading at attractive valuations, with the expectation of holding them for extended periods in order to benefit from the compounding of those companies' growth. Corporate governance and the alignment of management with shareholders' interests are additional important factors.
Performance
Aberdeen is one of the original investment managers appointed when the Company's multi-manager approach was adopted in 2005 and manages approximately 45% of the Company's assets. During the year under review, it achieved a total portfolio return (before fees) of 20.8%, compared with 17.1% for the benchmark. Since appointment in 2005, it has achieved a total portfolio return of 11.6% p.a. compared with 8.6% p.a. for the benchmark, representing outperformance of 3% p.a. before fees.
Matthews International Capital Management LLC ("Matthews")
Based in San Francisco, Matthews is an independent, privately owned firm, and the largest dedicated Asia investment specialist in the United States. As of 31 January 2015, Matthews had US$27.8bn in assets under management.
Strategy
The Company is invested in a segregated portfolio that is managed according to Matthews' Asia Dividend Strategy; the Lead Portfolio Managers are Yu Zhang, and Robert Horrocks. The Asia Dividend Strategy employs a fundamental, bottom up investment process to select dividend paying companies with sustainable long-term growth prospects, strong business models, quality management teams, and reasonable valuations. The Asia Dividend Strategy is a total-return strategy focused on dividend income and potential dividend growth from the companies in which it invests, as well as capital growth. The strategy invests in companies of all sizes and has significant exposure to small and mid-cap stocks.
Performance
Matthews was appointed as one of the Company's investment managers in April 2012 and manages approximately 44% of the Company's assets. During the year under review, it achieved a total portfolio return (before fees) of 16.1%, compared with 17.1% for the benchmark. Since appointment in 2012, it has achieved a total portfolio return of 11.8% p.a. compared with 10.2% p.a. for the benchmark, representing outperformance of 1.6% p.a. before fees.
GaveKal Capital Limited
GaveKal Capital Limited ("GaveKal") acts as advisor to several investment clients with combined assets of over US$1.6bn. The GaveKal Asian Opportunities UCITS Fund is the largest and oldest single fund under management.
Strategy
The Asian Opportunities Fund in which the Company has invested, employs no leverage, except on a short-term basis, and does not "short" stocks. The portfolio is managed by Louis-Vincent Gave, a co-founder of GaveKal and Alfred Ho, ex CIO of Invesco Asia. They are supported by five analysts. They vary the asset allocation between equities, bonds and cash according to their top-down view of economic prospects. The equity portfolio is invested in growth oriented companies, focusing on earnings growth and valuation. Within the equity portfolio, weightings are driven by company-specific attractions not index weightings.
Performance
GaveKal was appointed as one of the Company's investment managers in April 2012 and manages approximately 11% of the Company's assets. During the year under review, the GaveKal Asian Opportunities UCITS fund in which the Company holds its investment achieved a total portfolio return (after deduction of the 1.5% fee charged within the fund) of 22.4%, compared with 17.1% for the benchmark. Since appointment in 2012, it has achieved a total portfolio return (after fees) of 9.4% p.a. compared with 10.6% p.a. for the benchmark. On a pre fees basis, the portfolio has outperformed since April 2012 but the fund does not present separate figures excluding fees, hence the use of the after-fees numbers.
Aberdeen Asset Managers Limited
Geographical allocation (at 31 January 2015)* |
|
|
Country |
% Weighting |
Under/Overweight |
Australia |
9% |
-4% |
China |
5% |
-8% |
Hong Kong |
20% |
+14% |
India |
9% |
+5% |
Indonesia |
2% |
= |
Japan |
25% |
-15% |
Malaysia |
2% |
= |
New Zealand |
- |
= |
The Philippines |
2% |
+1% |
Singapore |
15% |
+12% |
South Korea |
3% |
-5% |
Taiwan |
5% |
-2% |
Thailand |
3% |
+2% |
Vietnam |
- |
= |
Sector allocation (at 31 January 2015)* |
||
Sector |
% Weighting |
Under/Overweight |
Consumer Discretionary |
8% |
-5% |
Consumer Staples |
10% |
+4% |
Energy |
3% |
= |
Financials |
31% |
+1% |
Healthcare |
3% |
-1% |
Industrials |
11% |
-2% |
Information Technology |
9% |
-6% |
Materials |
10% |
+3% |
Telecom Services |
6% |
= |
Utilities |
- |
-3% |
Other |
9% |
+9% |
Matthews International Capital Management LLC
Geographical allocation (at 31 January 2015)* |
|
|
Country |
% Weighting |
Under/Overweight |
Australia |
4% |
-9% |
China |
20% |
+7% |
Hong Kong |
10% |
+4% |
India |
3% |
-1% |
Indonesia |
7% |
+5% |
Japan |
28% |
-12% |
Malaysia |
1% |
-1% |
New Zealand |
- |
= |
The Philippines |
1% |
= |
Singapore |
9% |
+6% |
South Korea |
6% |
-2% |
Taiwan |
6% |
-1% |
Thailand |
4% |
+3% |
Vietnam |
1% |
+1% |
Sector allocation (at 31 January 2015)* |
|
|
Sector |
% Weighting |
Under/Overweight |
Consumer Discretionary |
25% |
+12% |
Consumer Staples |
22% |
+16% |
Energy |
- |
-3% |
Financials |
13% |
-17% |
Healthcare |
4% |
= |
Industrials |
11% |
-2% |
Information Technology |
6% |
-9% |
Materials |
4% |
-3% |
Telecom Services |
11% |
+5% |
Utilities |
4% |
+1% |
Other |
- |
= |
GaveKal Capital Limited
Geographical allocation (at 31 January 2015)* |
||
Country |
% Weighting |
Under/Overweight |
Australia |
3% |
-10% |
China |
26% |
+13% |
Hong Kong |
14% |
+8% |
India |
7% |
+3% |
Indonesia |
1% |
-1% |
Japan |
23% |
-17% |
Malaysia |
- |
-2% |
New Zealand |
4% |
+4% |
The Philippines |
14% |
+13% |
Singapore |
1% |
-2% |
South Korea |
2% |
-6% |
Taiwan |
4% |
-3% |
Thailand |
1% |
= |
Vietnam |
- |
= |
Sector allocation (at 31 January 2015)* |
||
Sector |
% Weighting |
Under/Overweight |
Consumer Discretionary |
4% |
-9% |
Consumer Staples |
1% |
-5% |
Energy |
- |
-3% |
Financials |
30% |
= |
Healthcare |
3% |
-1% |
Industrials |
8% |
-5% |
Information Technology |
18% |
+3% |
Materials |
1% |
-6% |
Telecom Services |
2% |
-4% |
Utilities |
11% |
+8% |
Other |
22% |
+22% |
Top twenty investments as at 31 January 2015
This |
Last |
|
|
% of total |
Value |
period |
period* |
Company |
Country |
investments |
£'000 |
1 |
(1) |
GaveKal Asian Opportunities Fund (UCITS) |
Far East & Pacific |
11.0 |
19,625 |
2 |
(2) |
Aberdeen Global Indian Equity Fund (UCITS) |
India |
4.3 |
7,646 |
3 |
(4) |
Japan Tobacco |
Japan |
2.7 |
4,864 |
4 |
(6) |
Taiwan Semiconductor Manufacturing |
Taiwan |
2.3 |
4,171 |
5 |
(-) |
Toyota Motor |
Japan |
2.2 |
3,869 |
6 |
(5) |
China Mobile |
China |
2.0 |
3,580 |
7 |
(8) |
United Overseas Bank |
Singapore |
2.0 |
3,546 |
8 |
(9) |
Oversea-Chinese Banking Corporation |
Singapore |
1.8 |
3,184 |
9 |
(18) |
AIA |
Hong Kong |
1.7 |
3,004 |
10 |
(13) |
Singapore Technologies Engineering |
Singapore |
1.6 |
2,867 |
11 |
(15) |
Shin-Etsu Chemical |
Japan |
1.6 |
2,833 |
12 |
(10) |
Samsung Electronics |
South Korea |
1.5 |
2,732 |
13 |
(-) |
Swire Pacific |
Hong Kong |
1.5 |
2,685 |
14 |
(-) |
Yum! Brands |
China |
1.5 |
2,628 |
15 |
(-) |
Hoya |
Japan |
1.5 |
2,618 |
16 |
(-) |
Unicharm |
Japan |
1.4 |
2,500 |
17 |
(-) |
Pigeon |
Japan |
1.4 |
2,446 |
18 |
(-) |
Suntory Beverage & Food |
Japan |
1.3 |
2,368 |
19 |
(3) |
HSBC Holdings |
Hong Kong/UK |
1.3 |
2,365 |
20 |
(-) |
Tata Motors |
India |
1.3 |
2,350 |
Totals |
|
|
|
45.9 |
81,881 |
The value of the twenty largest holdings represents 45.9% (31 January 2014: 46.0%) of the Company's total investments. The full portfolio listing is published monthly (with a 3 month lag) on the Company's website.
