Date: 20 June 2011
Contact: Peter Ewins
F&C Management Limited
020 7628 8000
F&C Global Smaller Companies PLC
Audited Statement of Results
for the year ended 30 April 2011
Summary of results
Attributable to equity shareholders |
30 April 2011 |
30 April 2010 |
% Change |
|
|
|
|
Share price |
583.50p |
461.00p |
+26.6 |
|
|
|
|
Net asset value per share (debenture at nominal value) |
602.49p |
518.10p |
+16.3 |
|
|
|
|
Net asset value per share (debenture at market value) |
595.82p |
510.14p |
+16.8 |
|
|
|
|
|
Year ended 30 April 2011 |
Year ended 30 April 2010 |
% Change |
|
|
|
|
Revenue return per share |
5.08p |
4.88p |
+4.1 |
|
|
|
|
Dividends per share |
5.10p |
5.00p |
+2.0 |
|
|
|
|
Total expense ratio (based on average net assets) |
0.76% |
0.78% |
|
Chairman's Statement
After a strong performance in 2009/10, the year under review started on a downbeat note for equity markets as investors became cautious about the potential for further gains. Sentiment improved however towards the end of 2010 and in the early part of 2011, leading to further advances in share prices, particularly at the smaller company level.
Performance
Both the Company's net asset value ("NAV") per share and share price reached new highs during the second half of the year after being little changed at the halfway stage. This was a positive performance given that many of the world's leading stock market indices are still some way below their peak levels.
The NAV per share total return was 17.4% over the year. The Company's Benchmark is a blended index of the returns from the MSCI All Country World ex UK Small Cap Index (70%) and Hoare Govett UK Smaller Companies (excluding investment companies) Index (30%) which produced a 16.2% total return in the year.
With smaller companies continuing to be in favour in the markets relative to large ones, performance against other investment companies has remained strong. The Company was ranked 4th of 30 trusts in the AIC's global growth sector in terms of NAV per share growth for this year while, over the three years since the Company joined this sector, it is the top performer.
The share price rose to 583.5p, up 26.6% on the year, as the discount at which the shares trade to the NAV fell, benefiting from strong demand for the Company's shares from F&C's savings plans. A further positive consequence of the increased value of your Company's portfolio is a lower total expense ratio ("TER") of 0.76% versus 0.78% in the prior year. While the calculation of our TER does not include the management fees incurred within the third party funds held for exposure to Japan and the emerging markets, the overall cost to investors remains at the low end of the spectrum in the investment trust sector and well below most open-ended funds.
Dividends
Income received from the investment portfolio was relatively stable over the year and the Board has decided to continue with a progressive dividend policy and is therefore recommending a final dividend of 3.5p per share, a 2.9% rise on last year's final. This will be paid on 8 August 2011 to shareholders on the register on 1 July 2011. This means that the total dividend for the year is 5.1p per share, an increase of 2.0% on 2009/10. The Company's dividend will have increased for 41 years in a row following this payment, making it one of just seven UK investment companies that have increased their annual payments for more than 40 years.
Market background
The underlying economic background which sets the tone for stock markets has been mixed by territory, reflecting divergent fiscal and monetary policy implementation. Continuing the pattern of recent years, emerging markets, particularly in Asia and Latin America, have led the way, with China becoming the world's second largest economy during the year. The US has grown at a steady rate as the Federal Reserve continued to favour a loose monetary policy and government spending was lifted in an attempt to boost the sluggish housing and labour markets.
A number of the key European economies, notably those - like Germany - which have a strong exporting base, enjoyed a strong year. However, fiscally stretched countries - such as Greece, Ireland and Portugal - have been forced to take action to cut government spending and raise taxes in order to get their public finances onto an even keel and to secure support for financial assistance from the other members of the EU and IMF. For much of the period the markets have been fretting about the potential downside were one or more of these countries to default on its debt.
