JPMorgan Asian Investment Tst PLC
22 December 2006
STOCK EXCHANGE ANNOUNCEMENT
JPMORGAN ASIAN INVESTMENT TRUST PLC
MANAGEMENT AND PERFORMANCE FEE
22nd December 2006
JPMorgan Asian Investment Trust plc announces that the Board recently reviewed
the basis of remuneration of the Manager and concluded that the current basis
should be revised to reflect more closely the interests of shareholders and to
provide a better incentive for the Manager to deliver outperformance.
Accordingly, a revised management fee, based on the Company's market
capitalisation rather than net assets, has been introduced, together with a
performance fee. Details of the new fee arrangements are as follows:
Management and Performance Fees
For the year under review, JPMAM was employed under the terms of a management
agreement dated 14th November 2003 which was terminable on a year's notice,
without penalty. Under its terms, JPMAM received a management fee at a rate
equivalent to 0.70% per annum plus VAT. This fee was calculated monthly but paid
quarterly in arrears based on total assets less current liabilities. The Board
and JPMAM have reviewed the above terms and agreed the following changes with
effect from 1st October 2006:
Reduction of the termination notice period
Currently either party can unilaterally terminate the contract by providing one
year's notice in writing to the other party. This is to be reduced to 6 months
in the event of the Company giving notice as a result of poor investment
performance; the notice period is 12 months in all other circumstances, in both
cases without penalty.
Change in the basic management fee
As stated above, JPMAM received a management fee at a rate equivalent to 0.70%
per annum plus VAT, calculated monthly but paid quarterly in arrears and based
on the Company's total assets less current liabilities. For these purposes
current liabilities excluded any moneys borrowed with a term of less than one
year. For the financial year ended 30th September 2006 the total fee paid to
JPMAM was £1,586,000 (2005: £1,262,000).
The new management fee calculation will be based on the Company's market
capitalisation. This fee will use the average of the Company's closing middle
market share price for the last five business days of the relevant month. It
will continue to be calculated monthly and paid quarterly in arrears. The
Company's shares have historically traded at a discount to NAV in a band which
has, over the last 3 years, moved in a range from 4.6% to 15.6%. The average
discount over the last three years has been 10.7% and over the last 12 months
has been 9.5%. The Company's shares have never traded at a premium to their NAV.
This revised fee arrangement represents a reduction in the fee payable to the
Manager of circa 6%, although this will vary as it will be determined by the
actual level of the discount at the time that the management fee is calculated.
In addition to the management fee, the Company considers, on an annual basis, a
contribution towards the Manager's marketing activities and the reimbursement of
the costs of administering the Company's shareholders who own their shares
through JPMorgan Share Plan, PEP, ISA and Personal Pension. Under the revised
arrangements the Company will continue to reimburse the Manager for the third
party costs in respect of its shareholders who own their shares through
JPMorgan's savings products but will cease to make a contribution towards the
Manager's marketing activities.
Introduction of a performance fee incentive
The Company is introducing a performance fee equal to 15% of any outperformance
of the Company's audited NAV total return over the MSCI Asia Free Index ex-Japan
return in Sterling terms with net dividends reinvested (the 'Benchmark') plus an
outperformance hurdle of 1.5 percentage points (the
'Hurdle'). The performance fee has the following features:
• The Hurdle will be applied in all circumstances regardless of whether
outperformance or underperformance has occurred in any year.
• The performance fee is calculated on a cumulative basis. Any underperformance
that has occurred in previous years has to be made up before any performance fee
becomes payable.
• The performance fee is based on the audited NAV total return per share as
calculated in accordance with the prevailing accounting policies. No adjustment
would be made to exclude the effect of any share buybacks or share issuance.
• The amount of performance fee payable in any one year is capped at 0.75% of
the average monthly total assets less current liabilities of the Company for
that year. In order to reach this cap, the Company would have to outperform the
Benchmark by 6.5 percentage points in any one year.
• Any performance fee earned in excess of the cap (0.75%) will be carried
forward and will be available to be offset against any future underperformance,
but will become payable at the earliest next opportunity.
• The performance fee will be calculated annually by reference to the average
monthly total assets less current liabilities of the Company (with an estimate
accrued monthly in the NAV) and paid within three months of the year end. Any
earned but unpaid fees (due to the 0.75% cap restriction) will be carried
forward as a liability in the Company's accounts.
• The total fees paid under the revised management and performance fee
arrangements will not exceed 5% of the Company's net asset value in any one
year.
For further information, please contact:
Philip Jones
For and on behalf of
JPMorgan Asset Management (UK) Limited - Secretary
020 7742 6000
Cenkos Securities plc
Charlie Ricketts/Will Rogers
020 7397 8900
This information is provided by RNS
The company news service from the London Stock Exchange
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