Alliance Trust PLC Annual Report 2023

FY2023 Annual Report · Alliance Trust PLC

Loading PDF…

ANNUAL REPORT
2023

Annual Report for the year ended 31 December 2023

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportAnnual Report and Financial Accounts 2023

INTRODUCTION

Our approach brings
together the ‘best ideas’
from expert stock pickers.
Each is responsible for
investing in a selection of
high conviction equities.”

Dean Buckley
Chair

z Introduction

z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

INVESTING
FOR GENERATIONS

Catering for every generation,
Alliance Trust aims to grow
your capital over time and
provide rising income by
investing in global equities.

Investment
objective

The Company’s objective is to be
a core investment for investors that
delivers a real return over the long
term through a combination of
capital growth and a rising dividend.
The Company invests primarily in
global equities across a wide range
of different sectors and industries
to achieve its objective.

CONTENTS

Strategic Report

Our Performance
Longer-Term Performance
Chair’s Statement
Investment Manager’s Report
Our Stock Pickers
Investment Portfolio
Dividend
Ongoing Charges & Discount
How We Manage Our Risks

Directors’ Report

Board of Directors
Corporate Governance
Viability and Going Concern Statements
Audit and Risk Committee
Directors’ Responsibilities
Remuneration Report

Independent Auditor’s Report

Financial Statements

Other Information

Connecting with Shareholders
Alternative Performance Measures
Glossary of Terms
Information for Shareholders
Ten Year Record

4
5
6
8
15
16
29
30
31

36
42
54
56
59
60

100

100
102
103
105
109

A CORE HOLDING FOR ALL GENERATIONS

Our portfolio’s blend of stock pickers and their customised
stock selections makes Alliance Trust a strong, core
holding for long-term investors seeking capital growth
and rising income. Whatever your financial goal, be it
saving for university or a first home, building a pension
or leaving a legacy, we’re built to help you achieve this.

Proven resilience
Established in 1888, we’ve successfully navigated two
world wars, multiple economic crises, the Covid-19
pandemic and numerous political upheavals.

Low maintenance
Our ready-made portfolio does all the hard work for you.
With thousands of funds to choose from, it can be daunting
finding the time and having the confidence to be your own
wealth manager. By using experts to select and monitor a
team of top-rated stock pickers, who in turn choose their
most attractive stocks, we provide a simple, high-quality
way to invest in global equities at a competitive cost.

Diversified by country, industry and style
Our approach doesn’t depend on the skill of a single
high‑profile individual. It’s a team effort which means
the portfolio can add value through varying stock
market cycles and deliver more consistent returns.

All of our stock pickers have different but complementary
approaches to investing. This means our holdings are well
diversified across countries, industries and investment styles
to seek a wide range of opportunities while minimising risk.

Focused stock picking
Although well diversified, we avoid hugging the Company’s
benchmark index1 by asking the stock pickers to choose no
more than 20 stocks2 in which they have the highest level
of conviction.

When combined, our portfolio’s country and sector
exposures resemble the index1 but its individual holdings
are very different. This high level of divergence is
designed to maximise potential for outperformance.

Expert manager selection
All the stock pickers are chosen by our investment
manager, Willis Towers Watson (‘WTW’), a leading global
investment business.

WTW researches thousands of managers globally,
before selecting a diverse team of expert stock pickers
for Alliance Trust.

To control risk, WTW then balances the amount of
capital allocated to each of them. Due to the modular
construction of the portfolio, if a stock picker needs
to be replaced, this can be done smoothly.

Responsible ownership
Our approach to investment is forward-thinking. To help
protect the returns of the next generations, we include
consideration of environmental, social and governance
factors in the selection of our stock pickers who in turn
include these factors in their investment processes. We
place particular emphasis on engaging with companies
to drive change in harmful business practices that
may threaten long‑term corporate profitability.

Rising dividend
We’re proud of our 57-year track record of dividend growth,
which is one of the longest in the investment trust industry.

1. MSCI All Country World Index. 2. Apart from GQG Partners, who also manage a dedicated emerging markets mandate with up to 60 stocks.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

OUR PERFORMANCE

LONGER-TERM
PERFORMANCE

NET ASSET VALUE (‘NAV’) PER SHARE

This measures the performance of our assets. It combines
any change in the NAV with dividends paid by the Company.

This demonstrates the return our shareholders receive through
share price capital returns and dividends paid by the Company.

NAV TOTAL RETURN (%)1

TOTAL SHAREHOLDER RETURN (%)1

1,175.1p

(2022: 989.5p)

z Introduction

z Our Performance
z Longer-Term Performance

z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

FINANCIAL HIGHLIGHTS
AS AT 31 DECEMBER 2023

SHARE PRICE

1,112.0p

(2022: 948.0p)

TOTAL SHAREHOLDER RETURN1

NAV TOTAL RETURN1

+20.2%

(2022: -5.8%)

+21.6%

(2022: -7.1%)

DISCOUNT TO NAV1

TOTAL DIVIDEND2

-5.4%

(2022: -4.2%)

25.2p

(2022: 24.0p)

The above data is as at 31 December 2023.

Net assets/shareholders’ funds (£’000)
Shares in issue (excluding ordinary shares held in Treasury)
NAV per share (p)
NAV Total Return (%)1
Share price (p)
Total dividend per share (p)2
Total Shareholder Return (%)1
Discount to NAV (%)1
Ongoing Charges Ratio (%)1

1. Alternative Performance Measure – see page 102 for further information.
2. Total dividend rounded to one decimal place.

Notes:
NAV per share including income with debt at fair value.

NAV Total Return based on NAV including income with debt at fair value and after all costs.

Source: Morningstar and Juniper.

31 December
2023

31 December
2022

%
Change

3,336,688
283,964,600
1,175.1
21.6
1,112.0
25.2
20.2
-5.4
0.62

2,895,019
292,579,600
989.5
-7.1
948.0
24.0
-5.8
-4.2
0.61

15.3
-2.9
18.7

17.3
5.0

200

180

160

140

120

100

78.9

73.9

21.6

15.3

33.9

26.8

177.5

178.6

220

200

180

160

140

120

100

79.3

73.9

20.2

15.3

31.9

26.8

206.7

178.6

1 year

3 years

5 years

10 years*

1 year

3 years

5 years

10 years*

Alliance Trust

Source: Morningstar and MSCI Inc.

Alliance Trust

Source: Morningstar and MSCI Inc.

MSCI ACWI

NAV Total Return based on NAV including income with debt at
fair value and after costs.

MSCI ACWI

COMPARISON AGAINST PEERS (%)

NET ASSET VALUE PER SHARE (PENCE)

This shows our NAV Total Return against the Total Return
of the Morningstar universe of UK retail global equity funds
(open-ended and closed-ended) and the AIC Global Sector.

This shows the value per share of the investments held by
the Company less its liabilities (including borrowings).

200

180

160

140

120

100

78.9

64.5

63.4

33.9

21.6

12.7

16.3

17.8

10.1

177.5

180.8

146.4

1200

1000

800

600

400

200

1,090.0

989.5

1,175.1

875.9

933.9

1 year

3 years

5 years

10 years*

2019

2020

2021

2022

2023

Alliance Trust

Morningstar Peer Group Median

Source: Morningstar and the Association
of Investment Companies.

Source: Juniper.
Net Asset Value includes income and with debt at fair value.

AIC Global Sector Average NAV Total Return (unweighted)

1. Alternative Performance Measure (see page 102 for further information).

* Includes performance prior to WTW’s appointment as investment manager on 1 April 2017.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

CHAIR’S STATEMENT

CHAIR’S
STATEMENT

It is with pleasure that I present the Annual
Report for the year ended 31 December
2023, my first report as Chair.”

Dean Buckley
Chair

2023: A GOOD YEAR FOR SHAREHOLDERS

THREE AWARDS

2023 was a surprisingly positive year for financial markets,
with global equities delivering strong gains despite a
challenging economic and geopolitical backdrop. I am pleased
to report that our Net Asset Value (‘NAV’) Total Return of
21.6% was significantly higher than the 15.3% return from our
benchmark, the MSCI All Country World Index (‘MSCI ACWI’).
It also compared favourably with the average returns of our
two peer groups, 16.3% for the Association of Investment
Companies (‘AIC’) Global Sector investment trust peer group
and 12.7% for the Morningstar universe of UK retail global
equity funds (open-ended and closed-ended). By design,
this outperformance was largely due to good stock picking,
rather than the result of any significant style, country, or
sector biases. The slight widening of the Company’s discount,
from 4.2% at the start of the year to 5.4% at the end, led to a
marginally lower Total Shareholder Return (‘TSR’) of 20.2%.

DIVIDEND INCREASED FOR 57TH
CONSECUTIVE YEAR

The Board declared a fourth interim dividend of 6.34p on
20 February 2024. As a result, the dividend for the full year
increased by 5.0% from the prior year to 25.2p per share
(2023: 24.0p). This year’s dividend increase marks the 57th
consecutive annual increase, a track record which is one of
the longest in the investment trust industry, and one which
the Board is confident can be extended well into the future.

RESILIENT PERFORMANCE TRACK RECORD

It was, therefore, a good year for our shareholders, one
that built on the solid foundations laid in prior years and,
through the continued strong compounding of returns,
boosted longer term performance metrics. Given our
style-balanced approach, the Board is pleased to see the
Company’s investment strategy working as intended, avoiding
dramatic swings of performance relative to benchmark and
growth or value biased strategies, and delivering resilient
returns through a range of market environments. These
environments included Brexit, Covid, the war in Ukraine,
surging interest rates to contain inflation and escalating
tensions in the Middle East. At year-end, our performance
was in the top quarter of the Morningstar peer group of
global trusts and funds over one, three, and five years.