Fiscal deficits and the need to embrace austerity are by no means confined to the so called "peripheral Euro-zone countries". The UK government has also moved to rein in its spending and increase taxes. This, perhaps unsurprisingly, has contributed to a marked GDP growth slowdown in recent months. Even the US now has to face up to the need to take some corrective action at some stage.
Stock markets have also had to factor in the effects of rising commodity prices, with metals, oil and soft commodities such as grain and other food products all seeing their prices surge higher. While in normal times the inflationary consequences of this would generally have led to a tightening of monetary policy, in much of the developed world the financial authorities are reluctant to increase interest rates for fear of creating a new recession. In the US and the
UK, the Federal Reserve and Bank of England have continued to use quantitative easing ("QE"), in short a controlled expansion of the money supply, employed in buying government or other debt securities in the financial markets, with the intended result being that interest rates stay at lower levels than they otherwise would. QE ultimately is having a distorting effect on the prices of the securities purchased and also on other asset classes as the extra liquidity percolates through the financial system.
In contrast to the developed markets, we have seen sharp interest rate rises in many Asian and Latin American countries as they have sought to keep inflationary forces under control. Elsewhere in emerging markets, political unrest in extensive parts of the Middle East and North Africa ("MENA") has served to stoke the oil price in early 2011. While the portfolio has a modest direct exposure to the MENA area, many companies and consumers as a whole are impacted by higher oil prices so the current turmoil there is not something that can be ignored.
While there are clearly some major political and economic issues, corporate results over the last year have been better than might have been expected a year ago and the recognition that this performance was coming through led to a better performance in stock markets in the second half of the financial year. Given the extent of the challenges still facing parts of the world it is not surprising that sudden shocks, such as the tragic and devastating earthquake in Japan in March, can reverberate around the markets. After the initial sell-off in relation to this event, equity markets actually posted a strong performance in the last few weeks of the year, though Japan itself will take some time to recover.
Portfolio performance
The table below shows how the various parts of the portfolio have performed compared to the relevant local small cap index. In the small cap arena, stock selection remains the prime driver of performance versus the Benchmark and we enjoyed a strong year on this front in the UK and Europe, while the portfolio of funds we use to gain exposure to the rest of the world (which includes the developing markets in Asia and Latin America) also did well. The strong return from the UK portfolio compared to elsewhere highlights the point that the performance of an individual part of the portfolio cannot be assessed purely on the basis of local macro-economic factors. Many stocks in our UK portfolio are either entirely or predominantly overseas focused.
Geographical performance (total return sterling adjusted) |
||
for the year ended 30 April 2011 |
||
|
Portfolio |
Local smaller companies index |
UK |
30.8% |
22.0% |
USA |
7.4% |
12.1% |
Continental Europe |
29.2% |
20.0% |
Japan |
-3.1% |
-2.5% |
Rest of World |
24.2% |
10.7% (Pacific ex Japan) 25.2% (Latin America) |
Source: F&C Management Limited |
|
We did not quite manage to keep up with the index in the US following a number of strong years. Relative performance in Japan had been good prior to the earthquake, but our portfolio had a tough time during March, leaving us a little behind for the year.
Asset allocation
The table below shows how the portfolio is spread in terms of location of the listing of the stocks held at the end of April compared to a year earlier, although shareholders will appreciate that the country in which a company lists its shares is not necessarily the one in which it is incorporated or where it does most of its business.
Geographical distribution of the investment portfolio |
||
|
30 April 2011 |
30 April 2010 |
North America |
42.3% |
43.3% |
UK |
31.3% |
33.5% |
Rest of World |
10.5% |
8.7% |
Continental Europe |
10.3% |
9.1% |
Japan |
5.6% |
5.4% |
Source: F&C Management Limited |
|
In the year under review, being overweight versus the Benchmark in the UK and having an underweight exposure to the rest of the world was the correct stance, with rising interest rates in countries such as China, Brazil and India having some impact on local share prices. It was also right to be cautious towards Japan even before the earthquake struck.
Less helpfully, while returns in local currency terms in the US were respectable, the US dollar weakened against sterling reducing the returns delivered from the market and our portfolio in sterling terms. In overall terms however, asset allocation decisions had a positive effect on the return versus the Benchmark.