* The figures in brackets denote their position within the top 20 at the previous year end. The country shown is the country of incorporation.
Description of top twenty investments
1 |
GaveKal Asian Opportunities Fund (UCITS)
|
A UCITS fund investing in a growth oriented Asian equity portfolio, Asian bonds and cash. The Manager will vary the asset allocation amongst the three asset classes in response to market conditions. |
2 |
Aberdeen Global Indian Equity Fund (UCITS) |
A UCITS fund, whose objective is to invest in the equity of companies which are incorporated in India or which derive significant revenue or profit from India. This is a cost effective way of investing in India and does not affect Aberdeen's overall remuneration.
|
3 |
Japan Tobacco |
A global tobacco company with operations in 120 countries producing a wide range of tobacco products. It was originally formed from the non-US operations of R.J. Reynolds in 1999 and has since grown through acquisition. |
4 |
Taiwan Semiconductor Manufacturing
|
The world's largest dedicated semiconductor foundry, TSMC provides wafer manufacturing, wafer probing, assembly and testing, mask production and design services. |
5 |
Toyota Motor |
The world's largest automobile manufacturer with global manufacturing operations. It also has significant car financing activities.
|
6 |
China Mobile |
China's largest mobile telephone operator. It operates the world's largest mobile network and, with 806 million customers, it has the largest mobile customer base. The company is developing a fast growing 4G telecoms network and has added over 100 million 4G customers in the past year.
|
7 |
United Overseas Bank |
This Singaporean bank has earned a higher return on its business than its competitors. It has a strong capital base and an impressive cost-to-income ratio.
|
8 |
Oversea-Chinese Banking Corporation
|
A Singaporean bank which continues to generate shareholder value through the restructuring of its non-core assets. |
9 |
AIA |
The leading life insurance provider in the Asia Pacific region. It provides insurance and wealth management services to individuals and businesses.
|
10 |
Singapore Technologies Engineering
|
Global integrated engineering group spanning aerospace, electronics, marine and land systems sectors. It is the world's largest commercial aircraft maintenance operator. |
11 |
Shin-Etsu Chemical |
A leading manufacturer of polyvinyl chloride, silicon, and silicon wafers for semiconductors. |
12 |
Samsung Electronics |
The leading semiconductor company and a major player in mobile phones and TFT-LCDs for computer monitors and televisions.
|
13 |
Swire Pacific |
A Hong Kong based conglomerate with transportation, agriculture, energy operations and a large Asian property portfolio. |
14 |
Yum! Brands |
The largest restaurant franchise operator in the world with 41,000 restaurants including 16,000 in emerging markets and a strong presence in China. Its principal restaurants are KFC, Pizza Hut and Taco Bell.
|
15 |
Hoya |
Japanese manufacturer of electro-optics products for electronic and medical applications ranging from sunglasses to PC tablet glass.
|
16 |
Unicharm |
A manufacturer of sanitary napkins, nappies and other hygiene products. Market leader in Japan and seeking to expand globally.
|
17 |
Pigeon |
Baby care goods such as baby bottles, pacifiers and breast pumps, maternity and elder care products. The main driver of growth is in sales outside Japan, particularly to China.
|
18 |
Suntory Beverage & Food |
Global manufacturer of beverage and food products. It is the third largest spirits maker globally and owns a broad range of soft drinks brands.
|
19 |
HSBC Holdings |
One of the world's largest banks offering the full range of banking and financial services on a global basis and with a strong presence in Asia.
|
20 |
Tata Motors |
Indian based manufacturer of cars, buses and trucks with manufacturing operations in six countries including the UK, Spain and Korea. In the UK, it owns Jaguar Land Rover. |
Corporate review
Strategic report
Strategy and Investment Policy
The Company's investment objective is to provide shareholders with capital and income growth from a diversified portfolio of investments in the Asia Pacific region designed to outperform the MSCI AC Asia Pacific Free Index ("MSCI Index") in Sterling terms.
Since 2005 the Company has followed a multi-manager approach, using a blend of active managers with the aim of outperforming the benchmark. Our investment policy includes investments in a wide range of regional markets, including the main South East Asian and North Asian markets as well as Japan, India and Australia. The range of investment opportunities for the investment managers is not limited to the constituents of the benchmark or benchmark weightings. This means that Witan Pacific's portfolio may differ from the benchmark. Witan Pacific invests primarily in equities: in normal circumstances the Board expects the minimum equity level will be 90% of net assets. However the overall equity performance of regional markets is likely to have the most significant impact on the performance of the Company's net asset value.
The Board actively investigates alternative assets and new investment techniques and will use them if, in the Board's view, they provide the potential to enhance shareholder returns.
The Company has the power under its articles of association to borrow up to 100% of net assets for investment purposes although in practice gearing has been low in recent years and the company would not, other than temporarily and in exceptional circumstances, borrow more than 20% of assets. The range of gearing prior to 2014 varied between a small net cash position and 5% gearing. Having become authorised in April 2014 as a "Small Registered UK AIFM" under the Alternative Investment Fund Managers Directive (AIFMD) the Company's current approach, as required by the regulation, is not to employ leverage. This approach is kept under review and should a change in regulatory status be appropriate, the Company would retain its current policy.
Investment risk is managed through:
· the selection of at least two investment managers. Details of the proportion of assets managed by them and the portfolios managed by them are set out on pages 7 to 12;
· the managers are required to spread their investments over a number of countries, sectors and companies within the region;
· monitoring of investment manager performance and portfolios. Investment manager performance against their benchmarks is set out on page 7;
· monitoring of asset allocation, currency exposures and gearing levels.
During the year the Company invested its assets with a view to spreading investment risk and, in accordance with the investment objective set out above, maintained a diversified portfolio the analysis of which is shown on pages 7 to 12. The investment management of the portfolio by the managers is monitored by the Executive Manager.
The Board holds an annual strategy meeting. This year, time was spent considering the effectiveness of the investment mandate and approach, taking advice from Witan Investment Services Limited ("WIS"), the Company's brokers and shareholder feedback received through the year. The Company also considered the changes in the competitive world in which we operate and developments affecting shareholders. The Company also noted the recently changed investment objective of the two other trusts formerly in the sector in which it operates. The Directors determined that the mandate to invest across the region, including Japan and Australia as well as the Asian markets, remained robust. This takes proper account of developments in the region's economy, particularly in inter-regional trade, market correlations and in risk-adjusted return terms compared with the pattern of returns seen in Japan and Asia only mandates. The Directors considered that the multi-manager approach gave a very wide set of opportunities allowing the Board to appoint managers who can implement their convictions, in a combination which should reduce the risk of surprises. The Directors also considered the Company's discount in depth and noted that discounts elsewhere in the region have widened slightly, as has the Company's. The Company will be increasing its marketing and communication work in the next 12 months and will continue to implement buy-backs when the discount seems anomalous compared with other investment funds specialising in the region.
Business model
· the choice of investment benchmark;
· the selection of suitable Investment Managers;
· investment guidelines and limits;
· the appointment of providers for other services required by the Company;
· the level of any gearing which the Company may have (this is not currently applicable given the Company's policy to not employ gearing, as set out on page 5 of the Annual Report and Accounts); and
· the maintenance of an effective system of oversight, risk management and corporate governance.
Environmental, human rights, employee, social and community issue
Our selected benchmark
Key performance indicators
The Board monitors success in implementing the Company's strategy against a range of Key Performance Indicators (KPIs) which are viewed as significant measures of success over the longer term. Although performance relative to the KPIs is also monitored over shorter periods, it is success over the long-term that is viewed as more important, given the inherent volatility of short-term investment returns. The principal KPIs are set out below, with a record (in italics) of the Company's performance against them during the year.
