Jupiter Green Investment Trust plc
('the Company')
Annual Financial Results for the year ended 31 March 2015
Financial Highlights
Performance |
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As at |
As at |
% |
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31.03.15 |
31.03.14 |
change |
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Total assets less current liabilities (£'000) |
38,545 |
38,142 |
+5.1* |
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MSCI World Small Cap Index (Total Return) |
224.658 |
195.995 |
+14.6 |
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* Investment performance has been adjusted for the repurchase of Ordinary shares during the year.
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As at |
As at |
% |
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Ordinary Share Performance |
31.03.15 |
31.03.14 |
change |
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Mid market price (p) |
148.00 |
141.75 |
+4.4 |
||
Net asset value per Ordinary share (p) |
152.35 |
145.00 |
+5.1 |
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Discount to net asset value (%) |
2.9 |
2.2 |
- |
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Performance since launch |
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Total Assets less Current Liabilities £'000 |
Net Asset Value per Ordinary Share p |
Dividends paid per Ordinary Share p |
Year- on-year change in Net Asset Value per Ordinary Share % |
Year- on-year change in Benchmark Index % |
8 June 2006 (launch) |
24,297 |
97.07 |
- |
- |
- |
2007 |
31,679 |
118.07 |
- |
+22.3 |
+18.4 |
2008 |
52,734 |
114.14 |
- |
-3.9 |
-7.4 |
2009 |
33,809 |
76.86 |
- |
-32.7 |
-27.6 |
2010 |
43,590 |
106.65 |
- |
+38.8 |
+63.1 |
2011 |
41,085 |
120.49 |
0.40 |
+13.0 |
+16.2 |
2012 |
36,181 |
108.49 |
0.60 |
-10.0 |
-4.0 |
2013 |
37,571 |
124.42 |
1.20 |
+14.7 |
+18.3 |
2014 |
38,142 |
145.00 |
1.10 |
+16.5 |
+10.7 |
2015 |
38,545 |
152.35 |
0.55 |
+5.1 |
+14.6 |
Strategic Report
Chairman's Statement
It is with pleasure that I present the Annual Report for Jupiter Green Investment Trust PLC for the year to 31 March 2015.
During the period under review the total return on the net asset value per share in your Company was 5.1 per cent. This compares with a total return from the Company's benchmark index, the MSCI World Small Cap Index, of 14.6 per cent. and a total return from the FTSE ET 100 Index of 9.6 per cent. over the same period. The middle market price per share increased by 4.4 per cent.
Charlie Thomas, the fund manager, has given a candid appraisal of the past year in the accompanying Investment Adviser's Review. Much of the contribution of performance during 2014 in the conventional indices came from technology, financials and pharmaceuticals. These are not industries which the investment trust will naturally invest in and therefore resulted in year where the trust fared less well. There has also been somewhat of a disconnect between relatively weak underlying economic growth and frothy equity prices, shored up by the abundance of cheap funding thanks to pervasive low interest rates. Charlie has a disciplined investment approach, focusing on product potential, the strength of a management team and the growth dynamics of an underlying market, all with the aim of avoiding short-term momentum as a result of market exuberance and this can oblige patience at a time of over-valued stock markets.
The review points to a rebound in the share price of solar energy companies following a wholesale dip when the oil price plummeted towards the end of 2014 and indeed this has been the case for renewable technology companies overall. It is encouraging to see the resilience these businesses now exhibit in the context of the energy sector as a whole. In addition I consider it very positive to read that divestment from fossil fuels has been put into practice by a number of significant funds and investors during the course of the last year. Not only the Rockefeller Brothers Fund but also the immense Norwegian sovereign wealth fund. In January, the US government voted 98-1 to approve a resolution that cast climate change not as a hoax but a genuine phenomenon. For decades, policymakers' unwillingness to acknowledge climate change as a bona fide problem has contributed to legislative stagnation but times are changing and governments, including that of the US, are now seemingly in line with individuals and corporations in their response. Not only does this give the US a better standpoint from which to negotiate with other big carbon emitters such as China and India but it suggests there may be greater spending to come on infrastructure designed both to curb adverse human impact on the environment and protect us from the effects of a changing climate, all of which bodes well for the wide cross-section of businesses in the Trust's investment sphere that seek to provide solutions to complex environmental problems.
Dividend
Shareholders will recall that it is not our investment objective to pay dividends, but inasmuch as we end the year with surplus income, that surplus is paid out to shareholders. As was the case last year, in order to retain our status as an investment trust under Section 1158 of the Corporation Tax Act 2010 we are not permitted to retain more than 15% of eligible investment income. Accordingly an interim dividend of 0.55p per Ordinary Share (2014: 1.1p) was declared on 1 July 2015 payable on 7 August 2015 to shareholders on the Register of Members on 10 July 2015.
Share issues
Shareholders were given the opportunity to subscribe for new Ordinary shares on 1 April 2015 on the basis of one new Ordinary share for every ten Ordinary shares held. The subscription price was 145.00p. The Board is pleased to report that subscriptions were received from shareholders resulting in the issue of 91,902 new Ordinary shares.
Share Buybacks and Discount Management
The Board implements a discount policy under which it will use share buy backs and new issues of shares with the intention of ensuring that, in normal market conditions, the market price of the Company's shares will track their underlying Net Asset Value. The Board believes that this commitment to the active removal of discount risk will provide materially improved liquidity for both buyers and sellers of the Company's shares.
The Board further believes that the Company's strong investment performance, combined with its attractive dividend and the adoption of this nil discount control policy will enhance the attraction of the Company to investors and improve the Company's ability to grow over time.