Gearing
At the start of the financial year, the Manager was cautious of gearing on a short-term basis given concern over the impact on sentiment of the potential for rising interest rates and the possibility of contagion from the Euro-zone sovereign debt market crisis. As time passed it became apparent that growth was continuing to drive corporate profits, while interest rates were likely to remain low in the developed world for longer than previously expected. As a result gearing was reinstated in the second quarter of the financial year and ended the year at 2.7% taking the Company's debenture at nominal value.
Given the availability of better terms in the market, the Board has recently decided to establish a £10m committed borrowing facility which will be available for the Manager to use in the coming year should opportunities arise.
Discount and share capital
The discount, taking the debenture at market value and excluding current period income, ended the year at 1.5%, well down on the 9% level at the end of 2009/10. As already mentioned, this improving picture is mainly due to strong underlying demand for shares from the F&C savings plans at least partly as a consequence of strong historic investment performance. As a result of this there has been no need for the Company to buy back shares to moderate the discount since last July and in the 2010/11 year only 120,000 shares (0.3% of the starting share capital) were bought in, all of which were cancelled at the time of purchase.
The Board believes that the process of steady buybacks over the last few years has had two main benefits. Firstly the NAV per share has been enhanced by buying in shares at a lower price than the prevailing NAV per share. Secondly, the discount has tightened as the demand versus supply equation for the shares has become more balanced.
Given the low level of the discount recently, the Board believes that it would be appropriate to hold any shares bought back in treasury in the future. These shares would then be available to be re-issued at a later date to satisfy subsequent market demand. This would only be done at a lower prevailing discount level to that at which they were bought in, ensuring that taken as a whole the buyback and re-issuance transactions would enhance NAV per share. The necessary resolutions seeking shareholder approval for this policy will be put to the AGM.
In the early weeks of the new financial year the Company's shares moved to a premium and the Company issued 70,000 new shares to meet demand from the market. Issuing new shares will only ever be done at a premium to the prevailing NAV per share calculated to include current period income and with the debenture taken at fair value. The Board intends to use share issuance powers in the same way that buyback powers are used to enhance shareholder value and improve the liquidity of our shares.
Outlook
In the early weeks of the new financial year equities have given back some of last year's gains. Many uncertainties remain in relation to the Euro-zone sovereign debt markets, the impact on markets when QE in the US ends and the potential for further geo-political difficulties. At this stage however, forecasts suggest that the world economy should grow at around 3% in 2011, a respectable enough level, and interest rates are likely to remain at historically low levels in the US, UK and in Europe, also helpful for the equity investment case.
Smaller company equities have done well now for a protracted period on a global basis. The Manager's view is that this has been justified by superior corporate earnings performance in recent years and by a growing recognition that many of the mega-caps are struggling to find new avenues of growth. At some point in time however, if sectors in which large stocks dominate, such as banking, come back into favour, then we could see smaller stocks lag. However, over the long term, the superior growth attributes and the wide range of opportunities from an ever expanding universe of smaller companies around the world should mean that your Company's mandate can continue to provide attractive returns to shareholders.
Anthony Townsend
Chairman
20 June 2011
Principal Risks
The Company's assets consist mainly of listed equities and its principal risks are therefore market related. The specific key risks faced by the Company include the following:
· Investment strategy - an inappropriate investment strategy could result in poor returns for shareholders and a widening of the discount of the share price to the net asset value ("NAV") per share. The Board regularly reviews strategy and considers the allocation of assets between geographic regions and industrial sectors, gearing, currency exposure and the balance between quoted and unquoted stocks.
· Investment management resources - the quality of the management team is a crucial factor in delivering good performance and loss of the Manager's key staff could affect investment returns. The Manager develops its recruitment and remuneration packages in order to retain key staff, has training and development programmes in place and undertakes succession planning.