Priorities for the year ahead
· Investment. Set an appropriate investment policy and employ skilled Managers with the objective of delivering good returns to shareholders;
· Marketing and Communications. Communicate Witan Pacific's distinct and active investment approach and achievements more effectively to existing and potential shareholders;
· Investor service. Ensure good shareholder service; and
· Governance. Ensure effective oversight of all service providers and compliance with all applicable rules and guidelines.
Dividend Policy
KEY PERFORMANCE INDICATORS
Net Asset Value total return and total shareholder return. Long-term outperformance of the combined portfolios, compared with our benchmark is a key objective. |
The Net Asset Value total returns was +17.6%, outperforming the benchmark total return of 17.1%, while the shareholder total return was +16.6%. Over the past 5 years the Net Asset Value total return was +52.1% and the shareholder total return was +62.4%, outperforming the benchmark return of +47.1%. |
Investment performance by the individual Managers. Outperformance relative to the benchmark is sought. |
Two of the Company's Managers outperformed the regional benchmark, while one (Matthews) underperformed slightly. Details are shown in the table on page 7 of the Annual Report and Accounts. |
Annual growth in the dividend. The Company's aim is to deliver increases in real terms, ahead of UK inflation (subject to market circumstances). |
The dividend for the year ended 31 January 2015 rose (subject to shareholder approval) by 2.2%, compared with an inflation rate of 1.1% during the year. |
Discount to Net Asset Value. The objective is to avoid excessive fluctuations in the discount and avoid a discount which is anomalously wide compared with other trusts investing in the region by the use of share buy-backs, subject to market conditions. |
The discount ended the financial year at 12.7% compared with 11.7% a year earlier. The average discount of the Company was 13.0% (2014: 12%). |
The level of ongoing charges. Costs are managed with the objective of delivering an ongoing charges figure of below 1% (excluding performance fees). Where higher charges arise, these are carefully evaluated to ensure there is a net benefit for shareholders. |
The ongoing charges figure was 1.06%, (2014: 1.00%). Inclusive of performance fees, the ongoing charges figure was 1.12%, (2014: 0.85%). Although costs have not changed significantly during a year when the Net Asset Value grew strongly, the lower average net assets during the year meant that this KPI was missed. |
Policy on gearing and the use of derivatives
Borrowings and gearing
The Company's segregated portfolio Managers are not permitted to borrow within their portfolios but may hold cash if deemed appropriate.
Use of derivatives - policy
The Company has an 11% investment in a Dublin-domiciled open ended investment company (GaveKal Asian Opportunities Fund) whose Articles of Association allow the use of currency and equity derivatives. The Fund is regulated under UCITS rules and does not employ leverage, other than on a transitory basis within the terms of its prospectus.
Market liquidity and discount policy
Costs
Investment management fees
Each of the external Managers is entitled to a base management fee, levied on the assets under management. In addition, one Manager (Aberdeen) is entitled to a performance fee, calculated according to investment performance relative to the benchmark. The agreements can be terminated on one month's notice.
The Company's external Investment Managers may use certain services which are paid for, or provided by, various brokers. In return, they may place business, including transactions relating to the Company, with those brokers.
The ongoing charges figure ("OCF") (which is the recurring operating and investment management costs of the Company, expressed as a percentage of average net assets) was 1.06% for the year ended 31 January 2015, slightly higher than that for the year ended 31 January 2014 (1.00%). The rise was principally due to lower average net assets during the year, since overall costs were little changed. There was a small rise in investment management fees due to the rebalancing of the Manager mix during 2014 (towards Matthews, who have a higher base fee than Aberdeen but without a performance fee structure), while other expenses declined by 11.6% during the year, although recurring costs rose by 1.0%.
One Manager (Aberdeen) has a performance fee structure. The ongoing charges figure (including performance fees) was 1.12%, higher than the comparable figure in 2014 (0.85%). This is because the previous year's figure was lowered by a reduction in the provision for performance fees (as a result of the underperformance during 2013) whereas Aberdeen outperformed during 2014.
The Company exercises strict scrutiny and control over costs. As a self-managed investment trust, any negotiated savings in investment management or other fees directly reduce the costs for shareholders. The information on costs is collated in a single table below. This indicates the main cost headings in money terms and as a percentage of net assets.
Category of costs* |
Year ended 31 January 2015 |
Year ended 31 January 2014 |
||
£m |
% of average net assets |
£m |
% of average net assets |
|
Management fees** |
1.09 |
0.64 |
1.08 |
0.61 |
Other expenses |
0.72 |
0.42 |
0.82 |
0.46 |
Non recurring expenses |
-0.01 |
- |
-0.12 |
-0.07 |
Total |
1.80 |
1.06 |
1.78 |
1.00 |
Investment Manager performance fee† |
0.10 |
0.06 |
-0.28 |
-0.15 |
Total |
1.90 |
1.12 |
1.50 |
0.85 |
Portfolio transaction costs |
0.13 |
0.07 |
0.14 |
0.08 |
* For a full breakdown of costs, see notes 3 and 4 on pages 56 and 57 of the Annual Report and Accounts.
** Figures inclusive of fees paid to Witan Investment Services Limited and fees paid to GaveKal of which £0.26m (2014: £0.27m) is charged to capital and therefore not included in the amounts charged to revenue in note 3 on page 56 of the Annual Report and Accounts.
† The figure for the year ended 31 January 2014 reflects a reduction in the previous level of provision for performance fees, see note 13 on page 61 of the Annual Report and Accounts.
Corporate and operational structure
Operational management arrangements
In addition to the appointment of external Investment Managers, Witan Pacific contracts with third parties for the supporting services it requires, including:
· Witan Investment Services Limited ("WIS") for Executive Management services;
· BNP Paribas Securities Services ("BPSS") for investment accounting and administration;
· JP Morgan Chase Bank, N.A. for investment custody services;
· Capita Company Secretarial Services Limited for company secretarial services; and
· The Company also takes specialist advice on regulatory compliance issues and, as required, procures legal, investment consulting, financial and tax advice.
Premises and staffing
Environmental, human rights, employee, social and community issues
The Board of Directors consists of three female and three male Non-Executive Directors. It is the Directors' policy to appoint individuals on merit whilst taking into account the balance of skills and experience required by the Board.
Principal risks
The adverse effects of a failure, however defined, by one Investment Manager are reduced by the multi-manager structure, the different styles of the Investment Managers and by the Board's regular reviews of the Investment Managers' performance against the relevant Key Performance Indicators. In addition, the Company faces the risk that its objective and strategy become inappropriate due to changes in the financial services and savings market. This is a matter which is reviewed regularly at meetings of the Board, which focus on investment policy, the role of marketing and discount control policies, as well as wider industry trends.
Comprehensive contractual obligations have been put in place with each of the third party service providers. Operationally, the multi-manager structure is robust, as the Investment Managers, the Custodian and the Fund Accountants keep separate records which are reconciled regularly. In addition, the Executive Manager, Witan Investment Services Limited, monitors the activities of all third parties and reports any issues to the Board.
Tax and regulation
As a Small Registered UK AIFM, the Company is subject to some ongoing FCA regulatory obligations.
These legal and regulatory requirements offer significant protection for shareholders. The Board relies on the Company Secretary, the Executive Manager and the Company's professional advisers to ensure compliance with the Companies Act and UKLA Rules.
The Audit and Management Engagement Committee regularly reviews the foregoing risks by maintaining a detailed record of the identified risks in the form of a Risk Matrix which assesses the likelihood of such risks occurring and the severity of the potential impact of such risks. This enables the Board to take action and develop strategies in order to mitigate the effect of such risks to the extent possible. An analysis of financial risks can be found in note 20 to the financial statements on pages 62 to 67 of the Annual Report and Accounts.
Corporate governance
Details of the Company's compliance with corporate governance best practice are set out in the Corporate Governance Statement on pages 28 to 39 of the Annual Report and Accounts.
Operational and regulatory risks are regularly and extensively reviewed by the Audit and Management Engagement Committee. WIS is subject to its own operating rules and regulations and is regulated by the Financial Conduct Authority ("FCA").