It is also encouraging to see that the turnaround since
the introduction of the multi-manager strategy in 2017
has been recognised externally. We won three awards
in 2023: the Global category of the 25th Investment
Company of the Year Awards run by Investment Week,
in association with the AIC; Best Marketing Campaign in
the AIC’s Shareholder Communications Awards; and Most
Effective Brand Strategy Small Company in the Awards
for Marketing Effectiveness organised by the Financial
Services Forum. These awards raised our profile and may
help us attract the attention of new investors, which benefits
existing shareholders if it leads to increased demand for
our shares and a higher share price. Our marketing efforts
will continue in 2024 with the launch of a refreshed brand.

DEBT COSTS LOWERED

Like homeowners with variable rate mortgages, we were
disappointed by the increase in the cost of servicing our floating‑
rate debt. After a thorough review of our debt arrangements, we
replaced a meaningful proportion of those facilities with fixed
rate loans at attractive rates. Full details on the refinancing of
the Company’s debt can be found on page 52. Willis Towers
Watson (‘WTW’), our investment manager, is confident that
using borrowed money to buy attractive stocks will, in the long
run, produce returns that exceed borrowing costs. Hence, our
continued faith in the strategic use of gearing, although on a
tactical basis WTW used gearing sparingly in 2023 given its
caution about the near-term economic and market outlook.
You can read more about WTW’s market outlook in its report.

DISCOUNT REMAINED STABLE

The widening of investment trust discounts was much
discussed in 2023. At its worst point, the average trust’s
shares traded at a discount of 16.9%. This was a wider
discount to the value of the industry’s underlying assets than
at any time since the 2008 Global Financial Crisis. In part, this
reflected weak investor sentiment and increased competition
from attractive savings rates on deposit accounts. However,
the Company fared better than most, with its average
discount remaining relatively stable throughout the year
at 6.0% (2022: 5.9%). This compared favourably with the
average discount for the AIC Global Sector of 9.8%.

It is always difficult to pinpoint the precise reasons for
movements in the Company’s discount because there
are so many factors involved, not all of them within
our control. We attribute our discount stability to good

investment performance and marketing, which stimulated
demand for our shares, as well as the continued use of
share buybacks. During the year, the Company bought
back 8.6 million shares (2.9% of shares in issue as at
31 December 2022), versus 15.5 million in 2022. These
share buybacks enhanced the NAV Total Return by 0.2%.

OPERATIONAL CHANGES SUCCESSFULLY
IMPLEMENTED

As discussed in last year’s Annual Report, we made some
operational changes at the end of 2022, appointing Juniper
Partners Limited (‘Juniper’) as company secretary and WTW
to provide further marketing and distribution, public relations,
and investor relations services. As previously detailed in
the Interim Report, with effect from 1 April 2023, Juniper
was also appointed to provide administration, finance
and accounting services. The Board is pleased to report
that these changes have been operating successfully.

SUCCESSION PLANNING

As part of the Board’s succession planning, Gregor Stewart
stepped down at the end of December, having served a total
of nine years, of which just over four were as Chair. I am
honoured to replace him. On behalf of the Board, I would
like to thank Gregor wholeheartedly for his enthusiasm and
commitment as a Director and leadership as Chair. Gregor’s
tenure was through a demanding period which saw the
simplification of the Company’s business and implementation
of the current investment strategy. Gregor left the Board
on a high note, with the Company delivering strong
performance and receiving a handful of awards. As previously
reported in the Interim Report, Anthony Brooke stepped
down as a Director of the Company at the conclusion of
the Annual General Meeting (‘AGM’) on 27 April 2023.

ANNUAL GENERAL MEETING

The Board looks forward to being able to meet shareholders
again at this year’s AGM, which will be held at the Apex
Hotel in Dundee on 25 April 2024. For those shareholders
who are not able to attend in person, we will be live
streaming the event. As well as the formal business of
the meeting, there will be an investor forum afterwards
featuring two of our stock pickers, as well as members of
WTW’s investment team. There will be another in-person
investor forum in London in the Autumn. In addition,
shareholders can engage with the Company and its
stock pickers via online presentations during the year.

KEEP UP TO DATE WITH COMPANY INFORMATION

The Company’s website contains a vast amount of
information such as details of shareholder meetings and
investor forums, monthly factsheets, quarterly newsletters,
and stock picker updates, as well as the Annual and Interim
Reports. I would encourage you to visit the website to keep
up to date on the performance of the Company. The QR
code at the foot of this page will take you directly to the
appropriate section on the website, where you can also
subscribe to receive these updates direct to your e-mail.

As always, the Board welcomes communication from
shareholders and I can be contacted through the
company secretary at investor@alliancetrust.co.uk.

OUTLOOK

Although inflation appears to have peaked and the next
move in interest rates is likely to be down, the timing and
pace of the expected easing of monetary policy by central
banks is not clear. Cuts in interest rates may not arrive as
soon or as quickly as the market expected towards the end
of last year. As a result, the outlook for corporate earnings
might not be as rosy as implied by some elevated stock
prices. A soft landing, where economic growth shifts down
to a lower gear but avoids global recession, is possible, but
is not guaranteed. Nevertheless, every market environment
produces winners and losers, and we are confident that our
diversified but highly selective approach to stock picking
will continue to add value for shareholders. Alliance Trust’s
innovative multi-manager investment strategy has already
demonstrated strong performance through a variety of
market conditions and the Board believes it can continue
to build on that track record in the coming years.

Dean Buckley
Chair
6 March 2024

Scan the QR code using your smart phone’s
camera to access shareholder information
on the Company’s website.

z Introduction
z Our Performance
z Longer-Term Performance

z Chair’s Statement

z Investment Manager’s Report
z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT MANAGER’S REPORT

INVESTMENT
MANAGER’S REPORT

STRONG INVESTMENT PERFORMANCE AGAINST
A CHALLENGING MARKET BACKDROP

2023 could hardly have started with a less favourable
backdrop. After 2022’s market rout, equities were surrounded
by uncertainty fuelled by rising interest rates, sticky inflation,
and geopolitical conflict. It was therefore a surprise that stock
markets generally performed so well. Indeed, on Wall Street
many stocks ended the year at or near record highs. But it was
a roller‑coaster ride through the year, with markets suffering
extreme mood swings from optimism and pessimism and
back. A large proportion of the market’s gains were made in the
final quarter of 2023 after the US Federal Reserve signalled that
interest rates could come down if inflation continued to decline.

The “Santa rally” from late October meant that the Company’s
benchmark index, the MSCI ACWI, which includes developed
and emerging markets, delivered a total return (with dividends
reinvested) of 15.3% for the year. The overall pattern of market
returns was broadly speaking the reverse of 2022, with US
mega-cap, tech-related stocks leading the way after the
previous year’s sell off. The so called “Magnificent Seven” –
Nvidia, Microsoft, Tesla, Apple, Amazon, Meta and Alphabet –
were responsible for over 50% of the MSCI ACWI’s gains. Some
of these advances were fuelled by excitement over the potential
impact of Artificial Intelligence (‘AI’) on their future profits.
However, in some cases at least, share price advances were
underpinned by strong current earnings. During Covid, the share
prices of many of the “Magnificent Seven” were fuelled largely
by bullish sentiment; today, business fundamentals count, too.

There was more to the equity rally than US tech-related stocks,
especially towards the end of 2023 when the rally broadened
out. After decades of stagnation, the Japanese economy and
stock market finally showed signs of life, with the Nikkei 225
index rising by more than 30%. However, depreciation of the
yen trimmed the value of share price gains in sterling by half.
Continental Europe and some emerging markets also posted
strong gains for the year, though not China which failed to
rebound after the lifting of Covid restrictions and had negative
returns. The UK continued to lag the US and continental
Europe, with the FTSE All-Share index returning 7.9%.

With relatively high interest rates ending the era of “free
money”, it is possible that the greater breadth of market
returns in 2023 showed that investors were focussing on
company specifics to identity potential winners and losers.

The Company’s portfolio significantly outperformed the
market in 2023, delivering a NAV Total Return of 21.6%, versus
15.3% for the index. Importantly, this outperformance was
primarily driven, as intended, by our blend of stock pickers
choosing a wide range of outperforming stocks from across
the world, rather than country, sector or investment style
exposures, although relative returns also benefitted from
gearing and share buybacks. The table below shows the full
breakdown of returns. We believe our managers’ stock picking
skills could become increasingly important in what is likely
to be a period of continuing macroeconomic instability.

CONTRIBUTION ANALYSIS

Contribution to Return in 2023

Benchmark Total Return

Asset Allocation

Stock Selection

Gearing and Cash

Investment Manager Impact

Portfolio Total Return

Share Buybacks

Fees/Expenses

NAV Including Income, Debt at Par

Change in Fair Value of Debt

NAV Including Income, Debt at Fair Value

Change in Discount

Total Shareholder Return

15.3

-0.3

6.3

1.0

7.0

22.3

0.2

-0.6

21.9

-0.4

21.6

-1.4

20.2

Source: Performance and attribution data sourced from WTW, Juniper, MSCI, FactSet
and Morningstar as at 31 December 2023. Percentages may not add due to rounding.

REAPING THE BENEFITS OF COMPOUNDING

As long-term investors, one strong calendar year’s
performance is not the best way to judge the success of our
investment strategy. We prefer to focus on the impact of
compounding of returns over time. It is, therefore, reassuring
to see that last year’s gains versus benchmark have
incrementally built on steady past performance to deliver
outperformance of the benchmark in all key time periods.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement

z Investment Manager’s Report

z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

For the three years ended 31 December 2023, the cumulative
NAV Total Return was 33.9% with relatively low volatility,
versus 26.8% for the MSCI ACWI (see chart below). On an
annualised basis, this equates to a NAV Total Return of 10.2%
per annum, compared to 8.2% for the benchmark. Over
five years and the period since we were appointed (1 April
2017 to 31 December 2023), the portfolio has delivered an
annualised outperformance of 0.6% and 0.5% respectively.
While this level of outperformance is less than we aspire to in
the long run, it compares favourably with returns from most
active managers and passive fund equivalents, after costs.