· Regulatory - failure to comply with applicable legal and regulatory requirements could result in the Company losing its listing and/or being subject to corporation tax on its capital gains. The Board reviews regular reports from the Manager on the controls in place to ensure the Company's compliance with these requirements, together with regular investment listings and income forecasts, as part of its monitoring of compliance with section 1158 of the Corporation Tax Act 2010 ("CTA").
· Operational - failure of the Manager's core systems or a disastrous disruption to its business could lead to an inability to provide accurate reporting and monitoring. The Manager is contractually obliged to ensure that its conduct of business, and that of any third party to which it has delegated the performance of any actions, conforms to applicable laws and regulations. Service level agreements are in place between the Manager and its delegates and the Manager has confirmed that reliable back-up systems are in place.
· Financial - inadequate financial controls could result in misappropriation of assets, loss of income and debtor receipts and inaccurate reporting of NAV per share. The Board regularly reviews the Manager's statements on its internal controls and procedures and subjects the books and records of the Company to an annual audit. The financial risks are set out in more detail in note 4.
· Safe custody - failure of the custodian to provide a secure service or continue operating could result in the Company's assets being at risk. The Board receives regular information on the service of the custodian from the Manager, which reviews service levels and receives an annual SAS70 report on the custodian by an independent auditor.
· Counterparties - the Company is exposed to potential failures by counterparties to deliver securities for which it has paid or to pay for securities which it has delivered.
Statement of Directors' Responsibilities in Respect of the Financial Statements
In accordance with Chapter 4 of the Disclosure and Transparency Rules the Directors confirm, in respect of the annual report for the year ended 30 April 2011 of which this statement of results is an extract, that to the best of their knowledge:
· the financial statements have been prepared in accordance with applicable UK generally accepted accounting standards, on a going concern basis, and give a true and fair view of the assets, liabilities, financial position and return of the Company;
· the annual report includes a fair review of the development and performance of the Company and the important events that have occurred during the financial year and their impact on the financial statements and of the principal risks and uncertainties; and
· the annual report includes details on related party transactions.
On behalf of the Board
Anthony Townsend
Chairman
20 June 2011
Income Statement
for the year ended 30 April |
2011 |
2010 |
||||
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
|
|
|
|
|
|
|
Gains on investments |
- |
35,299 |
35,299 |
- |
65,261 |
65,261 |
Foreign exchange gains/(losses) |
4 |
(107) |
(103) |
3 |
5 |
8 |
Income |
3,490 |
- |
3,490 |
3,460 |
- |
3,460 |
Management fee |
(200) |
(601) |
(801) |
(189) |
(442) |
(631) |
Performance fee |
- |
- |
- |
- |
- |
- |
Other expenses |
(850) |
(17) |
(867) |
(783) |
(21) |
(804) |
Net return before finance costs and taxation |
2,444 |
34,574 |
37,018 |
2,491 |
64,803 |
67,294 |
Finance costs |
(288) |
(863) |
(1,151) |
(345) |
(806) |
(1,151) |
Net return on ordinary activities before taxation |
2,156 |
33,711 |
35,867 |
2,146 |
63,997 |
66,143 |
Taxation on ordinary activities |
(117) |
- |
(117) |
(130) |
(5) |
(135) |
Net return attributable to equity shareholders |
2,039 |
33,711 |
35,750 |
2,016 |
63,992 |
66,008 |
|
|
|
|
|
|
|
Return per share - pence |
5.08 |
84.05 |
89.13 |
4.88 |
154.87 |
159.75 |
The total column of this statement is the profit and loss account of the Company.
All revenue and capital items in the above statement derive from continuing operations.
A statement of total recognised gains and losses is not required as all gains and losses of the Company have been reflected in the above statement.