Information about securities carrying voting rights can be found in the Directors' Report on page 26 of the Annual Report and Accounts.
Regulatory change
Retail Distribution Review (RDR)
The "AIFMD"
The Company reviewed the detail of the new regulations and decided, following a careful analysis of the cost and benefit to shareholders of appointing a full AIFM, to apply for registration as a Small Registered UK AIFM under the UK regulation to the Directive. The registration as a Small Registered UK AIFM was subsequently approved by the FCA with effect from 1 April 2014. This policy will be kept under review in the future, in the light of all the relevant factors.
The Strategic Report has been signed for and on behalf of the Board by
Sarah Bates
Chairman
23 April 2015
DIRECTORS' REPORT
Statutory information at 31 January 2015
The Directors have pleasure in presenting their Annual Report and Accounts and the audited Financial Statements of the Company for the year ended 31 January 2015.
Status of the Company
The Company is an investment company as defined by Section 833 of the Companies Act 2006.The Company operates as an investment trust in accordance with Sections 1158-1159 of the Corporation Tax Act 2010 and the Investment Trust (Approved Company) (Tax) Regulations 2011. HM Revenue & Customs' ("HMRC") approval of the Company's status as an investment trust has been received in respect of the year ended 31 January 2015. This approval is subject to there being no subsequent enquiry under corporation tax self-assessment. In the opinion of the Directors, the Company has subsequently conducted its affairs so that it would continue to qualify.
The Company's shares are eligible for inclusion in an Individual Savings Account ("ISA").
Strategic Report
The Strategic Report on pages 2 to 22 of the Annual Report and Accounts has been prepared in accordance with the requirements of section 414 of the Companies Act 2006 ("section 417"). It is designed to provide shareholders with information about the Company's business and its results for the year ended 31 January 2015 and contains financial and where applicable, non-financial key performance indicators ("KPIs") and principal risks facing the Company. The Directors consider that, in line with the activities and objectives of the Company, the KPIs set out on page 18 of the Annual Report and Accounts are those which communicate the performance of the Company.
Internal controls and risk management systems
The Board has established an ongoing process for identifying, evaluating and managing significant risks faced by the Company. This is described in more detail on pages 38 and 39 of the Annual Report and Accounts.
Share capital
Results and dividend
Revenue return after taxation |
£'000 |
Net revenue after taxation |
2,628 |
Dividends paid/payable: |
|
Interim dividend of 2.10p per share |
(1,385) |
Final dividend of 2.45p per share |
(1,615) |
Residual revenue return after dividends |
(372) |
At 31 January 2015 |
|
Revenue reserve* |
11,068 |
*Revenue reserve excludes the final proposed dividend for the year ended 31 January 2015 of £1,615,000, payable on 19 June 2015.
Administration and company secretarial services
Capita Asset Services ("CAS") provides company secretarial services pursuant to an Agreement dated 1 January 2013, for a fee of £45,000 per annum. The Agreement with CAS continues until terminated by either party on giving not less than six months' written notice. Other services provided by Capita included registering the Company under the Foreign Account Tax Compliance Act as well as iXBRL tagging of the Company's accounts. The Company paid £3,000 and £1,000 respectively for these services.
Directors
Information about securities carrying voting rights
· In respect of the Company's shares, there are no:
(i) restrictions on the transfer of or in respect of the voting rights of the Company's shares;
(ii) agreements, known to the Company, between holders of securities regarding the transfer of such shares;
(iii) special rights with regard to control of the Company attaching to any such shares; and
(iv) restrictions on voting rights and agreements which may result in such restrictions.
· Details of the significant direct or indirect holdings of the Company's shares are shown in the table below;
· The rules on the appointment and replacement of the Directors are set out in the Company's Articles of Association (the Articles);
· The Company may by ordinary resolution suspend or relax to any extent, in respect of any particular matter, any provision of the Articles prohibiting a Director from voting at a meeting of the Directors or of a Committee of the Directors;
· Subject to the provisions of the Companies Act, the Articles, and to any directions given by special resolution, the business of the Company shall be managed by the Directors who may exercise all the powers of the Company. The powers shall not be limited by any special power given to the Directors by the Articles and a meeting of the Directors at which a quorum is present may exercise all powers exercisable by the Directors; and
· There are no agreements:
(i) to which the Company is a party that might affect its control following a takeover bid; and
(ii) between the Company and its Directors concerning compensation for loss of office.
Substantial share interests
|
At 31 January 2015 |
|
At 31 March 2015 |
|
Significant Direct or Indirect Interests |
Ordinary shares |
% of Voting Rights |
Ordinary shares |
% of Voting Rights |
Witan Wisdom Savings Scheme |
10,003,707 |
15.17 |
9,917,780 |
15.04 |
Wells Capital Management |
5,097,291 |
7.73 |
5,347,950 |
8.11 |
1607 Capital Partners LLC |
3,946,026 |
5.98 |
3,949,882 |
5.99 |
Charles Stanley |
3,373,044 |
5.12 |
3,334,286 |
5.06 |
Wesleyan Assurance |
2,780,000 |
4.22 |
2,780,000 |
4.22 |
Rathbones |
2,507,602 |
3.80 |
2,479,941 |
3.76 |
Alliance Trust Savings |
1,992,414 |
3.02 |
2,042,788 |
3.10 |
Going concern
The activities of the Company, together with the factors likely to affect its future development, performance, financial position, its cash flows and liquidity position are described in the Strategic Report. In addition, the Company's policies and processes for managing its key risks are described in note 20 on pages 62 and 67 of the Annual Report and Accounts.
The assets of the Company consist mainly of securities which are readily realisable, and, as at 31 January 2015 the Company's total assets less current liabilities were in excess of £184 million. As a consequence, the Directors believe that the Company continues to be well placed to manage its business risks successfully. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing this Annual Report and Accounts.
Resolutions of the Annual General Meeting
A full explanation of the resolutions being proposed at the AGM may be found on pages 77 and 78 of the Annual Report and Accounts.
The Board considers that all of the resolutions are likely to promote the success of the Company and are in the best interests of the Company and its shareholders as a whole. The Directors unanimously recommend that you vote in favour of the Resolutions as they intend to do in respect of their own beneficial holdings.
Independent Auditors
Disclosure of information to Auditors
Greenhouse gas emissions
Annual General Meeting
Post year end events
Save as otherwise disclosed, there have been no important events to disclose since the end of the year under review.
Listing Rule 9.8.4
The disclosures required to be made under Listing Rule 9.8.4 are not applicable to the Company.
By order of the Board
Capita Company Secretarial Services Limited
Company Secretary
Statement of Directors' responsibilities in respect of the Annual Report and Accounts, the Directors' remuneration report and the Financial Statements
The Directors are responsible for preparing the Annual Report and Accounts, the Directors' Remuneration Report and the Financial Statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the net return or loss of the Company for that year. In preparing these financial statements, the Directors are required to:
· select suitable accounting policies and then apply them consistently;
· make judgements and accounting estimates that are reasonable and prudent;
· state whether applicable UK Accounting Standards have been followed subject to any material departures disclosed and explained in the financial statements; and
· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The financial statements are published on www.witanpacific. com, which is a website maintained by the Company's Executive Manager, Witan Investment Services Limited ("WIS"). The Directors are responsible for the maintenance and integrity of the Company's website. The work carried out by the Independent Auditors does not involve consideration of the maintenance and integrity of the website and accordingly, the Independent Auditors accept no responsibility for any changes that have occurred to the Annual Report and Accounts since they were initially presented on the website. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions. The Directors consider that the Annual Report and Accounts as a whole, are fair, balanced and understandable and provide the necessary information for shareholders to assess the Company's performance, business model and strategy.
Statement under DTR 4.1.12
Each of the Directors, whose names and functions are listed on pages 23 and 24 of the Annual Report and Accounts, confirm that, to the best of their knowledge:
· the financial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, financial position and net return of the Company;
· the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.