ATTRACTIVE RETURNS WITH LOW VOLATILITY*

-5

-10

)

(

m
u
n
n
a

r
e
p

n
r
u
t
e
R

r
e
d
l
o
h
e
r
a
h
S

l
a
t
o
T

-15

Alliance Trust

Share Price Volatility per annum (%)

Source: Morningstar.
* Comparison versus AIC Global Sector peer group – 3 years to 31 December 2023.

STOCK PICKER ALLOCATIONS

As in previous years, we kept all our so called “factor”
positions well balanced relative to the benchmark in
2023 through regular small adjustments to stock picker
allocations, allowing stock selection to shine through as
the key source of return. However, we did add a Japan
specialist, Dalton Investments (‘Dalton’) in July, which was
discussed in detail in the Interim Report. Excluding Dalton,
the table on page 15 which details stock picker weights

at the beginning and end of the year shows little change.
But this disguises the fact that, to keep pace with shifting
market dynamics, from one factor to another, we regularly
take money away from the best performing stock pickers
and give it to those who are underperforming. It may seem
counterintuitive to trim exposure to “winners” and increase
exposure to “losers” but this process helps to keep portfolio
exposures balanced across sectors, countries, and styles,
thereby avoiding the build-up of excessive concentration
risks that can result from leaving allocations unchanged.
The idea is to ensure that stock selection based on business
fundamentals makes the key difference to returns, not
over or underweight sector or country exposures, which
can be subject to sentiment-based mood swings.

However, this rebalancing process is not automatic.
Although we have target weights for each stock picker,
changing allocations is ultimately a judgment call. For
example, we did not add to Jupiter Asset Management
(‘Jupiter’) or Lyrical Asset Management (‘Lyrical’) last year,
despite their underperformance, as they often invest in
smaller companies that are inherently riskier than the
stocks typically chosen by of some of the other stock
pickers, such as Veritas Asset Management (‘Veritas’), who
tend to focus on large, higher-quality value, companies.

SKILLED STOCK SELECTION DROVE RETURNS

The strategy clearly worked. Most of our stock pickers
outperformed the MSCI ACWI, with the outperformers having
a variety of investment styles and exposures. Vulcan Value
Partners (‘Vulcan’), which buys high quality stocks when
their share price drop below estimated long term value, was
the biggest contributor to the portfolio’s outperformance.
Vulcan’s concentrated selection of stocks rose collectively
by almost 50%. Its most successful holdings included two
of the “Magnificent Seven”, Microsoft and Amazon, but
Vulcan’s top five contributors also included the industrial
conglomerate General Electric and the private equity group
KKR, whose share prices rose by 85% and 70% respectively.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic Report

Strategic Report
Strategic Report

INVESTMENT MANAGER’S REPORT
INVESTMENT MANAGER’S REPORT

INVESTMENT
MANAGER’S REPORT

Veritas and Sustainable Growth Advisors (‘SGA’), both of
which focus on high quality growth stocks, were close behind
Vulcan, along with growth-style specialist Sands Capital
(‘Sands’), and Metropolis Capital (‘Metropolis’), which has a
value-based investment philosophy. Veritas and SGA both
benefitted from owning Amazon and Alphabet, but, as
with Vulcan, not all their top contributors were US tech-
related businesses. Veritas’ largest contributors to portfolio
outperformance included Safran, the French aerospace and
defence company, and Aena, the Spanish industrial group;
SGA’s contribution was topped by MercardoLibre, Latin
America’s answer to eBay. Sands was actually the strongest
performer of all the managers in absolute terms but its
low weight in the portfolio, means that it did not contribute
as much to the portfolio’s outperformance as the others.
Sands’ biggest individual contributor was the US software
company ServiceNow and Metropolis’ was Alphabet.

At the other end of the spectrum, the holdings in
aggregate of Black Creek Investment Management (‘Black
Creek’) and Jupiter failed to keep up with the market,
but both picked some notable individual winners, as did
GQG Partners (‘GQG’) whose overall return was market-
like in 2023. For example, Black Creek’s investment in
Ebara, the Japanese industrial equipment manufacturer,
returned 60% and was among the biggest individual
contributors to portfolio performance. Jupiter’s holdings
in Kyndryl, the US technology infrastructure business
spun out of IBM in 2021, posted a gain of 76% and GQG’s
investment in Petrobras, the Brazilian state-owned oil
and natural gas major, delivered a return of almost 80%.

DIVERSE RANGE OF STOCKS OUTPERFORMED

Looking at the portfolio as a whole, it is clear that selective
exposure to the “Magnificent Seven” stocks was a significant
driver of portfolio returns last year. But it is important to
point out that we had no exposure to Tesla, had a relatively
low weight in Apple and a below benchmark weight in Nvidia
early in the year when the stock soared, which detracted
from relative performance. This demonstrates a selective
approach to the “Magnificent Seven” by our stock pickers
based on their assessment of business fundamentals,
as opposed to treating them as a homogenous entity.
Such was the rally among the “Magnificent Seven” that
they accounted for approximately 30% of the S&P 500 at
the year end, or the same as the market capitalisation

1. Source: https://apolloacademy.com/wp-content/uploads/2024/01/010324-Chart.pdf

of Japan, Canada and the UK combined1. This represents
enormous concentration risk in the benchmark which
we are keen to mitigate, via active management.

Unlike the index, our returns were not reliant on a cluster
of dominant players. Indeed, in aggregate, a greater
proportion of our gains came from relatively small
incremental contributions from diversified exposure to a
wide variety of stocks in different industries. You can see
from the below pie charts that 53% of the benchmark’s
return came from the “Magnificent Seven”. However,
they accounted for only 34% of the portfolio’s return.

Portfolio return stock contributors
– 34% from the “Magnificent Seven”

Alphabet 9%

Amazon 8%

Apple 0%

Meta 3%

Microsoft 9%

NVIDIA 4%

Tesla 0%

Rest of stocks 66%

Source: FactSet, MSCI Inc, Juniper and WTW.
Data as at 31 December 2023.

Note: Total percentages may not add up to
100 due to rounding differences.

Benchmark return stock contributors
– 53% from the “Magnificent Seven”

Alphabet 6%

Amazon 7%

Apple 10%

Meta 6%

Microsoft 10%

NVIDIA 10%

Tesla 4%

Rest of stocks 47%

Source: FactSet, MSCI Inc, Juniper and WTW.
Data as at 31 December 2023.

Note: Total percentages may not add up to
100 due to rounding differences.

Our stock pickers are not complacent about the ability of “big
tech” companies to continue to dominate the market, hence
continued exposure to Amazon, Microsoft, and Alphabet,
which are all in the portfolio’s top ten positions. However, our
stock pickers remain wary of AI hype. As with the internet
bubble 20 years ago and other innovative technologies like
cloud computing, it could take several years before the
clear winners of AI emerge, and they will not necessarily be
the early front runners. So, while the portfolio does have
exposure to AI, through Microsoft and a small position in
Nvidia, for example, our stock pickers seek to profit from AI
on a company-by-company basis, rather than treating AI as
a broad theme. Having been through a euphoric period in
which it was obligatory for every tech company to develop
an AI strategy, it is now approaching the time when investors
are likely to begin demanding real revenue and profits
from the technology. Active management of exposures
to AI, including within mega caps, will therefore be key.

STOCK PICKERS’ ADJUSTED HOLDINGS

Apart from regular rebalancing between selected stock
pickers and the addition of Dalton, there were no major
changes to our portfolio positioning in 2023. However, the
stock pickers themselves adjusted their holdings. This
could have happened for a variety of reasons. For example,
stocks reaching their estimate of fair value and profits
being taken, companies failing to live up to expectations
and positions being sold, or cheap stocks being bought
because their share prices have fallen well below fair value.

Examples of position changes in 2023 included:

• Black Creek sold out of Germany’s Heidelberg Materials

following significant share price appreciation and
reinvested profits in US listed Elanco Animal Health, which
produces medicines and vaccines that help prevent and
treat disease in livestock and pets. Elanco trades at an
attractive valuation, particularly when compared to its
larger peer, Zoetis. Black Creek believes that Elanco can
accelerate sales growth and increase its profitability in the
coming years based on new product launches and
improved operating efficiencies.

• Lyrical sold Lincoln Financial after it surprised investors by
writing down the value of some of its assets and bought
shares in Gen Digital, a global consumer, cyber safety
provider based in the US. Cyber safety was synonymous with
computer anti-virus software, but as people spend more of
their lives online across many devices, threats have
expanded beyond computer viruses. The ever-increasing
volume and sophistication of online threats drives long term
organic growth potential for the company.

• Veritas sold CVS Health due to growing doubts about its

business model and established a position in Diageo, the UK
based drinks company that has built an industry leading
portfolio of brands through focused investment, and, in many
countries, a dedicated route to market. Diageo can influence
the evolution of luxury spirits across different categories and
occasions, including super premium scotch and tequila. It is
also growing brands of the future, including zero and lower
alcohol choices through a combination of acquisition,
developing their own brands, and investing in entrepreneurs
through the Diageo backed accelerator programme. This
high-quality exposure to a multi decade theme of
premiumisation of developed market consumption makes
the investment in Diageo very attractive.