Reconciliation of Movements in Shareholders' Funds
for the year ended 30 April 2011 |
|
Share |
Capital |
|
|
Total |
|
Share |
premium |
redemption |
Capital |
Revenue |
shareholders' |
|
capital |
account |
reserve |
reserves |
reserve |
funds |
|
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
|
|
|
|
|
|
|
Balance at 30 April 2010 |
10,055 |
23,132 |
16,128 |
151,423 |
7,646 |
208,384 |
Movements during the year ended 30 April 2011 |
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
- |
(2,002) |
(2,002) |
Shares purchased and cancelled |
(30) |
- |
30 |
(528) |
- |
(528) |
Net return attributable to equity shareholders |
- |
- |
- |
33,711 |
2,039 |
35,750 |
Balance at 30 April 2011 |
10,025 |
23,132 |
16,158 |
184,606 |
7,683 |
241,604 |
for the year ended 30 April 2010 |
|
Share |
Capital |
|
|
Total |
|
Share |
premium |
redemption |
Capital |
Revenue |
shareholders' |
|
capital |
account |
reserve |
reserves |
reserve |
funds |
|
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
|
|
|
|
|
|
|
Balance at 30 April 2009 |
10,479 |
23,132 |
15,704 |
94,022 |
7,657 |
150,994 |
Movements during the year ended 30 April 2010 |
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
- |
(2,027) |
(2,027) |
Shares purchased and cancelled |
(424) |
- |
424 |
(6,591) |
- |
(6,591) |
Net return attributable to equity shareholders |
- |
- |
- |
63,992 |
2,016 |
66,008 |
Balance at 30 April 2010 |
10,055 |
23,132 |
16,128 |
151,423 |
7,646 |
208,384 |
Balance Sheet
at 30 April |
|
2011 |
|
2010 |
|
£'000s |
£'000s |
£'000s |
£'000s |
Fixed assets |
|
|
|
|
Investments |
|
248,334 |
|
202,279 |
Current assets |
|
|
|
|
Debtors |
969 |
|
6,216 |
|
Cash at bank and short-term deposits |
3,843 |
|
12,963 |
|
|
4,812 |
|
19,179 |
|
|
|
|
|
|
Creditors: amounts falling due within one year |
|
|
|
|
Other |
(1,542) |
|
(3,074) |
|
|
(1,542) |
|
(3,074) |
|
Net current assets |
|
3,270 |
|
16,105 |
Total assets less current liabilities |
|
251,604 |
|
218,384 |
Creditors: amounts falling due after more than one year |
|
|
|
|
Debenture |
|
(10,000) |
|
(10,000) |
Net assets |
|
241,604 |
|
208,384 |
Capital and reserves |
|
|
|
|
Share capital |
|
10,025 |
|
10,055 |
Share premium account |
23,132 |
|
23,132 |
|
Capital redemption reserve |
16,158 |
|
16,128 |
|
Capital reserves |
184,606 |
|
151,423 |
|
Revenue reserve |
7,683 |
|
7,646 |
|
|
|
231,579 |
|
198,329 |
Total shareholders' funds |
|
241,604 |
|
208,384 |
|
|
|
|
|
Net asset value per share - pence |
|
602.49 |
|
518.10 |
Cash Flow Statement
for the year ended 30 April |
|
2011 |
|
2010 |
|
£'000s |
£'000s |
£'000s |
£'000s |
Operating activities |
|
|
|
|
Investment income received |
3,073 |
|
2,938 |
|
Interest received |
30 |
|
28 |
|
Underwriting commission received |
15 |
|
18 |
|
Management fee paid to the management company |
(909) |
|
(568) |
|
Directors' fees paid |
(137) |
|
(134) |
|
Other payments |
(690) |
|
(669) |
|
Net cash inflow from operating activities |
|
1,382 |
|
1,613 |
Servicing of finance |
|
|
|
|
Interest paid |
(1,151) |
|
(1,151) |
|
Cash outflow from servicing of finance |
|
(1,151) |
|
(1,151) |
Financial investment |
|
|
|
|
Purchases of equities and other investments |
(96,209) |
|
(93,824) |
|
Sales of equities and other investments |
89,729 |
|
108,896 |
|
Other capital charges and credits |
(20) |
|
(17) |
|
Net cash (outflow)/inflow from financial investment |
|
(6,500) |
|
15,055 |
Equity dividends paid |
|
(2,002) |
|
(2,027) |
Net cash (outflow)/inflow before use of liquid resources and financing |
|
(8,271) |
|
13,490 |
Management of liquid resources |
|
|
|
|
Decrease in short-term deposits |
|
- |
|
- |
Financing |
|
|
|
|
Shares purchased and cancelled |
(737) |
|
(6,466) |
|
Cash outflow from financing |
|
(737) |
|
(6,466) |
(Decrease)/increase in cash |
|
(9,008) |
|
7,024 |
Notes
1 Return per ordinary share
Revenue return
The revenue return per share is based on the net revenue return attributable to equity shareholders of £2,039,000 profit (2010: £2,016,000 profit).