On behalf of the Board
Sarah Bates
Chairman
23 April 2015
Income statement for the year ended 31 January 2015
|
|
Year ended 31 January 2015 |
Year ended 31 January 2014 |
|||||
Revenue notes |
Capital notes |
Revenue return £'000 |
Capital return £'000 |
Total £'000 |
Revenue return £'000 |
Capital return £'000 |
Total £'000 |
|
Gains/(losses) on investments held at fair value through profit or loss |
|
9 |
- |
25,314 |
25,314 |
- |
(14,001) |
(14,001) |
Exchange losses |
|
16 |
- |
(68) |
(68) |
- |
(162) |
(162) |
Investment income |
2 |
|
4,464 |
- |
4,464 |
4,978 |
- |
4,978 |
Management fees |
3 |
|
(830) |
- |
(830) |
(811) |
- |
(811) |
Performance fees |
|
3 |
- |
(103) |
(103) |
- |
276 |
276 |
Other expenses |
4 |
16 |
(722) |
(43) |
(765) |
(817) |
(38) |
(855) |
Net return/(loss) before finance charges and taxation |
|
|
2,912 |
25,100 |
28,012 |
3,350 |
(13,925) |
(10,575) |
Finance charges |
5 |
|
(17) |
- |
(17) |
(161) |
- |
(161) |
Net return/(loss) on ordinary activities before taxation |
|
|
2,895 |
25,100 |
27,995 |
3,189 |
(13,925) |
(10,736) |
Taxation on ordinary activities |
6 |
6 |
(267) |
- |
(267) |
(279) |
- |
(279) |
Net return/(loss) on ordinary activities after taxation |
|
|
2,628 |
25,100 |
27,728 |
2,910 |
(13,925) |
(11,015) |
Basic and diluted return/(loss) per Ordinary share - pence |
7 |
7 |
3.98 |
38.05 |
42.03 |
4.41 |
(21.09) |
(16.68) |
The Company had no recognised gains or losses other than those disclosed in the Income Statement.
There is no material difference between the net return/(loss) on ordinary activities before taxation and the net return/(loss) for the financial year stated above and their historical costs equivalents.
Reconciliation of movements in shareholders' funds for the year ended 31 January 2015
|
Notes |
Called up share capital £'000 |
Share premium account £'000 |
Capital redemption reserve £'000 |
Capital reserves £'000 |
Revenue reserve £'000 |
Total £'000 |
Year ended 31 January 2015 |
|||||||
At 1 February 2014 |
|
16,512 |
5 |
41,059 |
90,761 |
11,409 |
159,746 |
Net return on ordinary activities after taxation |
|
- |
- |
- |
25,100 |
2,628 |
27,728 |
Purchase of own shares |
|
(26) |
- |
26 |
(225) |
_ |
(225) |
Dividends paid |
8 |
- |
- |
- |
- |
(2,969) |
(2,969) |
At 31 January 2015 |
|
16,486 |
5 |
41,085 |
115,636 |
11,068 |
184,280 |
Year ended 31 January 2014 |
|||||||
At 1 February 2013 |
|
16,512 |
5 |
41,059 |
104,686 |
11,372 |
173,634 |
Net (loss)/return on ordinary activities after taxation |
|
- |
- |
- |
(13,925) |
2,910 |
(11,015) |
Dividends paid |
8 |
- |
- |
- |
- |
(2,873) |
(2,873) |
At 31 January 2014 |
|
16,512 |
5 |
41,059 |
90,761 |
11,409 |
159,746 |
Balance sheet at 31 January 2015
|
Notes |
2015 £'000 |
2014 £'000 |
|
Fixed assets |
|
|
|
|
Investments held at fair value through profit or loss |
9 |
178,620 |
164,807 |
|
Current assets |
|
|
|
|
Debtors |
10 |
986 |
516 |
|
Cash at bank and in hand |
|
5,893 |
4,041 |
|
|
|
6,879 |
4,557 |
|
Creditors: amounts falling due within one year |
|
|
|
|
Bank loan |
11 |
- |
(8,500) |
|
Other |
12 |
(1,219) |
(1,118) |
|
|
|
(1,219) |
(9,618) |
|
Net current assets/(liabilities) |
|
5,660 |
(5,061) |
|
Total assets less current liabilities |
|
184,280 |
159,746 |
|
Provisions for liabilities and charges |
13 |
- |
- |
|
Net assets |
|
184,280 |
159,746 |
|
Capital and reserves |
|
|
|
|
Called up share capital |
14 |
16,486 |
16,512 |
|
Share premium account |
|
5 |
5 |
|
Capital redemption reserve |
15 |
41,085 |
41,059 |
|
Capital reserves |
16 |
115,636 |
90,761 |
|
Revenue reserve |
16 |
11,068 |
11,409 |
|
Total shareholders' funds |
|
184,280 |
159,746 |
|
Net Asset Value per Ordinary share - pence (basic and diluted) |
17 |
279.45 |
241.86 |
Cash flow statement for the year ended 31 January 2015
|
Notes |
2015 £'000 |
2015 £'000 |
2014 £'000 |
2014 £'000 |
Net cash inflow from operating activities |
18 |
|
1,272 |
|
2,953 |
Servicing of finance |
|
|
|
|
|
Bank and loan interest paid |
|
(20) |
|
(160) |
|
Net cash outflow from servicing of finance |
|
|
(20) |
|
(160) |
Capital expenditure and financial investment |
|
|
|
|
|
Purchases of investments |
|
(24,086) |
|
(31,767) |
|
Sales of investments |
|
36,496 |
|
33,747 |
|
Capital expenses paid |
|
(44) |
|
(36) |
|
Net cash inflow from financial investment |
|
|
12,366 |
|
1,944 |
Equity dividends paid |
|
|
(2,969) |
|
(2,873) |
Net cash inflow before financing |
|
|
10,649 |
|
1,864 |
Financing |
|
|
|
|
|
Repayment of loan |
|
(8,500) |
|
- |
|
Repurchase of own shares |
|
(225) |
|
- |
|
Net cash outflow from financing |
|
|
(8,725) |
|
- |
Increase in cash |
|
|
1,924 |
|
1,864 |
Reconciliation of net cash flow to movements in net debt |
|
|
|
|
|
|
|
|
|
|
|
Increase in cash as above |
|
|
1,924 |
|
1,864 |
Net cash outflow from repayment of loan |
|
|
8,500 |
|
- |
Exchange movements |
|
|
(72) |
|
(162) |
Movement in net cash in the year |
|
|
10,352 |
|
1,702 |
Net debt at start of year |
|
|
(4,459) |
|
(6,161) |
Net cash/(debt) at end of year |
19 |
|
5,893 |
|
(4,459) |
Notes to the financial statements for the year ended 31 January 2015
1 Significant accounting policies
(a) Basis of accounting
The financial statements have been prepared on a going concern basis and under the historical cost convention, modified to include revaluation of fixed asset investments and derivative financial instruments at fair value through profit or loss and in accordance with the Companies Act 2006, accounting standards applicable in the United Kingdom and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies' revised January 2009 (the revised SORP). The accounting policies have been applied consistently throughout the year.
Presentation of Income Statement
(b) Valuation of investments
(c) Foreign currency
(d) Income
Dividends receivable are accounted for on the basis of gross income actually receivable, without adjustment for the tax credit attaching to the dividends.
Bank interest, underwriting commission and stock lending fees are accounted for on an accruals basis.
(e) Expenses including finance costs
Finance costs are accounted for on an accruals basis. Finance costs are fully allocated to revenue.
Management fee rebates of the fee on the GaveKal Asian Opportunities (UCITS Fund) are credited against Management fees paid.
· performance fees/repayments insofar as they relate to capital performance;
· expenses incurred buying back the Company's own shares; and
· expenses incidental to the acquisition or disposal of investments.
All expenses are accounted for on an accruals basis.
(f) Taxation
The tax effect of different items of expenditure is allocated between capital and revenue on the marginal basis using the Company's effective rate of corporation taxation for the accounting period.
Deferred taxation is provided on all timing differences that have originated but not been reversed by the balance sheet date other than those differences regarded as permanent. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the reversal of timing differences can be deducted. Any liability to deferred tax is provided at the average rate of tax expected to apply. Deferred tax assets and liabilities are not discounted to reflect the time value of money.
(g) Bank borrowings
Interest bearing bank loans are recorded as the proceeds are received, net of direct issue costs. Finance charges, including interest payable, premiums on settlement or redemption and direct issue costs are accounted for on an accruals basis in the Income Statement using the effective interest rate method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise.
(h) Segmental reporting
The Directors are of the opinion that the Company is engaged in a single segment of business being investment business.