• SGA bought shares in Aon, a commercial insurance broker

that helps clients better manage risk, employee retirement,
and health benefits. Aon monetises its insights, mainly
through highly recurring commissions and fees, which
provide predictable cash flows. The company has also
been taking on higher margin businesses which are
enabled by analytics and has been successful delivering
consistent revenue growth and margin expansion over the
years. SGA expects overall steady growth based on rising
premiums in risk, health, and increases in retirement
assets over a three‑to‑five‑year investment horizon.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement

z Investment Manager’s Report

z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT MANAGER’S REPORT

INVESTMENT
INVESTMENT
MANAGER’S REPORT
MANAGER’S REPORT

RESPONSIBLE
INVESTMENT

• Sands sold Edward Lifesciences following a weakening of its

conviction in the company and bought shares in Roper
Technologies, a diversified industrial technology company
that operates over 40 businesses in more than 40 niche
markets. The company sells software and engineered
products and solutions across four segments: application
software, network software and systems, measurement and
analytical solutions, and process technologies. The corporate
strategy prioritises cash flow growth, which Roper then seeks
to deploy into acquiring new businesses. Roper maintains
strict investment criteria when evaluating acquisition targets,
and its rigorous standards are based on its proprietary “cash
return on investment” metric. The company is indiscriminate
in the types of businesses it seeks to own; rather, it focuses
exclusively on free cash generation and management quality.
Each business is decentralised and operates autonomously,
with a mandate to grow and generate cash. Sands’ research
suggests that Roper is an acquirer of choice for engaged
management teams that desire to continue independent
operations. It expects steady cash flow growth as Roper
executes on its disciplined acquisition and growth strategy.

Overall, total stock turnover was 43.0% of the portfolio in
2023, down from 56.7% in 2022.

UNCERTAIN OUTLOOK

Although the year ended on a high note for stock markets,
it is not easy to predict how they will evolve in 2024. Most
economists and analysts were wrong footed by the global
economy in 2023, which highlights the difficulty of basing
an investment strategy on macroeconomic developments.
That is why WTW places limited emphasis on second
guessing the speed of global Gross Domestic Product
(‘GDP’) growth, or which country will be up or down, and
instead we leave it to our managers to decide if and how
macroeconomic conditions impact their choice of holdings.

Even so, the macroeconomic outlook does influence the level
of gearing that we set and manager allocations. In a world
where geopolitics is back on the investment agenda and
there are multiple elections on the horizon, including in the
US, India, the European Parliament, and the UK, the short-
term outlook for equities is more than usually uncertain.
We are conscious that the full impact of past interest rate
increases has yet to fully filter through to the real economy, for
example, on debt refinancing by households and corporations.
It is possible, therefore, that recession may just have been
postponed rather than avoided if people pull in their horns.
Although hoped for interest rate reductions may limit the
damage of a downturn on companies’ earnings, a soft landing
is not assured. Even if recession is avoided, growth could
remain sluggish. Finally, notwithstanding any future reductions,
with interest rates back to a more normal level historically,
there could be continued competition for equities from the
perceived safety of bonds and cash. We therefore remain
cautious and are keeping the portfolio’s net gearing low.

We are, however, excited about the prospects for active
management and the companies in the portfolio.
Macroeconomic and market volatility typically leads to
higher differentiation of valuations between stocks, which
skilled stock pickers can exploit for long term advantage. In
2023, our fund managers demonstrated that, collectively,
they can add significant value despite a challenging
macroeconomic backdrop. We remain confident that they
can continue to do well by selectively investing in companies
with strong fundamentals rather than following short-term
trends that often drive indices. We, in turn, will continue to
dynamically manage the stock pickers and their allocations
in the light of evolving market conditions to ensure the
portfolio strikes a comfortable balance between reward
and risk. They will seek the rewards; we will manage risk.

As stewards of the Company’s assets, we apply high
standards of responsible investment to managing the
portfolio. Environmental, Social and Governance (‘ESG’)
factors can all influence returns, so these risk factors are
integrated into WTW’s investment processes, including
assessing how managers evaluate ESG risk in their
decisions over what stocks to purchase. Climate change
poses significant risks to investment returns from many
companies, which is why both we and the Company have
pledged to have its assets transitioned to achieve Net Zero
by 2050 at the latest, with an interim target of reducing
portfolio emissions by 50% by 2030, relative to 2019.

There was a reduction last year in the portfolio’s weighted
average carbon intensity (which measures carbon emissions
as a proportion of revenue) to 74.5 tCO2e/$M Sales from 117
tCO2e/$M Sales in 2022. However, progress towards Net Zero
will not be linear. Emissions from the portfolio are dependent
on holdings, which can change from year to year as our stock
pickers seek value for investors. Even so, the direction of
travel is clearly set out and if companies are perceived as
being slow to adapt to a Net Zero world, we will generally
vote against or engage with them to encourage positive
changes to business practices. We believe this is preferable
to excluding them from the portfolio, since exclusion merely
passes the responsibility of ownership to other investors who
may be less scrupulous about adherence to ESG standards
or regulation. As well as engaging with companies on climate
change, our stock pickers, together with stewardship provider
EOS at Federated Hermes (‘EOS’), focused on a wide range
of other issues last year. These engagements included:

• Dalton seeking to rationalise the structure of Japan based
Seven & I, which operates a wide variety of businesses,
including convenience stores, superstores, food services
and financial services. In an ongoing engagement, Dalton is
urging the company to spin off its 7 Eleven global
convenience store business to enhance corporate value.

• SGA engaging with Yum! Brands (owner of KFC, Pizza Hut,

and Taco Bell) to improve labour, health and safety,
environmental performance and ethics within its protein
supply chains.

• Veritas challenging Meta by voting against management for

the business to report on online child exploitation to
provide shareholders more information about how well the
company is managing these risks.

Overall, EOS and our stock pickers engaged with 95
companies in the portfolio on 539 issues and objectives
throughout the year. Of these, the environmental category
accounted for 28% of the total. Meanwhile, our stock
pickers voted on all available proposals, casting votes at
3,522 resolutions. Of these resolutions, they voted against
company management on 410 and abstained from voting
on 53 occasions. The topics and the breakdown of the ways
in which our stock pickers voted are detailed below.

HOW WE VOTED

Number of votes with management 86.9%

Number of votes against management 11.6%

Number of votes abstained 1.5%

Source: WTW and EOS at Federated Hermes.
Data as at 31st December 2023.

Note: Total percentages may not add up
to 100 due to rounding differences.

REASONS FOR VOTING AGAINST MANAGEMENT

Audit Related 0.5%

Capitalisation 4.9%

Company Articles 0.7%

Compensation 20.2%

Corporate Governance 1.2%

Director Election 35.1%

Director Related 4.9%

E&S Blended 0.5%

Environmental 7.8%

Miscellaneous 0.2%

Non-Routine Business 10.5%

Routine Business 2.4%

Social 10.2%

Strategic Transactions 0.5%

Takeover Related 0.2%

Source: WTW and EOS at Federated Hermes.
Data as at 31st December 2023.

Note: Total percentages may not add up
to 100 due to rounding differences.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportINVESTMENT MANAGER’S REPORT

OUR STOCK PICKERS

OUR
STOCK PICKERS

HOW WE MANAGE THE COMPANY’S PORTFOLIO

WTW has overall responsibility for managing the Company’s
portfolio. It’s our job to select a diverse team of expert stock
pickers, each of whom invest in a customised selection of
10-20 of their ‘best ideas’. We then allocate capital to them,
relative to the risks they represent. For example, small-cap
stocks are typically more risky than large-cap stocks, so on
average a small-cap specialist would tend to receive less
capital than a stock picker who focuses on large-cap stocks.
However, the allocations do not remain static; we keep them
under constant review and vary them over time according to
market conditions, with the goal of keeping our exposures
to different parts of global stocks markets well balanced.

We encourage our stock pickers to ignore the benchmark and
only buy a small number of stocks in which they have strong
conviction, while we manage risk through the stock picker
allocations. On their own, each of the stock picker’s high
conviction mandates has the potential to perform well. This
is supported by our experience of managing high conviction
portfolios and academic evidence1. But concentrated
selections of stocks can be volatile and risky, so we mitigate
these dangers by blending stock pickers with complementary
investment approaches or styles, which can be expected
to perform differently in different market conditions.
This smooths out the peaks and troughs of performance
associated with concentrated single-manager strategies.

Several of the stock pickers in the current portfolio have
been with us since inception of the multi-manager strategy,
though we do actively monitor and rearrange the line-up
where necessary. There was one addition to the team in
2023. As previously detailed on page 9, in July we added
a specialist Japan manager, Dalton. This was funded with
capital from the other stock pickers, principally Black
Creek, Metropolis, Sands, GQG and Veritas. Additional
information on Dalton can be found on page 12 of the
Interim Report for the six months ended 30 June 2023.

We invest a lot of time and effort on identifying skilled stock
pickers for the Company’s portfolio, undertaking extensive
qualitative and quantitative analysis. This due diligence
process focuses on:

• The investment processes, resources and decision-making
that make up the stock picker’s competitive advantage;

• The culture and alignment of the organisation that leads to

sustainability of that competitive advantage;

• Their approach to responsible investment. We aim to
appoint stock pickers who actively engage with the
companies in which they invest and have an effective
voting policy. When necessary, we challenge the stock
pickers and guide them towards better practices; and

• The operational infrastructure that minimises risk from a

compliance, regulatory and operational perspective.

Our views are formed over extended periods from
multiple interactions with the managers, including regular
meetings. We look beyond past performance numbers to
try to understand their ‘competitive edge’. This involves
examining and interrogating processes for selecting
stocks, adherence to this process through different market
conditions, team dynamics, training, and experience.
Performance track records are just a single data point, and,
without the context of the additional information, they
are unlikely to persuade us that a stock picker is skilled.

Once selected, we tend to form long-term partnerships
with our stock pickers, generally only taking them out of
the portfolio if something fundamental changes, such as
the departure of a key individual from the business or a
change in business strategy or fortunes. With highly active,
concentrated portfolios, short-term underperformance
is to be expected and is not a reason to doubt a stock
picker if they are adhering to their philosophy and
process. We do, however, keep a constant eye out for
talent and may bring new managers into the portfolio at
the expense of an incumbent if they are a better fit.

1. Sebastian & Attaluri, Conviction in Equity Investing, The Journal of Portfolio Management, Summer 2014.

OUR STOCK PICKERS AS AT 31 DECEMBER 2023

Stock Picker

Background

Investment Style

Black Creek is based in Toronto and was
founded in 2004. Assets under management
as at 31 December 2023 were $10.0bn.

Long-term contrarian value-orientated
buyers of leading businesses across
the market cap spectrum.