Shareholders should note that there can be no guarantee that any discount control mechanism implemented by the Board will have its desired effect. The making and timing of share buy backs is subject to a number of legal and regulatory regulations and, subject to these, will always remain at the discretion of the Board.
Gearing
In October 2014 your Company renewed its £3 million flexible loan arrangement with Scotia Europe plc which is being extended into the new financial year. Gearing is used strategically by the Fund Manager to enhance the Company's returns when markets are expected to rise. As at 30 June 2015 there were no amounts drawn down under the facility.
Board composition
After nine years as your Company's chairman, I have decided to retire from the Board of the Company with effect from the conclusion of the Annual General Meeting on 2 September 2015. I am pleased to advise you that the Board has elected Michael Naylor to take over as chairman with effect from my resignation and I wish Michael well in his leadership of the Company in the next phase of its existence.
I am also delighted to confirm that Simon Baker was co-opted to the board as a new independent non-executive director at our board meeting on 1 July 2015. Simon was the head of the green investment department at Jupiter Asset Management between 1994 and his retirement from fund management in 2003. Throughout that time he was the lead portfolio manager for both of the Company's predecessor investment trusts, Jupiter International Green Investment Trust PLC and Jupiter Global Green Investment Trust PLC. Simon is currently a director of Tideford Organic Foods Ltd and he is also a former chairman of Torquay United FC. We believe that Simon will bring a wealth of relevant experience to our Board.
Also retiring at the conclusion of the Annual General Meeting will be Charlie Crole, who has served on our board as a non-independent representative of Jupiter Asset Management Limited since 2011. Charlie has made a significant contribution to our Board and we would like to thank him for his years of service. An announcement about a possible further addition to the Board will be made in due course.
Annual General Meeting
The Company's AGM will be held on 2 September 2015 at the offices of Jupiter Asset Management Limited, 1 Grosvenor Place, London SW1X 7JJ. Notice of the AGM, containing full details of the business to be conducted at the meeting, is set out on page 48 of the Annual Report & Accounts. Your attention is also drawn to the Report of the Directors on page 17 where various Resolutions relating to special business are explained.
In addition to the formal business, the Investment Manager will provide a short presentation to shareholders on the performance of the Company over the past year as well as an outlook for the future. The Board would welcome your attendance at the AGM as it provides shareholders with an opportunity to ask questions of the Board and Investment Adviser.
Outlook
Looking to our new financial year, the outlook for the US economy remains favourable, the UK economy is improving more strongly than many economists had expected, while Japan is seeing signs of recovery in the domestic economy. In Europe however, economic growth remains very weak and further assistance from the ECB is probably needed to accelerate growth. Therefore, while significant geo-political risks remain and there is still too much leverage in the world's economic system, we are cautiously optimistic about the longer term outlook for global equity markets and believe our Investment Adviser's strong stock and fund selection abilities should again help the Company achieve solid investment returns.
Perry K O Crosthwaite
Chairman
13 July 2015
Investment Adviser's Review
Performance Review
For the 12 months ended 31 March 2015, the total return for the Trust was 5.1 per cent.* compared to returns of 14.6 per cent.* for the Trust's benchmark, the MSCI World Small Cap Index.
* Source: Jupiter Asset Management.
Market review
The twelve months under review were broadly positive for global stock markets. In the US, the labour market reached the target unemployment level set by the US Federal Reserve, with monthly job creation (as measured by non-farm payrolls) consistently above 200,000. In the United States, continuing economic improvement and the steady pace of the Federal Reserve "tapering" of its quantitative easing (QE) programme saw US equities enter their sixth "bull market" year. This has been supported by the global hunt for yield at a time of rock-bottom interest rates and the reversal of flows from emerging markets that have struggled since the great liquidity sugar-rush of quantitative easing wound down.
The European economy experienced a slower recovery led by the German export machine but core economies such as France and Italy continued to lag behind. After months of speculation, the European Central Bank (ECB) announced its own bond-buying programme in January in a last-ditch attempt to combat deflationary pressures. Although many thought that any positive effects of such a move were already priced into the market, having been so long anticipated, it has in fact given a major boost to European equity markets in the first quarter of 2015. The euro has continued to weaken significantly against the dollar as a result, buoying European exporters.
China's slowing economy was hit by a succession of obstacles including state-level anti-corruption measures, a cooling property market and increased regulation of the shadow banking sector. To combat the economic slowdown, the government recently introduced a number of stimulatory fiscal and monetary policies which bode well for the economy in 2015. The strengthening of the US dollar during the year proved negative for a number of emerging market currencies and equity markets. The sharp drop in oil prices which began in June 2014 sparked a marked sell-off in oil stocks and areas of the market associated with oil. The share prices of renewable technology companies declined in lock-step with the oil price, suggesting that investors doubted the viability of renewable energy propositions in a low-cost oil environment, but subsequently rebounded at the start of 2015 confirming their ever‑increasing market resilience.
From an environmental policy perspective, governments in the US and China both released plans to tackle carbon emissions in their respective countries during the period under review. Meanwhile, in September Ban Ki-moon hosted a UN climate summit in New York. While the summit showed political will in abundance, ambition was lacking and the world's leaders appeared to be in the wrong gear for the upward climb that will be necessary if the Copenhagen Accord is to be achieved. Perhaps most encouraging, however, was the growth in commitment shown by corporations. Several key palm oil producers agreed to cease logging by 2030 and plan to restore vast areas of forest. To coincide with the talks, the $860m Rockefeller Brothers Fund announced it would sell out of its coal, oil and natural gas investments. This was a significant move given that the Rockefeller fortune was built on oil. Towards the end of the period under review, the managers of Norway's sovereign wealth fund announced that it had divested from 22 companies on concerns over greenhouse gas emissions, although they stopped short of committing to a wholesale withdrawal from investments in fossil fuels. In our view, it has become clearer that despite the lack of certainty on an overarching policy framework, corporations and individuals are increasingly taking it upon themselves to recognise climate change as a significant issue and their actions have started to eclipse government policy.