(i) Repurchase of Ordinary shares
The cost of repurchasing Ordinary shares including related stamp duty and transaction costs is taken directly to equity and dealt with in the Reconciliation of Movements in Shareholders' Funds. Share repurchase transactions are accounted for on a trade date basis.
The nominal value of Ordinary share capital repurchased for cancellation is transferred out of share capital and into the capital redemption reserve.
(j) Capital reserves
Capital reserve arising on investments sold
The following transactions are accounted for in this reserve:
· gains and losses on the realisation of fixed asset investments;
· realised exchange differences of a capital nature;
· costs of professional advice, including irrecoverable VAT, relating to the capital structure of the Company;
· other capital charges and credits charged or credited to this account in accordance with the above policies; and
· cost of purchasing Ordinary share capital.
Capital reserve arising on investments held
The following transactions are accounted for in this reserve:
· increase and decrease in the valuation of investments held at year end; and
· unrealised exchange differences of a capital nature.
(k) Dividends payable
In accordance with FRS 21 final dividends are not accrued in the financial statements unless they have been approved by shareholders before the balance sheet date. Interim dividends are recorded in the financial statements when they are paid. Dividends payable to equity shareholders are recognised in the Reconciliation of Movements in Shareholders' Funds when they have been approved by shareholders in the case of a final dividend, or paid in the case of an interim dividend and become a liability of the Company.
(l) Critical accounting estimates
The preparation of financial statements requires the Directors to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources.
The critical estimates and assumptions relate, in particular, to the calculation of performance fees, as summarised in note 3 below. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
2 Investment income
|
2015 £'000 |
2014 £'000 |
Income from investments held at fair value through profit or loss: |
|
|
Overseas dividends |
3,727 |
4,293 |
UK dividends |
361 |
545 |
Scrip dividends |
374 |
139 |
Total dividend income |
4,462 |
4,977 |
Other income: |
|
|
Bank interest |
1 |
1 |
Underwriting commission |
1 |
- |
Total other income |
2 |
1 |
Total income |
4,464 |
4,978 |
3 Management and performance fees
|
2015 £'000 |
2014 £'000 |
Charged to the revenue return: |
|
|
Management fee* |
959 |
949 |
Management fee rebates† |
(129) |
(138) |
Total management fees |
830 |
811 |
Charged/(credited) to the capital return: |
|
|
Performance fees |
103 |
(276) |
* The management fee stated above includes fees paid to Witan Investment Services Limited of £218,000 (2014: £220,000).
† This figure relates to a rebate of management fees associated with the GaveKal Asia Opportunities UCITS Fund.
On 27 May 2005, the Company appointed Witan Investment Services Limited as Executive Manager and Aberdeen Asset Managers Limited and Nomura Asset Management U.K. Limited as Investment Managers. In April 2012, the Company appointed Matthews International Capital Management LLC and GaveKal Capital Limited to replace Nomura. Each Management Agreement can be terminated at one month's notice in writing. Each Investment Manager is entitled to a base management fee, at rates between 0.20% and 0.75% per annum, calculated according to the value of the assets under their management; Aberdeen is also entitled to a performance fee based on relative outperformance against the MSCI AC Asia Pacific Index (sterling adjusted total return). The performance fee is calculated according to investment performance over a three year rolling period and is payable at a rate of 15% of the calculated outperformance relative to the benchmark (subject to a cap).
For the year ended 31 January 2015, the investment management fee increased as the proportion of assets managed by Matthews International Capital Management LLC ("Matthews") was increased. Matthews' base management fee is higher than that of Aberdeen (who previously managed the transferred portion) but they do not have a performance fee.
The provisions included in the Income Statement at 31 January 2015, are calculated on the actual performance of Aberdeen relative to the benchmark index. The provision assumes that both the benchmark index remains unchanged and that Aberdeen's assets under management perform in line with the benchmark index to 31 May 2015, being the date the next performance period ends. In addition, provisions have been made for the performance periods ending 31 May 2016 and 31 May 2017, on the assumption that Aberdeen performs in line with the benchmark to each period end. The total of these provisions amounts to £nil.
4 Other expenses
|
2015 £'000 |
2014 £'000 |
Auditors' remuneration: |
|
|
for audit services |
29 |
28 |
for non-audit services - tax** |
4 |
23 |
Custody fees |
61 |
65 |
Directors' emoluments: fees for services to the Company |
141 |
127 |
Marketing* |
173 |
189 |
Printing and postage |
34 |
27 |
Loan commitment fees |
8 |
39 |
Secretarial and Administration fees*** |
130 |
128 |
Directors' and Officers' liability insurance |
8 |
8 |
Registrars' fees |
22 |
22 |
Legal fees |
10 |
53 |
Sundry expenses |
102 |
108 |
|
722 |
817 |
* The marketing expense stated above includes fees paid to Witan Investment Services Limited of £75,000 (2014: £75,000).
** Charges for other services provided by the Independent Auditors in the year ended 31 January 2015 were in relation to tax compliance work.
*** Secretarial fees includes registration for FATCA and iXBRL filing by Capita.
5 Finance charges
|
2015 £'000 |
2014 £'000 |
On bank loans and overdrafts repayable within one year - see also note 11 |
17 |
161 |
6 Taxation on ordinary activities
a) Analysis of tax charge for the year
|
2015 Revenue return £'000 |
2015 Capital return £'000 |
2015 Total £'000 |
2014 Revenue return £'000 |
2014 Capital return £'000 |
2014 Total £'000 |
Overseas taxation |
267 |
- |
267 |
279 |
- |
279 |
Taxation on ordinary activities |
267 |
- |
267 |
279 |
- |
279 |
(b) Factors affecting the charge for the year
The standard rate of corporation tax in the UK changed from 23% to 21% with effect from 1 April 2014. Accordingly, the Company's profits for this accounting period are taxed at an effective rate of 21.33% (2014: 23.17%).
The taxation assessed for the year is lower than the effective rate of corporation tax in the UK for a large company. The differences are explained below.
|
2015 Revenue return £'000 |
2015 Capital return £'000 |
2015 Total £'000 |
2014 Revenue return £'000 |
2014 Capital return £'000 |
2014 Total £'000 |
Return/(loss) on ordinary activities before tax |
2,895 |
25,100 |
27,995 |
3,189 |
(13,925) |
(10,736) |
Corporation tax at 21.33% (2014: 23.17%) |
618 |
5,354 |
5,972 |
739 |
(3,227) |
(2,488) |
Effects of: |
|
|
|
|
|
|
Non-taxable overseas dividends |
(845) |
- |
(845) |
(989) |
- |
(989) |
Non-taxable UK dividends |
(77) |
- |
(77) |
(126) |
- |
(126) |
Overseas taxation |
267 |
- |
267 |
279 |
- |
279 |
Disallowed expenses |
18 |
9 |
27 |
22 |
- |
22 |
Income taxable in different years |
3 |
- |
3 |
2 |
- |
2 |
Excess management expenses |
|
|
|
|
|
|
and finance costs |
283 |
22 |
305 |
352 |
(55) |
297 |
Net capital returns not subject to tax* |
- |
(5,385) |
(5,385) |
- |
3,282 |
3,282 |
Current tax charge |
267 |
- |
267 |
279 |
- |
279 |
* These items are not subject to corporation tax within an investment trust company provided the Company obtains approval from HM Revenue & Customs that the requirements of Section 1158-1159 of the Corporation Tax Act 2010 have been met.
(c) Deferred tax
(d) Protective claim
Witan Pacific has filed protective claims with HMRC and the UK High Court in order to seek recovery of potentially overpaid taxes from HMRC in relation to the UK's pre - 2009 dividend tax rules. The claims cover historic periods in which Witan Pacific paid UK tax under Schedule D Case V. In such periods, Witan Pacific is seeking recovery of the tax paid together with interest on a compound basis. No tax or related interest recovery has been accrued or recognised as a contingent asset, as the outcome of lead cases in this area is expected to remain uncertain for several years.
7 Return/(loss) per Ordinary share
The total return per Ordinary share is based on the net return attributable to the Ordinary shares of £27,728,000 (2014 net loss: £11,015,000) and on 65,967,247 Ordinary shares (2014: 66,048,000) being the weighted average number of shares in issue during the year.
