2023 Redemption Facility Details

India Capital Growth Fund Limited

04 December 2023

 

4 December 2023

India Capital Growth Limited
LEI: 213800TPOS9AM7INH846

2023 Redemption Facility Details

If Shareholders are in any doubt about the action they should take, they should immediately consult their stockbroker, bank manager, solicitor, accountant or other independent financial adviser who (if they are taking advice inside the United Kingdom) is authorised under the Financial Services and Markets Act 2000 or (if they are taking advice in a territory outside the United Kingdom) is an appropriately authorised independent financial adviser.

Introduction

On 12 June 2020 Shareholders voted to introduce a redemption facility which would operate for the first time on 31 December 2021 and every second year thereafter. The redemption facility enables Shareholders to request the redemption of part, or all, of their shareholding at the relevant Redemption Point.  This announcement confirms the arrangements for the second Redemption Point on 29 December 2023, which will enable Shareholders of Ordinary Shares held at 6.00 p.m. on 29 September 2023 (the "Record Date") and held continuously at all times since the Record Date to request redemption at an exit discount of 3 per cent. (the "Exit Discount").

Introduction of the Buy Back Programme

Continuing to be mindful of the discount at which the Company's ordinary shares trade, on 1 November 2023 the Company announced that it had entered into a Buy Back Agreement with Shore Capital Stockbrokers Limited pursuant to which up to £5 million was available for the purchase of ordinary shares within agreed price parameters up until 29 December 2023. The Board is pleased to see that the discount at which the ordinary shares trade has, since the date of announcement of the Buy Back Agreement, narrowed from 13.5% to 4.9%.

Performance and Outlook

The Company's performance (NAV total return) is presently ranked first amongst all UK listed Asian country specialist funds (not just those of India) over one, three and ten years, with returns of 22.9%, 84.0% and 284.2% to 29 November respectively. The Board continues to work with Ocean Dial Asset Management and AssetCo on marketing initiatives for the Company in order to ensure that its share rating is reflective of its top record on performance.

Arrangements for 29 December 2023 Redemption Point

Under the redemption terms set out in article 132 of the Company's articles of incorporation (the "Articles"), Shareholders may request redemptions at the 29 December 2023 Redemption Point (the "Redemption Point") for all or any of their holding of Ordinary Shares held on the Record Date and held continuously at all times since the Record Date.  Ordinary Shares for which valid redemption requests have been received at the Redemption Point are referred to as "Redemption Shares".

In order to implement the redemption and in accordance with the Articles, the Company will notionally divide its assets and liabilities as at the Redemption Point into two pools:

a)  the Redemption Pool, which will consist of cash and assets representing the aggregate unaudited NAV attributable to the Redemption Shares as calculated by the Administrator at the Redemption Point; and

b)  the Continuing Pool, which will contain all of the other cash, assets and liabilities of the Company representing the aggregate unaudited NAV attributable to the remaining Ordinary Shares (being those Ordinary Shares which are not Redemption Shares).

The Redemption Price per Redemption Share shall be equal to the aggregate cash received by the Company upon the realisation of the Redemption Pool less the Exit Discount divided by the aggregate number of Redemption Shares. As announced on 6 December 2021, the Board has determined that the Exit Discount will be 3 per cent.

Shareholders should note that the Redemption Price per Redemption Share may be materially different to the published, unaudited NAV per Ordinary Share at the Redemption Point. This is largely because the realised value of the Redemption Pool will be subject to movements in the Indian markets and to fluctuations in the INR/GBP exchange rate.

The Company may seek to satisfy Redemption Requests by matching such requests with demand for Ordinary Shares from incoming investors. In such circumstances, the Company, on behalf of a Shareholder, will arrange, through Shore Capital, the sale of some or all of the Ordinary Shares that are the subject of a Redemption Request to an incoming investor at the Redemption Price.

Other than in certain circumstances as set out in Article 132, a Redemption Request once given cannot be withdrawn otherwise than with the prior consent of the Company (which the Directors shall be entitled in their absolute discretion to withhold).

Copies of the redemption request form can be obtained from the Company's website: www.indiacapitalgrowth.com and from the Company's Registrar and Receiving Agent, Neville Registrars Limited of Neville House, Steelpark Road, Halesowen, West Midlands, B62 8HD (email [e-mail], telephone [phone] or, if calling from outside the United Kingdom, on [phone] within usual business hours).

Duly completed redemption request forms must be delivered to the Receiving Agent so as to be received by 3.00 p.m. on 29 December 2023. Please note that the redemption request form is for use only in respect of ordinary shares held in certificated form.

Holders of Ordinary Shares in uncertificated form (i.e. held in CREST) must ensure that properly authenticated transfer to escrow (TTE) instructions are received by Neville Registrars Limited by 3.00 p.m. on 29 December 2023.

Further details of the redemption facility can be found in the Company's Circular dated 26 May 2020 (the "Circular") and at article 132 of the Articles, copies of which are on the Company's website www.indiacapitalgrowth.com. Terms defined in the Circular have the same meaning in this announcement.

Expected Timetable

Record Date	6.00 p.m. on 29 September 2023
Redemption TTE input available (Ordinary Shares held in CREST)	4 December 2023
Latest time and date for reception of redemption request forms (Ordinary Shares held in certificated form)	3.00 p.m. on 29 December 2023
Latest time and date for TTE (Ordinary Shares held in CREST)	3.00 p.m. on 29 December 2023
Announcement of number of Redemption Shares	2 January 2024
Calculation and announcement of NAV per Ordinary Share as at 29 December 2023	5 January 2024
Announcement of Redemption Price	8 January 2024
Payment of Redemption Price	w/c 15 January 2024

* The dates of the announcement and payment of the Redemption Price are indicative only and subject to the level of redemption requests and prevailing market conditions. The above timetable may be extended in the event that the number of Redemption Shares is large, or, the market is unusually volatile and any material changes to the timetable will be announced via a RIS in the event of a change.

ENQUIRIES

Ocean Dial Asset Management, Investment Manager Robin Sellers	[phone]
AssetCo Gary Marshall, Lucy Draper	[phone]
Neville Registrars Limited, Receiving Agent	[phone]
Shore Capital, Financial Adviser and Broker Robert Finlay, Rose Ramsden (Corporate Advisory) Henry Willcocks, Fiona Conroy (Corporate Broking)	[phone]
Apex Fund and Corporate Services (Guernsey) Limited (Company Secretary) Matt Lihou	[phone] [e-mail]

About India Capital Growth Fund

India Capital Growth Fund Limited the LSE premium listed investment company registered and incorporated in Guernsey, was established to take advantage of long-term investment opportunities in companies based in India. ICGF predominantly invests in listed mid and small cap companies, although investments may also be made in large cap and private Indian companies where the Fund Manager believes long-term capital appreciation will be achieved. www.indiacapitalgrowth.com

 

END