Black Creek
Investment
Management

Dalton
Investments

Dalton is a disciplined and opportunistic
investment management firm with a focus
on Asia and a particular expertise in Japan
(its largest strategy). As at 31 December
2023 Dalton managed $4.0 billion in actively
managed long only and long/short strategies.

GQG Partners

Jupiter Asset
Management1

GQG is an investment management
firm focused on global and emerging
markets equities. Headquartered in Fort
Lauderdale, Florida, USA, it managed assets
of $120.6bn as at 31 December 2023.

Jupiter was established in London in 1985
as a specialist investment boutique. Since
then it has expanded beyond the UK and
managed £50.8bn as at 30 September 2023.

Lyrical Asset
Management

Lyrical is a boutique advisory firm based
in New York with 338 clients, it oversees
$7.1bn in assets as of 31 December 2023.

Dalton implements a value approach
with a focus on the alignment of interests
between management and shareholders.
Client portfolios are built from the bottom
up, one security at a time, with each
security being selected on its own merits,
through rigorous fundamental analysis
to calculate an “intrinsic” value.

Seeks large capitalisation, high-quality
companies, with durable earnings growth over
the long-term; quality at a reasonable price.

Looks for out-of-favour and undervalued
businesses with prominent franchises
and sound balance sheets.

Lyrical describes their approach as finding
the gems amid the junk. They seek to own
quality companies with attractive growth
and simpler business models amid the
cheapest 20% of their US universe.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report

z Our Stock Pickers

z Investment Portfolio
z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

% of portfolio by value
at 31 December 2023

11% (14% at 31 Dec 2022)

5% (0% as at 31 Dec 2022)

21% (20% at 31 Dec 2022)
(Includes both
global and emerging
markets mandates)

9% (11% at 31 Dec 2022)

6% (7% at 31 Dec 2022)

Metropolis
Capital

Sands Capital2

Metropolis is a UK‑based firm with a value‑
based investment style. It had £3.0bn of assets
under management as at 31 December 2023.

Focuses on long-term market recognition of
the fundamental value of their investments
and income generated from those investments.

10% (10% at 31 Dec 2022)

Sands Capital is an independent, employee-
owned firm headquartered in the Washington,
D.C. area. As of 31 December 2023, the firm
managed $52.1 billion in client assets.

Focuses on finding high‑quality, wealth creating
growth businesses that can sustain above-
average earnings growth over the long term.

4% (5% at 31 Dec 2022)

Sustainable
Growth Advisers
(‘SGA’)

SGA is based in Stamford, Connecticut
USA, and manages US, global, emerging
markets and international large-cap growth
portfolios. As at 31 December 2023 it had
assets under advisement of $26.5bn.

Seeks differentiated companies that have
strong pricing power with recurring
revenue, strong cash flow generation
and long runways of growth.

Veritas Asset
Management

Vulcan Value
Partners

Veritas was established in 2003 and is run
with a partnership structure and culture.
It has offices in London and Hong Kong.
As at 31 December 2023 it managed £19.2bn.

Aims to grow real wealth over
five‑year periods by looking for highly
cash generative protected businesses
benefitting from enduring growth trends.

Vulcan is based in Birmingham, Alabama,
USA, and was founded in 2007. As at
31 December 2023 it managed $7.7bn for
a range of clients including endowments,
foundations, pension plans and family offices.

Focuses on protecting capital and
generating returns by investing in
companies with high-quality business
franchises trading at attractive prices.

13% (11% at 31 Dec 2022)

15% (15% at 31 Dec 2022)

6% (7% at 31 Dec 2022)

1. Mandate under review due to resignation of lead fund manager, Ben Whitmore.
2. Please note that AUM includes the discretionary and non-discretionary assets of Sands Capital Management, LLC as of 31/12/2023, and the gross assets of all funds (not including

uncalled capital) for Sands Capital Ventures, LLC. Figures for Sands Capital Ventures, LLC are updated 45-60 days after quarter-end.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR 30 LARGEST INVESTMENTS
AT 31 DECEMBER 2023

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Alphabet

Microsoft

Amazon.com

Visa

Alphabet is a holding company that engages in
the acquisition and operations of different firms. It
is best known as the parent company for Google
but holds other subsidiaries as well. The company,
through its subsidiaries, provides web-based search,
advertisements, maps, software applications, mobile
operating systems, consumer content, enterprise
solutions, commerce, and hardware product. Alphabet
dominates the online search market, with Google’s global
share above 80%, via which it generates strong revenue
growth and cash flow. It is one of the “Magnificent
Seven” technology stocks in the United States.

Microsoft develops, manufactures, licenses, sells
and supports software products including operating
systems, server applications, business & consumer
applications and software/development tools for the
Internet and intranets. In addition, it develops video
game consoles and digital music entertainment devices.
Microsoft is an established player in the tech sector
and continues to evolve and innovate to maintain this
position. We see the potential for solid growth driven
by a still significant opportunity for its Azure cloud‑
computing business and within its suite of office and
productivity solutions. It is one of the “Magnificent
Seven” technology stocks in the United States.

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Country of Listing

United States

Communication Services

Sector

Information Technology

140.9

(20.0)

4.2

2.3

49.6

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

137.6

(9.5)

4.1

3.9

48.5

Amazon.com is a multinational technology company
that focuses on e-commerce, online advertising, cloud
computing, digital streaming, and artificial intelligence.
The opportunity for Amazon’s growth stems from the
strength of and execution in its AWS cloud computing
business, as well as its offerings that are in or support
digital commerce. It is one of the “Magnificent
Seven” technology stocks in the United States.

Visa is an American multinational financial services
corporation. It describes itself as a global payments
technology company that works to enable consumers,
businesses, banks, and governments to use digital
currency. It facilitates electronic funds transfers throughout
the world, most commonly through Visa branded credit
cards, debit cards and prepaid cards across a broad
clientele from retail to corporate. The company is a
dominant player within payment solutions and with
cross-border travel volumes increasing, this could help
sustain double-digit revenue growth for years to come.

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Country of Listing

Consumer Discretionary

Sector

United States

Financials

111.4

(1.3)

3.3

2.1

70.7

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

92.1

(19.4)

2.8

0.6

18.9

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR 30 LARGEST INVESTMENTS
AT 31 DECEMBER 2023

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Nvidia

Mastercard

Petrobras

UnitedHealth Group

Nvidia, based in California, is a world-leading supplier of
artificial intelligence hardware and software. The company
designs products that include graphics processing units
(‘GPUs’) and systems on a chip (‘SoCs’) for the mobile
computing and automotive markets. It is one of the
“Magnificent Seven” technology stocks in the United States.

Mastercard provides technological solutions and the
enablement of electronic payments. It works with a wide
range of consumers from individuals to corporations
to governments. Mastercard is a firm that has shown
good stability and quality with its earnings, and holds
one of the dominant positions amongst payment
solutions providers.

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Country of Listing

Information Technology

Sector

71.8

49.4

2.2

1.8

219.9

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Financials

60.4

(15.6)

1.8

0.5

16.2

Petroleo Brasileiro S.A. (Petrobras) explores for and
produces oil and natural gas. The company refines,
markets, trades, transports and supplies oil products.
Petrobras operates oil tankers, distribution pipelines,
marine, river and lake terminals, thermal power plants,
fertiliser plants, and petrochemical units. Brazil houses
the second largest oil reserves in South America, and
this is where Petrobras operates and produces the
majority of its oil and gas. Though majority owned by the
Brazilian Government, the firm competes on the world
stage as one of the largest producers of petroleum
and petrochemicals.

UnitedHealth Group describes itself as a health and
well‑being company, offering health care coverage and
benefits through UnitedHealthcare, and technology
and data-enabled care delivery through Optum. It
also manages organised health systems across the
United States and provides employers products
and resources to plan and administer employee
benefit programs. UnitedHealth Group is the largest
health insurer in the world. Due to its size, stability,
dividends, and positioning, it holds a dominant position
in the largest healthcare industry in the world.

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

Brazil

Energy

55.2

(4.1)

1.7

0.1

89.1

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Health Care

50.1

0.5

1.5

0.7

(5.3)

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR 30 LARGEST INVESTMENTS
AT 31 DECEMBER 2023

Name

11 MercadoLibre

Country
of Listing

Uruguay

Value of
Holding (£m)

% of
Total Assets

40.3

1.2

MercadoLibre operates an online trading site for the Latin American markets and is noted as the largest online commerce and payments
ecosystem in Latin America. The company’s website allows businesses and individuals to list items and conduct sales & purchases online
in either a fixed‑price and auction format.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

TotalEnergies

Meta

13 Diageo

United Kingdom

39.7

12 Airbus

France

39.7

Airbus is a global firm in the aerospace industry, operating in the commercial aircraft, helicopters, defence, and space sectors.
Also, the company produces military fighter aircraft, military, missiles, satellites, and telecommunications and defence systems,
as well as offering military and commercial aircraft conversion and maintenance services. Airbus is the largest aerospace firm
in Europe and serves customers worldwide.

1.2

TotalEnergies, established in 1924, is a France-
based oil and gas company. The company
explores for, produces, transports, and supplies
crude oil and natural gas. They also produce low
carbon electricity (for example, solar energy).

Meta is an American multinational technology
conglomerate headquartered in California. The firm
owns and operates Facebook, Instagram, Threads, and
WhatsApp, among others. It is one of the “Magnificent
Seven” technology stocks in the United States.

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

France

Energy

44.2

8.9

1.3

0.2

6.5

Country of Listing

Sector

Value of Holding (£m)

Net purchases/(sales) in 2023 (£m)

% of Total Assets

% of MSCI ACWI

% Total Return

United States

Communication Services

43.9

15.8

1.3

1.2

177.5

Diageo is a global leader in the premium drinks industry and a major distributor of Scotch whisky and other spirits. Distilleries owned by
Diageo produce c.40% of all Scotch whisky. The company offers a wide range of branded beverages, including vodkas, whiskeys, tequilas,
gins, and beer.