Capital return
The capital return per share is based on the net capital return attributable to equity shareholders of £33,711,000 profit (2010: £63,992,000 profit).
Weighted average ordinary shares in issue
Both the revenue and capital returns per share are based on a weighted average of 40,110,879 ordinary shares in issue during the year (2010: 41,319,218).
2 Dividend
The Directors recommend a final dividend in respect of the year ended 30 April 2011 of 3.50p per share, payable on 8 August 2011 to all shareholders on the register at close of business on 1 July 2011. The recommended final dividend is subject to approval by shareholders at the annual general meeting.
3 Recoverable VAT
Management and performance fees are no longer subject to VAT. The Company has recovered £1,229,000 from HMRC, via its Manager, in relation to VAT paid on such fees in the periods 1990 to 1996 and 2001 to 2007.
A case has recently been brought against HMRC to seek to recover the amounts relating to the intervening period, 1997 to 2000, together with interest on a compound basis. No VAT or related interest recovery has been accrued or recognised as a contingent asset as the outcome of the case remains uncertain.
4 Financial Risk Management
The Company is an investment company, listed on the London Stock Exchange, and conducts its affairs so as to qualify in the United Kingdom (UK) as an investment trust under the provisions of section 1158 of the CTA. In so qualifying, the Company is exempted in the UK from corporation tax on capital gains on its portfolio of fixed asset investments.
The Company invests in smaller companies worldwide in order to secure a high total return. In pursuing the objective, the Company is exposed to financial risks which could result in a reduction of either or both of the value of the net assets and the profits available for distribution by way of dividend. These financial risks are principally related to the market (currency movements, interest rate changes and security price movements), liquidity and credit. The Board, together with the Manager, is responsible for the Company's risk management. The Directors' policies and processes for managing the financial risks are set out in (a), (b) and (c) below.
The accounting policies which govern the reported Balance Sheet carrying values of the underlying financial assets and liabilities, as well as the related income and expenditure, are in compliance with UK accounting standards and best practice, and include the valuation of financial assets and liabilities at fair value, except as noted in (d) below in respect of the debenture stock. The Company does not make use of hedge accounting rules.
(a) Market risks
The fair value of equity and other financial securities held in the Company's portfolio fluctuates with changes in market prices. Prices are themselves affected by movements in currencies and interest rates and by other financial issues, including the market perception of future risks. The Board sets policies for managing these risks within the Company's objective and meets regularly to review full, timely and relevant information on investment performance and financial results. The Manager assesses exposure to market risks when making each investment decision and monitors ongoing market risk within the portfolio.
The Company's other assets and liabilities may be denominated in currencies other than sterling and may also be exposed to interest rate risks. The Manager and the Board regularly monitor these risks. The Company does not normally hold significant cash balances. Borrowings are limited to amounts and currencies commensurate with the portfolio's exposure to those currencies, thereby limiting the Company's exposure to future changes in exchange rates. Gearing may be short or long-term, in sterling and foreign currencies, and enables the Company to take a long-term view of the countries and markets in which it is invested without having to be concerned about short-term volatility.
Income earned in foreign currencies is converted to sterling on receipt. The Board regularly monitors the effects on net revenue of interest earned on deposits and paid on gearing.