Fund review
The Trust's underperformance can in part be ascribed to that the green investment universe predominately excludes exposure to sectors such as financial, technology and healthcare. During 2014 the contribution of these sectors was notable. Another important consideration is the long standing low exposure to the US markets (driven primarily from the lack of investment opportunities), the US markets saw significant outperformance against most global markets as the outlook improved in the latter part of 2014.
The sharp fall in the oil price in the latter half of 2014 had a negative impact on holdings that provide remediation and pollution management services to the oil sector and also those involved in biofuels. Our companies in the solar sector were also affected, in our view simply on the strength of negative sentiment, but this proved short-lived and most rebounded in the first quarter of 2015. The drop in price gave us a good entry point to add to our holdings in this area.
Japanese cycling equipment manufacturer Shimano was a strong performer for the period under review. Having suffered midway through 2014, United Natural Foods subsequently saw growth pick up, supported by expanding demand for organic and high welfare foods. The environmental consulting group RPS Group detracted from returns, as did British transport company FirstGroup.
Outlook
Stock market valuations in the US remain at historic highs relative to other markets, especially Europe. In response to the Federal Reserve's recent caution with regard to a rate rise, investors appear confident that the US economy will remain robust in the face of more turbulent times elsewhere in the world. However, we are concerned that the falling oil price may be a mixed blessing for the US and are keeping a close eye on the next steps of the Federal Reserve whose policies can have a big impact on emerging markets. It has been encouraging to see that the renewable energy sector has by and large bounced back following poor performance towards the end of last year when the price of oil first began to drop significantly. In our view, this illustrates the increasing resilience of renewable holdings in their own right. Economic weakness and political risk remain problems for Europe. However, we think a weak oil price is generally positive for Europe's consumers, deflationary pressure notwithstanding, while the ever-weakening euro (due to quantitative easing) should benefit the region's exporters, including businesses providing environmental solutions.
We await with interest the forthcoming submissions from countries due to participate in the Climate Change conference in Paris in December. The scope and scale of the various pledges will give us a sign as to the level of ambition likely to be on display at the conference and should be significant for the outlook of environmental investment as a whole.
Charlie Thomas
Fund Manager
Jupiter Asset Management Limited*
13 July 2015
*Appointed as Investment Manager to the Company until 21 July 2014. Subsequently appointed as Investment Adviser to JUTM, who were appointed as AIFM to the Company on 22 July 2014.
Investment Portfolio
as at 31 March 2015
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31 March 2015 |
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31 March 2014 |
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Country |
Market value |
Percentage |
Market value |
Percentage |
|
Company |
of Listing |
£'000 |
of Portfolio |
£'000 |
of Portfolio |
|
|
|
|
|
|
|
|
Wabtec |
United States |
2,003 |
5.5 |
1,455 |
3.8 |
|
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|
|
|
|
|
|
Smith A.O. |
United States |
1,534 |
4.2 |
957 |
2.5 |
|
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|
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|
|
|
Cranswick |
United Kingdom |
1,204 |
3.3 |
1,342 |
3.5 |
|
|
|
|
|
|
|
|
Novozymes |
Denmark |
1,155 |
3.2 |
988 |
2.6 |
|
|
|
|
|
|
|
|
United Natural Foods |
United States |
1,092 |
3.0 |
895 |
2.3 |
|
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|
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|
Ricardo Group |
United Kingdom |
1,084 |
3.0 |
1,251 |
3.2 |
|
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|
LKQ Corporation |
United States |
1,005 |
2.8 |
922 |
2.4 |
|
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Emcor Group |
United States |
950 |
2.6 |
853 |
2.2 |
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Johnson Matthey |
United Kingdom |
941 |
2.6 |
981 |
2.6 |
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BorgWarner |
United States |
860 |
2.4 |
778 |
2.0 |
|
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Stantec |
Canada |
850 |
2.3 |
1,244 |
3.2 |
|
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National Express Group |
United Kingdom |
830 |
2.3 |
819 |
2.1 |
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Vestas Wind Systems |
Denmark |
806 |
2.2 |
697 |
1.8 |
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Tomra Systems |
Norway |
803 |
2.2 |
810 |
2.1 |
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Toray Industries |
Japan |
798 |
2.2 |
560 |
1.5 |
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Valmont Industries |
United States |
795 |
2.2 |
857 |
2.2 |
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RPS Group |
United Kingdom |
762 |
2.1 |
1,057 |
2.7 |
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WS Atkins |
United Kingdom |
746 |
2.0 |
813 |
2.1 |
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Covanta |
United States |
724 |
2.0 |
519 |
1.4 |
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Horsehead Holdings |
United States |
712 |
2.0 |
862 |
2.2 |
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Sensata Technologies |
Netherlands |
643 |
1.8 |
307 |
0.8 |
|
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Shanks Group |
United Kingdom |
636 |
1.7 |
666 |
1.7 |
|
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Regal Beloit |
United States |
608 |
1.7 |
492 |
1.3 |
|
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FirstGroup |
United Kingdom |
586 |
1.6 |
940 |
2.4 |
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Andritz |
Austria |
580 |
1.6 |
532 |
1.4 |
|
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Veolia Environnement |
France |
566 |
1.6 |
527 |
1.4 |
|
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Xylem |
United States |