14 ASML

Netherlands

37.1

1.1

ASML is a Dutch technology corporation headquartered in Veldhoven, Netherlands. The firm develops and manufactures photolithography
machines which are subsequently used in the production of computer chips.

Canadian Pacific

Canada

36.8

1.1

Canadian Pacific is a Class 1 transcontinental railway, providing freight and intermodal services over a network in Canada and the United
States, hauling goods such as grain, energy products, coal, fertiliser, automotive products, sulphur, food products, and more.

16 HDFC Bank

India

36.5

HDFC Bank is India’s largest private sector bank and one of the largest banks in the world (by market cap). It offers a wide range of
services to the global corporate sector. It also provides corporate banking and custodial services and is active in the treasury and
capital markets.

17 Adani Enterprises

India

33.5

1.1

1.0

Adani Enterprises is an international trading house that operates from offices in India as well as other countries. The company is involved
in coal mining, cargo handling and power generation. Adani also trades in a large number of products including textiles, energy, metals and
agricultural products.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR 30 LARGEST INVESTMENTS
AT 31 DECEMBER 2023

Name

18 VINCI

Country
of Listing

France

Value of
Holding (£m)

% of
Total Assets

32.7

1.0

Name

25 Workday

Country
of Listing

United States

Value of
Holding (£m)

% of
Total Assets

31.2

0.9

VINCI, founded in 1899, is a global player in concessions, energy, and construction with expertise in building, civil, hydraulic, and electrical
engineering. It offers construction‑related specialties and road materials production, as well as finance, management, operations, and
maintenance of public infrastructures.

Workday provides enterprise cloud-based applications. The company offers human capital, spend, and financial management, as well
as payroll, initiatives and higher education solutions. Workday serves the finance, healthcare, manufacturing, education, and technology
industries worldwide.

19 AIA

Hong Kong

32.1

1.0

26 Danaher

United States

31.2

0.9

AIA competes to be the largest life insurance group in Asia, offering life insurance, medical insurance, accident protection insurance,
critical illness insurance, disability protection insurance, and savings and investment plans to individuals. The firm was founded in 1919
and is currently headquartered in Hong Kong.

Danaher designs, manufactures, and markets professional, medical, industrial and commercial products, and services in the sectors of
test and measurement, environmental, life sciences, dental, and industrial technologies.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

20 Fiserv

United States

31.6

0.9

27 S&P Global

United States

30.9

Fiserv provides integrated information management and electronic commerce systems and services. The company’s solutions include
transaction processing, electronic bill payment and presentment, business process outsourcing, document distribution services, and
software and systems solutions.

S&P Global provides clients with financial information services. The company offers information regarding ratings, benchmarks, and
analytics in the global capital and commodity markets. S&P Global operates worldwide.

Novo Nordisk

Denmark

31.5

0.9

28 Yum! Brands

United States

30.7

Novo Nordisk is a multinational pharmaceutical company with production facilities in nine countries and affiliates or offices in five
countries. Novo Nordisk manufactures and markets pharmaceutical products and services, specifically diabetes care medications and
devices.

Yum! Brands owns and franchises quick-service restaurants. The company develops, operates, franchises, and licenses a worldwide
system of restaurants which prepare, package, and sell a menu of food items. YUM! Brands serves customers worldwide.

22 The Cooper Companies

United States

31.4

The Cooper Companies through its subsidiaries, develops, manufactures, and markets specialty healthcare products. The company’s
products include contact lenses for the vision care market and diagnostic products, surgical instruments, and accessories for
gynecologists and obstetricians.

23 Intuit

United States

31.3

0.9

Intuit develops and markets business and financial management software solutions for small and medium sized businesses, financial
institutions, consumers, and accounting professionals. The company provides business management and payroll processing, personal
finance, and tax preparation and filing software solutions. Intuit serves customers worldwide.

29 ICON

Ireland

30.7

ICON PLC provides contract clinical research services to the global pharmaceutical industry. The company manages clinical studies in
addition to providing data management, regulatory, and central laboratory services. ICON currently operates offices in multiple countries.

30 Safran

France

29.7

0.9

Safran supplies aerospace and defence systems and equipment. The company sells engines for aeroplanes and helicopters, launch
vehicles. Safran serves aviation and defence industries worldwide.

24 Autodesk

United States

31.2

0.9

Autodesk supplies PC software and multimedia tools. The company’s two-dimensional and three-dimensional products are used across
industries and in the home for architectural design, mechanical design, geographic information systems and mapping, and visualization
applications. Autodesk’s software products are sold worldwide through a network of dealers and distributors.

Source: Bloomberg, WTW, MSCI, Juniper, FactSet
Note: All figures are subject to rounding differences.

0.9

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR OTHER INVESTMENTS
AT 31 DECEMBER 2023

Country of Listing

Value of
Holding (£m)

% of
Total Assets

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Name

Texas Instruments

Intercontinental Exchange

Aon

Thermo Fisher Scientific

Ebara

Bureau Veritas

Aena

Kuehne & Nagel

News Corp

salesforce.com

Convatec

Murata Manufacturing

KKR

DBS Bank

Ashtead

Glencore

United States

Japan

France

Spain

Switzerland

United States

United Kingdom

Japan

United States

Singapore

United Kingdom

Taiwan Semiconductor Manufacturing

Taiwan

Unilever

State Street

AstraZeneca

Misumi Group

Berkshire Hathaway

Continental

Interpublic Group

Weir Group

Howden

Broadcom

Eli Lilly

Elanco Animal Health

Stericycle

Comcast

Danone

Baidu

Kyndryl

United Kingdom

United States

United Kingdom

Japan

United States

Germany

United States

United Kingdom

United States

France

China

United States

28.9

28.7

27.5

26.6

26.0

25.5

25.4

24.8

24.6

23.4

23.2

23.1

22.6

22.2

22.1

22.0

21.9

21.0

20.9

20.5

20.4

20.2

20.0

19.8

19.7

19.6

0.9

0.8

0.7

0.6

Name

Molson Coors

Paypal

Standard Chartered

Signify

Moody's

Booking Holdings

Imperial Brands

Makita

Intel

Zebra Technologies

Covestro

Kubota

GSK

Nutrien

Skyworks Solution

Swire Pacific

Santen Pharmaceuticals

ITC

Charter Communications

Nokia

TP ICAP

ExxonMobil

United Rentals

Flex

Essity

WPP

Cisco Systems

Harley Davidson

Adidas

Ameriprise Financial

Aercap

NRG Energy

CBRE Group

Country of Listing

Value of
Holding (£m)

% of
Total Assets

United States

Hong Kong

Netherlands

United States

United Kingdom

Japan

United States

Germany

Japan

United Kingdom

Canada

United States

Hong Kong

Japan

India

United States

United Kingdom

Finland

United Kingdom

United States

Sweden

United Kingdom

United States

Germany

United States

19.5

19.2

18.4

18.3

18.2

18.1

17.9

17.8

17.2

17.0

16.9

16.6

16.3

16.0

15.9

15.5

15.2

15.1

15.0

14.7

14.4

14.3

13.6

13.1

0.6

0.5

0.4

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

INVESTMENT PORTFOLIO

OUR OTHER INVESTMENTS
AT 31 DECEMBER 2023

Country of Listing

Value of
Holding (£m)

% of
Total Assets

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio

z Dividend
z Ongoing Charges & Discount
z How We Manage Our Risks

Name

Expedia

Transdigm

Carlyle Group

General Electric

Bayer

Smiths Group

Hargreaves Lansdown

HCA Healthcare

DKSH Holding

Andritz

TS Tech

Sony

Cigna

Western Union

Lithia Motors

Admiral

Sanwa

United States

Germany

United Kingdom

United States

Switzerland

Austria

Japan

United States

United Kingdom

Japan

Fidelity National Information Services

United States

Kato Sangyo

Rinnai

Lear

Gen Digital

Ryanair

Synnex

Global Payments

AppLovin

MinebeaMitsumi

Dexcom

Constellation Software

Toyota

Toyo Suisan Kaisha

Mitsubishi UFJ

Dai Nippon Printing

United States

Japan

United States

Ireland

United States

Japan

United States

Canada

Japan

13.1

13.0

12.9

12.1

12.0

11.9

11.7

11.6

11.4

11.2

11.1

10.9

10.6

10.4

10.3

10.1

9.8

9.7

9.5

9.4

9.0

8.8

8.7

8.6

8.3

8.0

0.4

0.3

0.2

Name

Macnica

CoStar

Keyence

Itau Unibanco

Hikari Tsushin

Liberty Global

Shimano

State Bank Of India

Roper Technologies

Square Enix

Ebay

Centrais

Entegris

Seven & I

BTG Pactual

Whirlpool

Vale

Netflix

SMC

Adyen

Liberty Media

ServiceNow

Banorte

Adani Green Energy

Bandai

Sika

ICICI Bank

Samsung Electronics

Shopify

Cloudflare

DISCO

Axon Enterprise

Tokyo Electron

Bank Central Asia

Fuji Media

Country of Listing

Japan

United States

Japan

Brazil

Japan

United States

Japan

India

United States

Japan

United States

Brazil

United States

Japan

Brazil

United States

Brazil

United States

Japan

Netherlands

United States

Mexico

India

Japan

Switzerland

India

South Korea

Canada

United States

Japan

United States

Japan

Indonesia

Japan

Value of
Holding (£m)

% of
Total Assets

7.9

7.7

7.6

7.5

7.3

7.2

7.0

6.9

6.8

6.7

6.6

6.5

6.4

6.2

6.0

5.9

5.8

5.7

5.4

5.3

0.2

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportAnnual Report and Financial Accounts 2023

SECTION

INVESTMENT PORTFOLIO

DIVIDEND

OUR OTHER INVESTMENTS
AT 31 DECEMBER 2023

Name

Petrochina Co Ltd

Adani Ports & SEZ

Bank Mandiri

Adani Energy Solutions

Sun Pharmaceutical Industries

Patanjali Foods

Bread Financial

Ambuja Cements

House Foods Group

Max Healthcare Institute

PDD Holdings

Banco Do Brasil

JSW Steel

Zijin Mining Group

Turk Hava Yollan

Tüpraş

JSW Energy

PICC Property and Casualty

Macrotech Developers

Ecopetrol

IDFC First Bank

Koç Holding

Companhia Paranaense de Energia

GMR Group

Bajaj Finance

National Bank of Greece

Akbank

Source: Juniper.
Note: All figures are subject to rounding differences.