(b) Liquidity risk exposure
The Company is required to raise funds to meet commitments associated with financial instruments and share buybacks. These funds may be raised either through the realisation of assets or through increased borrowing. The risk of the Company not having sufficient liquidity at any time is not considered by the Board to be significant, given: the large number of quoted investments held in the Company's portfolio (195 at 30 April 2011); the liquid nature of the portfolio of investments; and the industrial and geographical diversity of the portfolio. Cash balances are held with reputable banks, usually on overnight deposit. The Company does not normally invest in derivative products. The Manager reviews liquidity at the time of making each investment decision. The Board reviews liquidity exposure at each meeting.
The 11.5% debenture stock is governed by a trust deed and is redeemable in 2014 or at an earlier date or dates at the Company's behest. The Board does not therefore consider the repayment of the debenture stock as a likely short-term liquidity issue.
(c) Credit risk and counterparty exposure
The Company is exposed to potential failure by counterparties to deliver securities for which the Company has paid, or to pay for securities which the Company has delivered. Such transactions must be settled on the basis of delivery against payment (except where local market conditions do not permit).
Responsibility for the approval, limit setting and monitoring of counterparties is delegated to the Manager and a list of approved counterparties is periodically reviewed by the Board. Counterparties are selected based on a combination of criteria, including credit rating, balance sheet strength and membership of a relevant regulatory body. The rate of default in the past has been negligible. Cash and deposits are held with reputable banks.
The Company has an ongoing contract with its custodian for the provision of custody services. The contract is reviewed periodically. Details of securities held in custody on behalf of the Company are received and reconciled monthly. The custodian has a lien over the securities in the account, enabling it to sell or otherwise realise the securities in satisfaction of charges due under the agreement.
To the extent that F&C Management Limited ("F&C") carries out management and administrative duties (or causes similar duties to be carried out by third parties) on the Company's behalf, the Company is exposed to counterparty risk. The Board assesses this risk continuously through regular meetings with the management of F&C (including the Fund Manager) and with F&C's internal audit function. In reaching its conclusions, the Board also reviews F&C's parent group's annual audit and assurance faculty report.
The Company had no credit-rated bonds or similar securities or derivatives in its portfolio at the year end (2010: none) and does not normally invest in them. None of the Company's financial liabilities are past their due date or impaired.
(d) Fair values of financial assets and liabilities
The assets and liabilities of the Company are, in the opinion of the Directors, reflected in the Balance Sheet at fair value, or at a reasonable approximation thereof, except for the debenture which is carried at par value. The fair value of the debenture, based on a comparable UK gilt, was £12,675,000 (2010: £13,200,000).
Unquoted investments, including partnership investments, are valued based on professional assumptions and advice that is not wholly supported by prices from current market transactions or by observable market data. The Directors make use of recognised valuation techniques and may take account of recent arm's length transactions in the same or similar investments. With respect specifically to investments in partnerships, the Directors rely on valuations of the underlying unlisted investments as supplied by the managers of those partnerships. The Directors regularly review the principles applied by the managers to those valuations to ensure they comply with the Company's accounting policies and with fair value principles.
(e) Capital risk management
The objective of the Company is stated as being to invest in smaller companies worldwide in order to secure a high total return. In pursuing this long-term objective, the Board has a responsibility for ensuring the Company's ability to continue as a going concern. It must therefore maintain an optimal capital structure through varying market conditions. This involves the ability to: issue and buy back share capital within limits set by the shareholders in general meeting; borrow monies in the short and long term; and pay dividends to shareholders out of current year revenue earnings as well as out of brought forward revenue reserves.
5 Annual general meeting
The annual general meeting will be held at the Chartered Accountants' Hall, One Moorgate Place, London EC2R 6EA on 28 July 2011 at 12 noon.
6 Report and accounts
The report and accounts for the year ended 30 April 2011 will be posted to shareholders and made available on the website www.fandcglobalsmallers.com. Copies may also be obtained from the Company's registered office, Exchange House, Primrose Street, London EC2A 2NY.
By order of the Board
F&C Management Limited, Secretary
Exchange House, Primrose Street, London EC2A 2NY
20 June 2011