551 |
1.5 |
455 |
1.2 |
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China Everbright |
Hong Kong |
536 |
1.5 |
608 |
1.6 |
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NSK |
Japan |
533 |
1.5 |
334 |
0.9 |
|
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Air Water |
Japan |
531 |
1.5 |
482 |
1.2 |
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Shimano |
Japan |
522 |
1.4 |
597 |
1.6 |
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Whole Foods Market |
United States |
509 |
1.4 |
807 |
2.1 |
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China Longyuan Power |
China |
496 |
1.4 |
343 |
0.9 |
|
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Azbil |
Japan |
492 |
1.3 |
399 |
1.0 |
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Clean Harbors |
United States |
484 |
1.3 |
509 |
1.3 |
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EDP Renovaveis |
Spain |
460 |
1.3 |
520 |
1.4 |
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Keller Group |
United Kingdom |
440 |
1.2 |
497 |
1.3 |
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SKF |
Sweden |
423 |
1.2 |
372 |
1.0 |
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Daiseki |
Japan |
415 |
1.1 |
353 |
0.9 |
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Pure Technologies |
Canada |
409 |
1.1 |
482 |
1.2 |
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Latchways |
United Kingdom |
376 |
1.0 |
524 |
1.4 |
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Suez Environnement |
France |
360 |
1.0 |
378 |
1.0 |
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Mayr-Melnhof Karton |
Austria |
353 |
1.0 |
382 |
1.0 |
|
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Schneider Electric |
France |
352 |
1.0 |
358 |
0.9 |
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Centrotec Sustainable |
Germany |
347 |
0.9 |
504 |
1.3 |
|
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Itron |
United States |
346 |
0.9 |
300 |
0.8 |
|
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|
Hollysys Automation Technologies |
United Kingdom |
308 |
0.8 |
- |
- |
|
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Boer Power |
Hong Kong |
287 |
0.8 |
- |
- |
|
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|
Watts Water |
United States |
284 |
0.8 |
271 |
0.7 |
|
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|
Casella Waste |
United States |
283 |
0.8 |
235 |
0.6 |
|
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First Solar |
United States |
281 |
0.8 |
260 |
0.7 |
|
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Newalta |
Canada |
279 |
0.8 |
406 |
1.1 |
|
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Wacker Chemie |
Germany |
279 |
0.8 |
330 |
0.9 |
|
|
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|
Keurig Green Mountain |
United States |
262 |
0.7 |
277 |
0.7 |
|
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|
Augean |
United Kingdom |
259 |
0.7 |
243 |
0.6 |
|
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|
Greenko Group |
United Kingdom |
233 |
0.6 |
374 |
1.0 |
|
|
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|
Hub Group |
United States |
206 |
0.6 |
369 |
1.0 |
|
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|
SunOpta |
United States |
202 |
0.6 |
223 |
0.6 |
|
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Vossloh |
Germany |
201 |
0.5 |
275 |
0.7 |
|
|
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|
Ameresco |
United States |
187 |
0.5 |
197 |
0.5 |
|
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|
Renewable Energy Generation |
United Kingdom |
176 |
0.5 |
225 |
0.6 |
|
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Abengoa ADR |
Spain |
174 |
0.5 |
193 |
0.5 |
|
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|
Abengoa |
Spain |
165 |
0.4 |
183 |
0.5 |
|
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Atlantis Resources |
United Kingdom |
55 |
0.1 |
177 |
0.5 |
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TEG Group |
United Kingdom |
20 |
0.1 |
69 |
0.2 |
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TOTAL |
|
36,349 |
100.0 |
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Cross holdings in other investment companies
As at 31 March 2015, none of the Company's total assets were invested in the securities of other UK listed investment companies. It is the Company's stated policy that not more than 10 per cent., in aggregate, of the value of the Total Assets of the Company (before deducting borrowed money) may be invested in other investment companies (including investment trusts) listed on the Main Market of the London Stock Exchange. Whilst the requirements of the UK Listing Authority permit the Company to invest up to this 10 per cent. limit, it is the Directors' current intention that the Company invests not more than 5 per cent., in aggregate, of the value of the Total Assets of the Company (before deducting borrowed money) in such other investment companies.
Strategic Review
The Strategic Report has been prepared in accordance with the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013.
The Strategic Report seeks to provide shareholders with the relevant information to enable them to assess the performance of the Directors of the Company during the period under review.
Business and Status
During the year the Company carried on business as an investment trust with its principal activity being portfolio investment. The Company has been approved by HM Revenue & Customs as an investment trust subject to the Company continuing to meet the eligibility conditions of sections 1158 and 1159 of the Corporation Taxes Act 2010 and the ongoing requirements for approved companies as detailed in Chapter 3 of Part 2 of the Investment Trust (Approved Company) (Tax) Regulations 2011. In the opinion of the Directors, the Company has conducted its affairs in the appropriate manner to retain its status as an investment trust.
The Company is an investment company within the meaning of section 833 of the Companies Act 2006.
The Company is not a close company within the meaning of the provisions of the Corporation Tax Act 2010 and has no employees.
The Company was incorporated in England & Wales on 12 April 2006 and started trading on 8 June 2006, immediately following the Company's launch.
Reviews of the Company's activities are included in the Chairman's Statement and Investment Adviser's Review.