The total return can be further analysed as follows:
|
2015 £'000 |
2014 £'000 |
Revenue return |
2,628 |
2,910 |
Capital return/(loss) |
25,100 |
(13,925) |
Total return/(loss) |
27,728 |
(11,015) |
Weighted average number of Ordinary shares |
65,967,247 |
66,048,000 |
Revenue return per Ordinary share - pence |
3.98 |
4.41 |
Capital return/(loss) per Ordinary share - pence |
38.05 |
(21.09) |
Total return/(loss) per Ordinary share - pence |
42.03 |
(16.68) |
The Company does not have any dilutive securities.
8 Dividends
Dividends on Ordinary shares |
Record date |
Payment date |
2015 £'000 |
2014 £'000 |
Final dividend (2.30p) for the year ended 31 January 2013 |
25 May 2013 |
21 June 2013 |
- |
1,519 |
Interim dividend (2.05p) for the year ended 31 January 2014 |
4 October 2013 |
18 October 2013 |
- |
1,354 |
Final dividend (2.40p) for the year ended 31 January 2014 |
23 May 2014 |
20 June 2014 |
1,584 |
- |
Interim dividend (2.10p) for the year ended 31 January 2015 |
10 October 2014 |
20 October 2014 |
1,385 |
- |
|
2,969 |
2,873 |
The proposed final dividend for the year ended 31 January 2015 is subject to approval by shareholders at the AGM and has not been included as a liability in the financial statements.
The total dividend payable in respect of the financial year which meets the requirements of Section 1158 of the Corporation Tax Act 2010 is set out below.
|
2015 £'000 |
Revenue available for distribution by way of dividend for the year |
2,628 |
Interim dividend 2.10p for the year ended 31 January 2015 |
(1,385) |
Proposed final dividend of 2.45p for the year ended 31 January 2015 |
|
(based on 65,931,665 Ordinary shares in issue at 29 April 2015) |
(1,615) |
Shortfall for year |
(372) |
All current year income has been distributed, the shortfall of £372,000 has been transferred from revenue reserves.
9 Investments held at fair value through profit or loss
|
Total £'000 |
Cost at 31 January 2014 |
139,958 |
Investment holding gains at 31 January 2014 |
24,849 |
Valuation at 31 January 2014 |
164,807 |
Movements in the year: |
|
Purchases at cost |
25,281 |
Sales - proceeds |
(36,782) |
- gains on sales |
4,180 |
Increase in investment holding gains |
21,134 |
Valuation at 31 January 2015 |
178,620 |
Cost at 31 January 2015 |
132,637 |
Investment holding gains at 31 January 2015 |
45,983 |
|
178,620 |
Purchase transaction costs for the year ended 31 January 2015 were £36,000 (2014: £43,000 including transition costs). Sale transaction costs for the year ended 31 January 2015 were £54,000 (2014: £56,000 including transition costs). These comprise mainly charges and commission.
Gains on investments
|
2015 £'000 |
2014 £'000 |
|
Gains on investments sold based on historical cost |
4,180 |
6,915 |
|
Less: amounts recognised as unrealised in previous years |
(3,655) |
(6,233) |
|
Gains based on carrying value at previous balance sheet date |
525 |
682 |
|
Net movement in investment holding gains in the year |
24,789 |
(14,683) |
|
Gains/(losses) on investments held at fair value through profit or loss |
25,314 |
(14,001) |
|
Substantial interests
At 31 January 2015 the Company held more than 3% of one class of the share capital of one of the undertakings held as investments (2014: one).
This consisted of GaveKal Asian Opportunities UCITS Fund and was 6.20% at 31 January 2015 (31 January 2014: 4.84%).
10 Debtors
|
2015 £'000 |
2014 £'000 |
Sales for future settlement |
505 |
219 |
Other debtors |
23 |
5 |
Prepayments and accrued income |
454 |
292 |
Foreign exchange contract |
4 |
- |
|
986 |
516 |
11 Creditors: amounts falling due within one year
|
2015 £'000 |
2014 £'000 |
Bank loan |
- |
8,500 |
The effective interest rate on the loan at 31 January 2014 was 1.9%.
The bank loan was a multi-currency revolving advance facility with this commitment period ending on 20 August 2014. The Company repaid all outstanding sums connected with this facility on the 28 March 2014.
12 Creditors: amounts falling due within one year
Other |
2015 £'000 |
2014 £'000 |
Purchases for future settlement |
821 |
- |
Accruals |
398 |
550 |
Performance fee accrual |
- |
568 |
|
1,219 |
1,118 |
13 Provisions for liabilities and charges
|
2015 £'000 |
2014 £'000 |
At 1 February |
- |
212 |
Change in provision for performance fees |
- |
(212) |
At 31 January |
- |
- |
Provisions in respect of future years' performance fee
The figures above represent the estimated performance fees payable for the 3 year performance fee periods ending 31 May 2015, 31 May 2016 and 31 May 2017. Any accrual is based on actual performance to 31 January 2015 and the assumption that Aberdeen performs in line with the benchmark from 31 January 2015 to the end of each fee period. Changes in the level of accrual for future performance periods could arise for one of three principal reasons: a change in the degree of relative performance, the time elapsed (since this would increase the proportion of the rolling three-year performance period to which the performance calculation would be applied) or the termination of Aberdeen's contract.
14 Called up share capital
|
Authorised |
Issued and fully paid |
||
Equity share capital |
Number |
£'000 |
Number |
£'000 |
Ordinary shares of 25p each: |
|
|
||
Balance brought forward |
280,000,000 |
70,000 |
66,048,000 |
16,512 |
Shares purchased by the Company* |
- |
- |
(104,000) |
(26) |
Balance carried forward |
280,000,000 |
70,000 |
65,944,000 |
16,486 |
* 104,000 Ordinary shares were purchased and cancelled during the year (2014: nil) at a total cost of £225,000 (2014: nil).
15 Capital redemption reserve
|
2015 £'000 |
2014 £'000 |
||
Balance brought forward |
|
|
41,059 |
41,059 |
Transferred from share capital on purchase of Ordinary shares |
|
|
26 |
- |
Balance carried forward |
|
|
41,085 |
41,059 |
16 Reserves
|
Capital reserve arising on investments sold £'000 |
Capital reserve arising on investments held £'000 |
Capital reserve total £'000 |
Revenue reserve £'000 |
Balance brought forward |
65,912 |
24,849 |
90,761 |
11,409 |
Movement during the year: |
|
|||
Gains on investments sold |
525 |
- |
525 |
- |
Transfer on disposal of investments |
3,655 |
(3,655) |
- |
- |
Increase in investment holding gains |
- |
24,789 |
24,789 |
- |
Exchange losses |
(72) |
4 |
(68) |
- |
Change in Performance fee charge |
(103) |
- |
(103) |
- |
Other capital charges |
(43) |
- |
(43) |
- |
Purchase of own shares |
(225) |
- |
(225) |
- |
Revenue return for the year |
- |
- |
- |
2,628 |
Dividends paid |
- |
- |
- |
(2,969) |
Balance carried forward |
69,649 |
45,987 |
115,636 |
11,068 |
Under the terms of the Company's Articles of Association, sums standing to the credit of Capital Reserves are available for distribution only by way of redemption or purchase of any of the Company's own shares and by way of dividend. The Company may only distribute accumulated "realised" profits.
17 Net Asset Value per Ordinary share
Net Asset Values are based on net assets of £184,280,000 (2014: £159,746,000) and on 65,944,000 (2014: 66,048,000) Ordinary shares in issue at the year end.