Country of Listing

China

India

Indonesia

India

United States

India

Japan

India

China

Brazil

India

China

Turkey

India

China

India

Colombia

India

Turkey

Brazil

India

Greece

Turkey

Value of
Holding (£m)

5.2

4.9

4.7

4.0

3.3

3.2

3.1

3.0

2.8

2.6

2.3

2.1

2.0

1.8

1.7

1.0

0.9

0.8

0.6

0.4

0.0

% of
Total Assets

0.2

0.1

0.0

DIVIDEND POLICY

Return rebased to 100
at 31 January 1969
(£)

Dividend per Share (p)

Subject to market conditions and the Company’s
performance, financial position and outlook, the Board
will seek to pay a dividend that increases year on year.
The Company expects to pay four interim dividends
per year, on or around the last day of June, September,
December and March, and will not, generally, pay
a final dividend for a particular financial year.

30,000

25,000

20,000

15,000

10,000

5000

0
2023

1969 1974

1979

1984 1989 1994

1999

2004 2009 2013

2018

INCREASED DIVIDEND

As previously noted in the Chair’s Statement on page 6,
the Company has increased its total dividend for the year
ended 31 December 2023 to 25.2p per ordinary share
(2022: 24.00p), a 5.0% increase on the previous year.

Dividend

1st Interim

2nd Interim

3rd Interim

4th Interim

2023 (p)

2022 (p)

% increase

6.18

6.34

6.00

3.0

5.7

The Board is of the opinion that the increased level of total
dividend is both sustainable and affordable and it expects
to extend the Company’s 57-year track record of annual
dividend increases for many years.

The Company’s Dividend Policy (as detailed above), Investment
Objective (as detailed on page 2) and Investment Strategy all
remain unchanged. The Board aims to continue delivering a
rising dividend year after year as well as capital growth.

The following chart shows the growth in the Company’s
dividend over the last 57 years. It also shows what has been
achieved for investors to date. If you had invested £100 in the
Company at the start of 1968 and you had reinvested your
dividends in additional shares, you would have shares worth
£28,755 at the end of 2023, and £6,619 if you did not.

Total Return (LHS)

Dividend per Share (p) (RHS)

Capital Return (LHS)

2023 Dividend per Share (p) (RHS)

Source: WTW and Alliance Trust.

Past performance is not a reliable indicator of future returns. Total Return is the sum of
the change in the share price plus dividend income reinvested whereas Capital Return
excludes the impact of dividends reinvested

In determining the level of future dividends, the Board will
take into account factors such as any anticipated increase or
decrease in dividend cover, projected income, inflation and the
yield on similar investment trusts.

The Board will continue to take advantage of the Company’s
structure as an investment trust and will use both its investment
income and its significant accumulated distributable reserves to
fund dividend payments.

The Company policy of paying quarterly interim dividends means
that shareholders have certainty of the date on which they will
receive their income but means they are not asked to approve
the final dividend. However, each year shareholders are given the
opportunity to share their views on the Company’s dividend by
being asked to approve the Company’s Dividend Policy.

AMPLE RESERVES

The Company’s distributable reserves at 31 December 2023
were £3.3bn (2022: £2.9bn). Of these, the Company’s revenue
reserve was £84.3m (2022: £102.3m), realised capital reserves
were £2.7bn (2022: £2.7bn) and unrealised capital reserves were
£0.6bn (2022: £0.1bn). Both elements of the capital reserves are
readily convertible to cash.

FOURTH INTERIM DIVIDEND

A fourth interim dividend of 6.34p per ordinary share will be
paid on 28 March 2024 to shareholders who are on the register
at close of business on 29 February 2024. The fourth interim
dividend will be paid from both income and revenue reserves.
The provisional payment dates for the 2024 financial year can be
found on page 107.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers

z Investment Portfolio
z Dividend

z Ongoing Charges & Discount
z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

HOW WE MANAGE OUR RISKS

ONGOING CHARGES
& DISCOUNT

HOW WE MANAGE
OUR RISKS

ONGOING CHARGES1

REDUCED SHARE BUYBACKS

The Company’s Ongoing Charges Ratio (‘OCR’) marginally
increased to 0.62% (2022: 0.61%). The new operating
model, as described in the 2022 Annual Report, was
implemented during the year whereby WTW was appointed
to provide further marketing and distribution, public
relations and investor relations services. In addition,
Juniper was appointed as company secretary and to
provide administration, finance and accounting services.
As a consequence, a larger proportion of costs are now
variable, rather than fixed. Total administrative expenses
were £2.9m (2022: £6.5m) and investment management
expenses were £16.3m (2022: £12.8m). Further details of
the Company’s expenses are provided in Note 4 of the
financial statements on page 85. The Board has a policy
of adopting a one-quarter revenue and three-quarters
capital allocation for management fees, financing costs
and other indirect expenses. The Company’s costs
remain competitive for an actively managed multi-
manager global equity investment company. The chart
below shows how the Company’s costs compared to
the other constituents of the AIC Global Sector.

The Company bought back 2.9% (2022: 5.0%) of its issued share
capital during the year, purchasing 8,615,000 of which 8,335,000
were cancelled and 280,000 shares held in Treasury. It is our
intention that all future share buybacks will be held in Treasury.
The total cost of the share buybacks was £86.1m (2022:
£149.6m). The weighted average discount of shares bought back
in the year was 6.2%. Share buybacks contributed a total of 0.2%
to the Company’s NAV performance in the year.

STABLE DISCOUNT1

One of the Company’s strategic objectives is the maintenance
of a stable share price discount to Net Asset Value.

During the year under review, the Company’s share price
traded at an average discount of 6.0% (2022: 5.9%).

As at 31 December 2023, the Company’s share price discount
was 5.4% (2022: 4.2%). The average discount (unweighted) for
the AIC Global Sector was 9.8%.

OUR COSTS REMAIN COMPETITIVE

DISCOUNT AND SHARE BUYBACKS

Costs per annum (%)
1.4

1.2

1.0

0.8

0.6

0.4

0.2

Alliance Trust

Cost of share buybacks (£m)

1,200

1,000

800

600

400

200

Discount (%)
14

Constituents of the AIC Global Sector

Note: The costs shown for the other constituents of the AIC Global Sector include
ongoing costs.

Data sourced from the AIC website on 17 January 2024.

2014

2015

2016

2017

2018

2019

2020 2021

2022 2023

Cost of Buybacks (LHS)

Average Discount (RHS)

Source: Juniper.

1. Alternative Performance Measure (see page 102 for details).

In order to manage the risks facing the Company, the Board maintains and reviews a Risk Register and Heat Map. The Risk
Register details all principal and emerging risks facing the Company at any given time. The principal risks facing the Company,
as determined by the Board, are Market Risk, Investment Performance Risk, Strategy & Market Rating, Capital Structure &
Financial Risk, Operational Risk, and Legal & Regulatory Risk.

As part of its review process, the Board considers input on the principal and emerging risks facing the Company from its key
service providers WTW and Juniper. Any risks and their associated risk ratings are then discussed, and the Risk Register and
Heat Map updated accordingly, with additional monitoring put in place as required.

PRINCIPAL RISKS

The principal risks facing the Company and how the Board aims to manage these risks are detailed on the following pages.

Risk and potential impact

Risk rating

How we manage the risk

Market Risk

Increased

• Short-term market movements will inevitably occur; however, the

Market risk is the risk of
loss on the Company’s
portfolio of investments in
absolute terms, caused by
adverse price movements.
Examples of market risk
arising from falls in equity
prices include economic and
political events, interest rate
movements, and fluctuations
in foreign exchange rates.

Investment
Performance Risk

Investment performance
risk is the risk of relative
underperformance of
the Company against
its investment objective
or against a relevant
benchmark and closed
and open-ended peer
group which makes the
Company an unattractive
investment proposition.

Poor consideration of ESG
and climate risk factors
could adversely affect the
Company’s investment
performance and reputation.

Geopolitical and
macro-economic
uncertainty has
increased.

Interest rates
continue to affect
market valuations.

investment manager chooses a blend of stock pickers and styles to
provide diversification with the aim of providing a factor neutral
portfolio position.

• The Board regularly receives portfolio updates from the investment

manager whereby changes in equity prices, interest rate
movements, fluctuations in foreign exchange rates, and market
outlook is considered and discussed.

Decreased

• The Company’s investment policy is monitored by the Board to

The Company’s
investment portfolio
produced positive
returns in 2023,
outperforming its
benchmark and
many of its peers.

ensure it continues to remain appropriate and is being adhered to by
the investment manager.

• The Board regularly reviews and challenges the performance of the

investment manager and individual stock pickers.

• The Board receives regular portfolio and market updates from the
investment manager on the portfolio’s performance against the
Company’s benchmark and peer group as well as updates on the
performance of individual stock pickers.

• The Board receives income forecasts and scenario analysis before

determining dividends.

• The Board conducts an annual evaluation of the investment manager.

• The investment manager’s approach to ESG and climate risk factors

is embedded within its overall assessment of investment risk. A
tailored ESG framework applies across all stages of the Company’s
investment process. This includes ongoing monitoring of the
underlying stock picker’s ESG reporting.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers
z Investment Portfolio
z Dividend

z Ongoing Charges & Discount
z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

HOW WE MANAGE OUR RISKS

HOW WE MANAGE
OUR RISKS

Risk and potential impact

Risk rating

How we manage the risk

Risk and potential impact

Risk rating

How we manage the risk

Strategy & Market Rating

Stable

• The Board regularly reviews the Company’s investment objective,

Operational Risk

Stable

• The performance of the Company’s key service providers is

Outsourced service
providers were
consolidated during
2022/23 with no
adverse impact on
the standard of
service received.