There has been no significant change in the activities of the Company during the year to 31 March 2015 and the Directors anticipate that the Company will continue to operate in the same manner during the current financial year.
Investment Objective
The Investment objective of the Company is to generate long-term capital growth for Ordinary shareholders through a diverse portfolio of companies providing environmental solutions.
Strategy
The Investment Adviser has adopted a bottom-up approach. The Investment Adviser, supported by the sustainable investment and Governance team, researches companies, ensuring that each potential investment falls within the Company's stated investment policy. Consideration is also given to a potential investment's risk/return profile and growth prospects before an investment is made. Once companies operating within the appropriate theme have been identified and due diligence has been carried out, the Investment Adviser will decide whether a particular investment would be appropriate.
Business Model & Investment Policy
The Company will invest primarily in securities which are quoted, listed or traded on a recognised exchange. However, up to 5 per cent. of the Company's Total Assets (at the time of such investment) may be invested in unlisted securities.
The Company observes the following investment restrictions:
No more than 15 per cent. of the Total Assets of the Company will be lent to or invested in any one company or group;
Whilst the UK Listing Authority permits companies to invest up to 15 per cent. of Total Assets in other investment companies, the Directors have no intention to invest more than 10 per cent. in aggregate, of the value of the total assets of the Company in such other investment companies;
In accordance with the requirements of the UK Listing Authority, any material changes in the principal investment policies and restrictions of the Company would only be made with the approval of shareholders by ordinary resolution.
Benchmark Index
The Company's Benchmark Index is the MSCI World Small Cap Index Total Return, expressed in Sterling.
Management
The Company has no employees and most of its day-to-day responsibilities are delegated to Jupiter Asset Management Limited, who act as the Company's Investment Adviser and Company Secretary. Further details of the Company's arrangement with Jupiter Asset Management Limited can be found in Note 19 to the accounts on page 44 of the Annual Report & Accounts.
Key Performance Indicators
At their quarterly Board meetings the Directors consider a number of performance indicators to help assess the Company's success in achieving its objectives. The key performance indicators used to measure the performance of the Company over time are as follows:
·Net Asset Value changes over time;
·Ordinary share price movement;
·A comparison of Ordinary share price and Net Asset Value to benchmark;
·Discount over varying periods;
·Peer group comparative performance; and
·Fund in/outflows of the retail investment wrapper products managed by the Manager.
A history of the Net Asset Values, the price of the Ordinary shares and the Benchmark Index are shown on the monthly factsheets which can be viewed on the Investment Adviser's website www.jupiteram.com/JGC and which are available on request from the Company Secretary.
Gearing
Gearing is defined as the ratio of a company's total assets to its net assets, expressed as a percentage. The effect of gearing is that in rising markets a geared share class tends to benefit from any outperformance of the relevant company's investment portfolio above the cost of payment of the prior ranking entitlements of any lenders and other creditors. Conversely, in falling markets the value of the geared shares class suffers more if the company's investment portfolio underperforms the cost of those prior entitlements.
The Company may utilise gearing at the Director's discretion for the purpose of financing the Company's portfolio and enhancing shareholder returns. In particular, the Company may be geared by bank borrowings which will rank in priority to the Ordinary shares for repayment on a winding up or other return of capital.
The Articles of Association (the 'Articles') provide that, without the sanction of the Company in general meeting, the Company may not incur borrowings above a limit of 25 per cent. of the Company's total assets at the time of drawdown of the relevant borrowings.
Loan facility
The Company has a revolving £3 million bank loan facility with Scotiabank Europe PLC. The company did not draw down this loan during the year under review. The Finance costs shown in the Statement of Comprehensive Income was in respect of the costs incurred for non-utilisation of the facility during the year.
Use of Derivatives
The Company may invest in derivative financial instruments, comprising options, futures and contracts for differences for investment, hedging and efficient portfolio management, as more fully described in the investment policy. There is a risk that the use of such instruments will not achieve the goals desired. Also, the use of swaps, contracts for differences and other derivative contracts entered into by private agreements may create a counterparty risk for the Company. This risk is mitigated by the fact that the counterparties must be institutions subject to prudential supervision and that the counterparty risk on a single entity must be limited in accordance with the individual restrictions.
Currency Hedging
The Company's accounts are maintained in Sterling while investments and revenues are likely to be denominated and quoted in currencies other than Sterling. Although it is not the Company's present intention to do so, the Company may, where appropriate and economic to do so, employ a policy of hedging against fluctuations in the rate of exchange between Sterling and other currencies in which its investments are denominated.
Principal Risks and Uncertainties
The principal risk factors relating to the Company can be divided into the following areas:
Investment policy and process - inappropriate investment policies and processes may result in under performance against the prescribed Benchmark Index and the company's peer group.
The Board manages these risks by ensuring a diversification of investments and regularly reviewing the portfolio asset allocation and investment process. In addition, certain investment restrictions have been set and these are monitored as appropriate.
Investment Strategy and Share Price Movements - The Company is exposed to the effect of variations in the price of its investments. A fall in the value of its portfolio will have an adverse effect on shareholders' funds. It is not the aim of the Board to eliminate entirely the risk of capital loss, rather it is its aim to seek capital growth. The Board reviews the Company's investment strategy and the risk of adverse share price movements at its quarterly board meetings taking into account the economic climate, market conditions and other factors that may have an effect on the sectors in which the Company invests. There can be no assurances that appreciation in the value of the Company's investments will occur but the Board seeks to reduce this risk.
Discount to Net Asset Value - A discount in the price at which the Company's shares trade to Net Asset Value would mean that shareholders would be unable to realise the true underlying value of their investment. As a means of controlling the discount to Net Asset Value the Board has established a buy back programme which is under constant review as market conditions change.