18 Reconciliation of net return/(loss) before finance charges and taxation to net cash inflow from operating activities
|
2015 £'000 |
2014 £'000 |
||
Net return/(loss) before finance charges and taxation |
|
|
28,012 |
(10,575) |
(Less)/add: net capital (return)/loss before finance charges and taxation |
|
|
(25,100) |
13,925 |
Net revenue return before finance charges and taxation |
|
|
2,912 |
3,350 |
Scrip dividends |
|
|
(374) |
(139) |
(Increase)/decrease in accrued income and other debtors |
|
|
(180) |
23 |
Decrease in creditors |
|
|
(716) |
(278) |
Expenses charged to capital |
|
|
(103) |
276 |
Overseas withholding tax suffered |
|
|
(267) |
(279) |
Net cash inflow from operating activities |
|
|
1,272 |
2,953 |
19 Analysis of changes in net funds/(debt)
|
1 February 2014 £'000 |
Cash flow £'000 |
Exchange movement £'000 |
31 January 2015 £'000 |
Net cash |
|
|
|
|
Cash at bank |
4,041 |
1,924 |
(72) |
5,893 |
Debt |
|
|
|
|
Debt falling due within one year |
(8,500) |
8,500 |
- |
- |
Net funds/(debt) |
(4,459) |
10,424 |
(72) |
5,893 |
20 Related party transactions disclosures
Directors' transactions
Dividends totalling £6,738 (2014: £7,143) were paid in the year ended 31 January 2015 in respect of Ordinary shares held by the Company Directors and details of Directors' remuneration may be found in the Directors' remuneration report on pages 40 to 43 of the Annual Report and Accounts.
There have been no other related party transactions.
21 Subsequent events
Since the year end the Company has bought back 12,335 Ordinary shares at a cost of £30,000.
Ten year record (unaudited)
Assets at 31 January (£'000)
|
2005* |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
Total assets less current liabilities (excluding loans and Yen convertible bonds) |
|
||||||||||
214,058 |
158,591 |
135,595 |
130,626 |
104,096 |
137,866 |
170,182 |
163,411 |
182,346 |
168,246 |
184,280 |
|
Deferred taxation/provision |
|
||||||||||
for liabilities and charges |
(34) |
(38) |
(46) |
(43) |
(30) |
- |
- |
(359) |
(212) |
- |
- |
Loans |
(14,845) |
(3,000) |
(3,000) |
(3,000) |
(3,000) |
(5,900) |
(5,900) |
(7,000) |
(8,500) |
(8,500) |
- |
Available for Ordinary shares |
199,179 |
155,553 |
132,549 |
127,583 |
101,066 |
131,966 |
164,282 |
156,052 |
173,634 |
159,746 |
184,280 |
Net Asset Value at 31 January
|
2005* |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
NAV per share |
129.6p |
179.2p |
181.9p |
188.9p |
152.3p |
199.0p |
248.0p |
235.6p |
262.9p |
241.9p |
279.5p |
Share Price at 31 January
|
2005* |
2006* |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
Mid-market price per share |
115.0p |
168.0p |
161.5p |
161.8p |
122.8p |
165.0p |
212.0p |
193.6p |
229.3p |
213.5p |
244.0p |
Discount to NAV (%) |
11.3 |
6.3 |
11.2 |
14.4 |
19.4 |
17.1 |
14.5 |
17.8 |
12.8 |
11.7 |
12.7 |
Share price High |
121.7p |
169.3p |
177.5p |
188.0p |
176.0p |
177.0p |
221.6p |
221.5p |
231.0p |
265.0p |
248.0p |
Share price Low |
98.5p |
113.4p |
138.5p |
156.0p |
110.0p |
106.2p |
163.0p |
174.9p |
183.3p |
213.0p |
208.0p |
Total Returns (per AIC)
|
1 year to 31 January 2015 % |
5 years to 31 January 2015 % |
10 years to 31 January 2015 % |
Total shareholder return |
16.6 |
62.4 |
144.5 |
Net asset value |
17.6 |
52.1 |
144.2 |
Revenue for the year ended 31 January
|
2005* |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
Available for Ordinary |
|
||||||||||
shares (£'000) |
1,200 |
1,445 |
1,430 |
1,407 |
2,344 |
1,654 |
2,421 |
3,015 |
3,162 |
2,910 |
2,628 |
Earnings per share |
0.74p |
1.33p |
1.75p |
2.00p |
3.50p** |
2.49p |
3.65p |
4.55p |
4.78p |
4.41p |
3.98p |
Dividends per share |
1.05p |
1.33p |
1.50p |
1.65p |
2.85p† |
2.10p |
2.80p |
4.00p |
4.30p |
4.45p |
4.55p |
* Restated for changes in accounting policies in respect of valuation of investments and dividends payable.
** Includes management fee rebate.
† A special dividend of 1.00p per share was paid in the year ended 31 January 2009.
Performance (rebased at 31 January 2005)
|
2005 |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
NAV per share* |
100.0 |
139.1 |
142.0 |
148.6 |
119.6 |
160.3 |
201.6 |
192.6 |
222.5 |
207.7 |
245.1 |
Benchmark* |
100.0 |
140.6 |
141.1 |
144.8 |
118.9 |
154.1 |
184.9 |
173.8 |
193.1 |
193.6 |
226.7 |
Mid-market price per share |
100.0 |
147.4 |
142.8 |
144.3 |
110.5 |
151.6 |
197.1 |
182.5 |
223.0 |
211.3 |
246.5 |
Earnings per share |
100.0 |
179.7 |
236.5 |
270.3 |
473.0 |
336.5 |
493.2 |
614.9 |
645.9 |
595.9 |
537.8 |
Dividends per share |
100.0 |
126.7 |
142.9 |
157.1 |
271.4** |
200.0 |
266.7 |
381.0 |
409.5 |
423.8 |
433.3 |
RPI |
100.0 |
102.4 |
106.7 |
111.1 |
111.2 |
115.4 |
120.9 |
126.0 |
130.1 |
133.7 |
135.2 |
* Source: Datastream NAV per share, Benchmark and Shareprice are Total Returns including reinvested dividends.
** A special dividend was also paid in the year ended 31 January 2009.
Cost of running the Company (Ongoing Charge) for the year ended 31 January (formally known as the Total Expense Ratio)
|
2005 |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
Ongoing Charge/TER** as a percentage of average net assets: |
|
||||||||||
- excluding performance fees |
0.9 |
0.9 |
0.8 |
0.7 |
0.8 |
0.8 |
0.7 |
0.8 |
1.0 |
1.0 |
1.1 |
- including performance fees |
0.6† |
1.0 |
0.9 |
0.8 |
1.1 |
1.3 |
1.2 |
1.5 |
1.3 |
0.9 |
1.1 |
† Includes management fee rebate.
** TER (total expense ratio) figures shown for 2005 to 2011.
Gearing at 31 January
|
2005* |
2006 |
2007 |
2008 |
2009 |
2010 |
2011 |
2012 |
2013 |
2014 |
2015 |
Gearing |
5.9 |
(1.2) |
0.6 |
0.9 |
(1.6) |
1.0 |
2.7 |
3.4 |
4.2 |
3.2 |
Nil** |
* Restated for changes in accounting policies in respect of valuation of investments and dividends payable.
** Since repayment of the loan on 28 March 2014, the Company has had no borrowings.
Definitions
Prior charges |
All convertible bonds, loans, overdrafts, etc., used for investment purposes. |
Operating costs |
All costs charged to revenue and capital, except performance related management fees, all taxation and taxation relief, finance charges, the costs of purchase of share capital and the costs of buying and selling investments. |
Gearing |
Calculated as the difference between the market value of investments and net assets as a percentage of net assets. (Equivalent to AIC definition of net gearing). |
Total assets |
Total assets less current liabilities before deducting prior charges. |
NAV |
Net Asset Value (assuming prior charges at balance sheet value). |
RPI |
All-items Retail Price Index. |
Average net assets |
Average of net assets at end of each quarter. |
Average total assets |
Average of total assets at end of each quarter. |
NAV total return |
Return on net assets per share assuming that all dividends paid to shareholders were reinvested. |
Share price total return |
Return to the investor on mid-market prices assuming that all dividends received were reinvested. |
AIC |
Association of Investment Companies. |
TER/Ongoing charges |
Total expense ratio/The total of the recurring operating and investment management costs expressed as a percentage of net assets. |
The financial information set out above does not constitute the Company's statutory accounts for the year ended 31 January 2015. The statutory accounts for the year ended 31 January 2015 have been finalised and audited but have not yet been delivered to the Registrar of Companies. The statutory accounts for the year ended 31 January 2015 have been finalised on the basis of the information presented by the directors in this Annual Financial Report announcement and will be delivered to the Registrar of Companies shortly.
The audited annual financial report will be available to shareholders shortly. Copies may be obtained during normal business hours from the Company's Registered Office via the Company Secretary, Capita Company Secretarial Services Limited, 40 Dukes Place, London EC3A 7NH and are available on the Company's website at www.witanpacific.com.