Further details of the buy back programme can be found on page 15 of the Annual Report & Accounts under the heading 'Discount Control'.
Accounting, legal and regulatory - the Company is subject to various laws and regulations by virtue of its status as a Company registered under the Companies Act 2006 as an investment trust, and its listing on the London Stock Exchange. A serious breach of regulatory rules may lead to suspension from the London Stock Exchange, a fine or a qualified Audit Report. A breach of Section 1158 of the CTA could result in the Company being subject to capital gains tax on portfolio movements.
Operational - control failures, either by the Manager or any other of the Company's service providers, may result in operational or reputational problems, erroneous disclosures or loss of assets through fraud, as well as breaches of regulations.
Financial - the financial risks faced by the Company include market price risk and foreign currency risk. Further details are disclosed in Note 11 on pages 39 to 42 of the Annual Report & Accounts.
Capital Gains Tax Information
The closing price of the Ordinary shares on the first date of dealing for capital gain tax purposes was 99p.
No Director has a contract of service with the Company.
The Directors' interest in contractual arrangements with the Company are as detailed in Note 19 to the accounts on page 44 of the Annual Report & Accounts. Subject to these exceptions, no Director was a party to or had any material interest in any contract or arrangement with the Company at any time during the year or subsequently.
Mr Crole is an employee of Jupiter Asset Management Limited whose subsidiary company, Jupiter Unit Trust Managers, receives investment management and performance fees from the Company.
Subject to these exceptions, no Director was a party to or had any interest in any contract or arrangement with the Company at any time during the year or subsequently.
Social and Environmental Matters
The Investment Adviser considers various factors when evaluating potential investments. While an investee company's policy towards the environment and social responsibility, including with regard to human rights, is considered as part of the overall assessment of risk and suitability for the portfolio, the Investment Adviser does not necessarily decide to, or not to, make an investment on environmental and social grounds alone.
All of the Company's activities are outsourced to third parties. As such it does not have any physical assets, property, employees or operations of its own and does not generate any greenhouse gas or other emissions.
Board Diversity
It is seen as a prerequisite that each member of the Board must have the skills, experience and character that will enable each Director to contribute individually, and as part of the Board team, to the effectiveness of the Board and the success of the Company. Subject to that overriding principle, diversity of experience and approach, including gender diversity amongst Board members is of great value, and it is the Board's policy to give careful consideration to issues of overall Board balance and diversity in making new appointments to the Board.
Global Greenhouse Gas Emissions
The Company has no greenhouse gas emissions to report from its operations as its day-to-day management and administration functions have been outsourced to third parties and it neither owns physical assets, property nor has employees of its own. It therefore does not have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report on Directors' Reports) Regulations 2013.
For and on behalf of the Board
Perry K O Crosthwaite
Chairman
13 July 2015
Statement of Directors' Responsibilities
The Directors are responsible for preparing the Annual Report and financial statements in accordance with applicable United Kingdom law and those International Financial Reporting Standards ("IFRS") as adopted by the European Union.
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 return or loss of the company for that period.
In preparing those financial statements, the Directors are required to:
a) select suitable accounting policies in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;
b) present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
c) provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance;
d) state that the Company has complied with IFRS, subject to any material departures disclosed and explained in the financial statements; and
e) make judgements and estimates that are reasonable and prudent.
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. The work carried out by the Auditor does not include consideration of the maintenance and integrity of the website and accordingly the Auditor accepts no responsibility for any changes that have occurred to the financial statements when they are presented on the website.
The financial statements are published on www.jupiteram.com/JGC, which is a website maintained by Jupiter Asset Management Limited.
Visitors to the website need to be aware that legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
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 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.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Statement of Corporate Governance that comply with that law and those regulations.
The Directors, who are listed on page 16 of this report, confirm to the best of their knowledge that:
a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company;
b) the report includes a fair view 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 the Company faces; and
c) that in the opinion of the Board, the Annual Report and Accounts taken as a whole, is fair, balanced and understandable and it provides the information necessary to asses the company's performance, business model and strategy.
So far as each Director is aware at the time the report is approved:
a) there is no relevant audit information of which the Company's auditors are unaware; and
b) the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.
By Order of the Board
Perry Crosthwaite
Chairman
13 July 2015
STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 March 2015
|
|
Year ended 31 March 2015 |
Year ended 31 March 2014 |
|||||
|
|
|
|
|
|
|
|
|
|
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
Gain on investments at fair value |
|
|
|
|
|
|
|
|
through profit or loss |
|
- |
2,391 |
2,391 |
- |
6,776 |
6,776 |
|
|
|
|
|
|
|
|
|
|
Foreign exchange loss |
|
- |
(24) |
(24) |
- |
(5) |
(5) |
|
|
|
|
|
|
|
|
|
|
Income |
|
570 |
- |
570 |
596 |
- |
596 |
|
|
|
|
|
|
|
|
|
|
Total income |
|
570 |
2,367 |
2,937 |
596 |
6,771 |
7,367 |
|
|
|
|
|
|
|
|
|
|
Investment management fee |
|
(31) |
(284) |
(315) |
(33) |
(297) |
(330) |
|
|
|
|
|
|
|
|
|
|
Investment performance fee |
|
- |
- |
- |
- |
(350) |
(350) |
|
|
|
|
|
|
|
|
|
|
Other expenses |
|
(325) |
- |
(325) |
(327) |
- |
(327) |
|
|
|
|
|
|
|
|
|
|
Total expenses |
|
(356) |
(284) |
(640) |
(360) |
(647) |
(1,007) |
|
|
|
|
|
|
|
|
|
|
Net return before finance costs and tax |
214 |
2,083 |
2,297 |
236 |
6,124 |
6,360 |
|
|
|
|
|
|
|
|
|
|
|
Finance costs |
|
(13) |
- |
(13) |
(2) |
- |
(2) |
|
|
|
|
|
|
|
|
|
|
Return on ordinary activities |
|
|
|
|
|
|
|
|
before taxation |
|
201 |
2,083 |
2,284 |
234 |
6,124 |
6,358 |
|
|
|
|
|
|
|
|
|
|
Taxation |
|
(38) |
- |
(38) |
(44) |
- |
(44) |
|
|
|
|
|
|
|
|
|
|
Net return after taxation |
|
163 |
2,083 |
2,246 |
190 |
6,124 |
6,314 |
|
|
|
|
|
|
|
|
|
|
Return per Ordinary share |
|
0.63p |
8.07p |
8.70p |
0.66p |
21.32p |
21.98p |
|
|
|
|
|
|
|
|
|
|
Diluted return per Ordinary share |
|
0.63p |
8.07p |
8.70p |
0.66p |
21.22p |
21.88p |
|
The total column of this statement is the income statement of the Company, prepared in accordance with IFRS. The supplementary revenue return and capital return columns are both prepared under guidance produced by the Association of Investment Companies (AIC). All items in the above statement derive from continuing operations.
No operations were acquired or discontinued during the year.
All income is attributable to the equity holders of Jupiter Green Investment Trust PLC. There are no minority interests.
STATEMENT OF FINANCIAL POSITION
as at 31 March 2015
|
|
2015 |
2014 |
|
|
£'000 |
£'000 |
|
|
|
|
Non current assets |
|
|
|
|
|
|
|
Investments held at fair value through profit or loss |
|
36,349 |
38,470 |
|
|
|
|
Current assets |
|
|
|
|
|
|
|
Prepayments and accrued income |
|
94 |
64 |
|
|
|
|
Cash and cash equivalents |
|
2,242 |
96 |
|
|
|
|
|
|
2,336 |
160 |
|
|
|
|
Total assets |
|
38,685 |
38,630 |
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
Other payables |
|
(140) |
(488) |
|
|
|
|
Total assets less current liabilities |
|
38,545 |
38,142 |
|
|
|
|
Capital and reserves |
|
|
|
|
|
|
|
Called up share capital |
|
34 |
33 |
|
|
|
|
Share premium |
|
29,348 |
28,348 |
|
|
|
|
Redemption reserve |
|
239 |
239 |
|
|
|
|
Special reserve |
|
24,292 |
24,292 |
|
|
|
|
Retained earnings |
|
(15,368) |
(14,770) |
|
|
|
|
Total equity shareholders' funds |
|
38,545 |
38,142 |
|
|
|
|
Net Asset Value per Ordinary share |
|
152.35p |
145.00p |
|
|
|
|
Diluted Net Asset Value per Ordinary share |
|
151.68p |
143.13p |
|
|
|
|
STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2015
|
Share |
Share |
Special Redemption |
Retained |
|
|
For the year ended |
Capital |
Premium |
Reserve |
Reserve |
Earnings |
Total |
31 March 2015 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
Balance at 31 March 2014 |
33 |
28,348 |
24,292 |
239 |
(14,770) |
38,142 |
|
|
|
|
|
|
|
Net gain for the year |
- |
- |
- |
- |
2,246 |
2,246 |
|
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
- |
(284) |
(284) |
|
|
|
|
|
|
|
Ordinary shares issued |
1 |
1,000 |
- |
- |
- |
1,001 |
|
|
|
|
|
|
|
Ordinary shares repurchased |
- |
- |
- |
- |
(2,560) |
(2,560) |
|
|
|
|
|
|
|
Balance at 31 March 2015 |
34 |
29,348 |
24,292 |
239 |
(15,368) |
38,545 |
|
|
|
|
|
|
|
|
Share |
Share |
Special Redemption |
Retained |
|
|
For the year ended |
Capital |
Premium |
Reserve |
Reserve |
Earnings |
Total |
31 March 2014 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
Balance at 31 March 2013 |
33 |
27,285 |
24,292 |
238 |
(14,277) |
37,571 |
|
|
|
|
|
|
|
Net gain for the year |
- |
- |
- |
- |
6,314 |
6,314 |
|
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
- |
(370) |
(370) |
|
|
|
|
|
|
|
Ordinary shares issued |
1 |
1,063 |
- |
- |
- |
1,064 |
|
|
|
|
|
|
|
Ordinary shares repurchased |
(1) |
- |
- |
1 |
(6,437) |
(6,437) |
|
|
|
|
|
|
|
Balance at 31 March 2014 |
33 |
28,348 |
24,292 |
239 |
(14,770) |
38,142 |
|
|
|
|
|
|
|
CASH FLOW STATEMENT
for the year ended 31 March 2015
|
|
2015 |
2014 |
|
|
£'000 |
£'000 |
|
|
|
|
Cash flows from operating activities |
|
|
|
|
|
|
|
Investment income received |
|
542 |
583 |
|
|
|
|
Investment management fee paid |
|
(317) |
(328) |
|
|
|
|
Investment performance fee paid |
|
(350) |
- |
|
|
|
|
Other cash expenses |
|
(323) |
(288) |
|
|
|
|
Net cash outflow from operating activities before taxation |
|
(448) |
(33) |
|
|
|
|
Interest paid |
|
(13) |
(1) |
|
|
|
|
Taxation |
|
(38) |
(44) |
|
|
|
|
Net cash outflow from operating activities |
|
(499) |
(77) |
|
|
|
|
Net cash flows from investing activities |
|
|
|
|
|
|
|
Purchases of investments |
|
(1,381) |
(3,394) |
|
|
|
|
Sale of investments |
|
5,893 |
8,165 |
|
|
|
|
Net cash inflow from investing activities |
|
4,512 |
4,771 |
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
Shares issued |
|
1,001 |
1,064 |
|
|
|
|
Shares repurchased |
|
(2,560) |
(6,700) |
|
|
|
|
Equity dividends paid |
|
(284) |
(370) |
|
|
|
|
Net cash outflow from financing activities |
|
(1,843) |
(6,006) |
|
|
|
|
Increase/(decrease) in cash |
|
2,170 |
(1,313) |
|
|
|
|
Change in cash and cash equivalents |
|
|
|
|
|
|
|
Cash and cash equivalents at start of year |
|
96 |
1,414 |
|
|
|
|
Realised loss on foreign currency |
|
(24) |
(5) |
|
|
|
|
Cash and cash equivalents at end of year |
|
2,242 |
96 |
|
|
|
|
Notes to the accounts
1. Income
|
|
|
|
|
Year |
Year |
|
|
|
|
|
ended |
ended |
|
|
|
|
|
31 March |
31 March |
|
|
|
|
|
2015 |
2014 |
|
|
|
|
|
£'000 |
£'000 |
|
|
|
|
|
|
|
Income from investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends from UK companies |
|
|
|
|
214 |
257 |
|
|
|
|
|
|
|
Dividends from overseas companies |
|
|
|
|
356 |
339 |
|
|
|
|
|
|
|
Total income |
|
|
|
|
570 |
596 |
|
|
|
|
|
|
2. Reconciliation of net cash outflow from operating activities
|
2015 |
2014 |
|
£'000 |
£'000 |
|
|
|
Net return before finance costs and taxation |
2,297 |
6,360 |
|
|
|
Profit on investments |
(2,391) |
(6,776) |
|
|
|
(Increase)/decrease in prepayments and accrued income |
(30) |
1 |
|
|
|
(Decrease)/increase in accruals and other creditors |
(348) |
377 |
|
|
|
Foreign exchange loss |
24 |
5 |
|
|
|
Net cash outflow from operating activities |
(448) |
(33) |
|
|
|
3. Related parties
Mr Charlie Crole*, a director of the Company is an employee of the Investment Adviser, Jupiter Asset Management Limited ('JAM'), a company within the same group as the Alternative Investment Manager, Jupiter Unit Trust Managers limited ('JUTM'). These companies received investment management fees as set out below.
Further details of directors remuneration and shareholdings can be found in the Directors' Remuneration Report and Policy on pages 24 and 25 of the Annual Report & Accounts (no fees are outstanding at the year end).
JUTM is contracted to provide investment management services to the Company (subject to termination by not less than twelve months' notice by either party) for a fee payable monthly, of one twelfth of 0.85 per cent. of the net assets of the Company after deduction of the value of any Jupiter managed investments.
The management fee payable to Jupiter Asset Management Limited (JAM) for the period 1 April 2014 to 21 July 2014 was £96,862 and to JUTM for the period 22 July 2014 to 31 March 2015 was £217,933 with £54,214 (2014: £34,000) outstanding at year end.
JUTM is also entitled to an investment performance fee which is based on the outperformance of the Net Asset Value per Ordinary share over the total return on the Benchmark Index in an accounting year. Any performance fee payable will equal the time weighted average number of Ordinary shares in issue during the period multiplied by 15 per cent. of the amount by which the increase in the Net Asset Value per Ordinary share (plus any dividends per Ordinary share paid or payable and any accrual for unpaid performance fees for the period) exceeds the total return on the Benchmark Index. The performance fee will only be payable if the Net Asset Value per Ordinary share (adjusted as described above) exceeds the highest of (i) the Net Asset Value per Ordinary share on the last business day of the previous performance period; (ii) the Net Asset Value per Ordinary share on the last day of a performance period in respect of which a performance fee was last paid: and (iii) 100p. The total amount of management fees and any performance fee payable in respect of one accounting period is limited to 1.75 per cent. of the Net Asset Value of the Company on the last business day of the relevant performance period. There was no performance fee payable for the year ended 31 March 2015 (2014: £350,000).
The Company has invested from time to time in funds managed by Jupiter Investment Management Group Limited or its subsidiaries. There were no such holdings as at 31 March 2015.
Going concern
The financial statements have been prepared on a going concern basis. The Directors consider that this is the appropriate basis as they have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. In considering this, the Directors took into account the Company's investment objective, risk management policies and capital management policies, the diversified portfolio of readily realisable securities which can be used to meet short-term funding commitments and the ability of the Company to meet all of its liabilities and ongoing expenses. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Availability of annual report
The Annual Report and Accounts are expected to be posted to all registered shareholders shortly and copies may shortly be obtained from the registered office of the Company at 1 Grosvenor Place, London SW1X 7JJ or downloaded from the Company's section of Jupiter Asset Management's website (www.jupiteram.com/JGC)
By Order of the Board
Perry K O Crosthwaite
Chairman
Enquiries:
Richard Pavry
Head of Investment Trusts
Jupiter Asset Management Limited, Company Secretary
investmentcompanies@jupiteram.com
020 3817 1496
13 July 2015