Cyberattacks against
non-primary targets
are becoming more
widespread.

subject to annual review by the Board. This includes a review of
audited internal controls reports provided by the key service
providers. In addition, the investment manager and company
secretary also provide comment on the performance of the AIFM,
depositary, custodian, registrar, and corporate broker to aid the
Board in their review of these providers.

• Any breaches in controls which have resulted in incidents or

errors are required to be immediately notified to the Board along
with proposed remediation actions.

• The technology platforms of all key service providers are subject

to regular testing, including penetration testing, vulnerability scans
and patch management. Reporting on the testing undertaken by
each service provider is reviewed by the Board annually.

• Disaster recovery plans are in place at the investment manager,

company secretary and administrator as well as at the Company’s
other key service providers. The results of disaster recovery tests
are shared with the Board.

This risk accrues from any
of the following having
an impact on the level at
which the shares trade in
relation to the underlying
Net Asset Value:

The Company’s investment
objective and policy are
not deemed appropriate;
uncompetitive investment
performance or secular
changes in investor
demand. Any of these
may lead to demand for
the Company’s shares
decreasing as the Company
becomes an unattractive
investment opportunity.

Capital Structure &
Financial Risk

Inappropriate capital
structure.

Liquid resources insufficient
to meet liabilities.

Decrease in the valuation
of assets amplified by
any gearing that the
Company may have.

The Company’s
investment objective,
policy and strategy
produced positive
returns in 2023.

The Company’s
share price traded
consistently relative
to underlying
NAV throughout
2023 unlike many
closed-ended peers.

No issues of concern
raised by major
shareholders.

Stable

A full review of the
Company’s borrowing
facilities was
undertaken in 2023
(details of which can
be found on page 52
of this report).

policy and strategy to ensure it remains appropriate.

• The Board regularly reviews the Company’s share register and

hears from the investment manager and the Company’s broker on
all marketing/investor relations and shareholder meetings.

• The performance of, and market demand for shares in the

Company’s peer group is also compared.

• The Board monitors the Company’s share price discount, and
working with the broker and investment manager undertakes
periodic share buy backs, as appropriate, to meet its strategic
objective of maintaining a stable discount.

• The Annual General Meeting and investor forums provide an
opportunity for investors to engage directly with the Board.

• Meetings are held with major shareholders by the investment
manager and/or Chair upon request or on an ad hoc basis.

• The Board receives regular updates on the capital structure of the
Company including, share capital (issued and held in Treasury),
borrowings, structure of reserves, level of gearing and buy back
authorities.

• The Company’s investments are in quoted securities that are

readily realisable.

• The investment manager has delegated authority to utilise gearing
within preset limits and provides regular reporting to the Board.

• Active review and management of borrowing limits and associated

costs by the Board.

• Shareholder authority is sought annually in relation to share

buybacks to support the management of the discount.

• Shareholder authority is sought annually in relation to share
issuances to facilitate the issuance of shares when there is
market demand.

• Review of reports from the company secretary in relation to share

buyback activity and level of distributable reserves.

• Review of reports from the company secretary confirming

compliance with all legal, regulatory and commercial
requirements (e.g. loan covenants).

All of the Company’s
operational functions are
outsourced to third party
service providers. The
Company’s key service
providers are WTW (AIFM
and investment manager),
Juniper (company
secretary, administration,
finance and accounting
services), NatWest
Trustee and Depositary
Services (depositary),
BNY Mellon (custodian),
Computershare Investor
Services (registrar), and
Investec (corporate broker).

The Company is therefore
reliant on the effective
controls, processes, people,
and systems, in place at its
service providers to ensure
the smooth day-to-day
operations of the Company.

Operational risks include
cybercrime, IT systems
failure, inadequacy of
oversight and controls,
climate risk, and ineffective
disaster recovery planning
by the investment manager,
administrator or other key
service providers resulting
in operational failure.

A failure in the operation
controls of the Company’s
service providers could
result in financial, legal or
regulatory and reputational
damage for the Company.

z Introduction
z Our Performance
z Longer-Term Performance
z Chair’s Statement
z Investment Manager’s Report
z Our Stock Pickers
z Investment Portfolio
z Dividend
z Ongoing Charges & Discount

z How We Manage Our Risks

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportStrategic Report

HOW WE MANAGE
OUR RISKS

DIRECTORS’
REPORT

Risk and potential impact

Risk rating

How we manage the risk

Legal & Regulatory Risk

Stable

• Review of the Company’s annual report and financial statements

As an investment company
listed on the London Stock
Exchange, the Company
is required to adhere
to a variety of legal and
regulatory requirements.

The Company
has remained
compliant with
legal and regulatory
requirements
throughout 2023.

Should the Company fail
to adhere to all legal and
regulatory requirements,
it risks facing financial
and legal penalties,
reputational damage, and
potentially losing its status
as an investment trust.

EMERGING RISKS

by an independent auditor provides the Board with assurance that
the Company has met all required legal and regulatory
requirements.

• On at least an annual basis, the Board receives reports from all

the Company’s key service providers in respect of their
compliance with legal and regulatory obligations.

• Regulatory risks and controls are examined under operational

risks, set out above.

• Any errors or breaches in respect of legal and regulatory non-

compliance are to be reported to the Board immediately along
with remediation actions.

• Directors receive quarterly compliance reports from WTW and
Juniper which include details on the results of any regulatory
visits.

• Shareholder documentation is subject to stringent review prior to

circulation.

Emerging risks are typified by having a high degree of uncertainty and may result from sudden events, new potential trends or
changing specific risks where the impact and probable effect is hard to assess. As the assessment becomes clearer the risk
may be added to the Risk Matrix of ‘known’ risks.

The Board is currently monitoring a number of emerging risks: Geopolitical tension is an ever-increasing emerging risk for the
Company due to ongoing conflicts across the world and the affect that they may have on global markets. Numerous governmental
elections will also be taking place across the world in 2024, with particular focus on the US, UK and Indian elections. It is estimated
that nearly 50% of the world’s population are eligible to vote in elections during the coming year. Stubborn underlying inflation,
slow monetary policy response with a subsequent risk of recession, continues to adversely impact equity markets. Our investment
manager has advised that the market outlook for 2024 remains highly uncertain.

Chair
6 March 2024

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportDirectors’ Report

BOARD OF DIRECTORS

BOARD OF
DIRECTORS

Guide to Current Appointments

Listed operating companies and their subsidiaries

Unlisted operating companies and their subsidiaries

Investment companies and Investment Trusts

Other

z Board of Directors

z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

DEAN BUCKLEY
Chair (Independent)

Chair of the Nomination Committee. Prior
to his appointment as Chair, Dean was a
Member of Audit and Risk Committee.

Dean joined the Board in 2021 and was
appointed as Chair on 1 January 2024.

Dean is a qualified actuary and has enjoyed a career
in fund management. Dean was previously Chief
Executive Officer of Scottish Widows Investment
Partnership. Prior to that, Dean held several positions
at HSBC Bank plc, most recently as Chief Executive
Officer of HSBC Asset Management UK & Middle East.
Dean held senior fund management positions at
Prudential Portfolio Managers and was also previously
a Non-Executive Director of Saunderson House
Limited. He was also Chair of the Audit Committee,
Remuneration Committee and Senior Independent
Director of JPMorgan Asia Growth & Income plc.

Current Appointments

Fidelity Special Values PLC

Chair

Baillie Gifford & Co Limited

Non-Executive Director

Evelyn Partners Fund Solutions Limited

Chair

SARAH BATES
Senior Independent Director

Member of the Audit and Risk Committee.
Member of the Nomination Committee.

Sarah joined the Board in 2021.

Sarah is a Fellow of CFA UK and was previously Chair of
the Association of Investment Companies. Sarah was
also previously Chair of Polar Capital Technology Trust
plc, Merian Global Investors Limited, St James’ Place
plc, JPMorgan American Investment Trust plc, Witan
Pacific Investment Trust plc and Chair of the Audit
Committees of New India Investment Trust plc and of
U and I Group plc. Sarah was a founder of the Diversity
Project and formerly an Ambassador for Chapter Zero.

She was also Chair of the Nomination Committee and
Senior Independent Director of Worldwide Healthcare Trust
PLC, and Chair of John Lewis Partnership Trust for Pensions.

Current Appointments

BBC Pension Scheme

Independent Member of the Investment Committee
and Chair of BBC Pension Investment Limited

USS Investment Management Limited

Chair

JO DIXON
Independent Non-Executive Director

Chair of the Audit and Risk Committee.
Member of the Nomination Committee.

Jo joined the Board in 2020 and was appointed
Chair of the Audit and Risk Committee in March 2020.

Jo is a chartered accountant and has previously held
senior positions within the NatWest Group and was
Finance Director of Newcastle United plc. She was
Commercial Director, UK, Europe and the Middle East
at Serco Group and sat on various advisory boards
in the education and charity sector. Jo was also
previously Chair of JPMorgan European Growth and
Income PLC, and Non-Executive Director and Chair of
the Audit Committee of Strategic Equity Capital PLC.

CLARE DOBIE
Independent Non-Executive Director

Member of the Audit and Risk Committee.
Member of the Nomination Committee.

Clare joined the Board in 2016.

Clare started as a journalist working at the BBC, Times
and Independent, where she was City Editor. From
there she joined Barclays Global Investors, where she
was Head of Marketing, and later she moved to GAM
as Group Head of Marketing. She then ran a marketing
consultancy serving financial services firms. She is
a former Non-Executive Director of Aberdeen New
Thai Investment Trust, CT Capital and Income IT,
Schroders UK Mid Cap Fund and Southend Hospital.

Current Appointments

Bellevue Healthcare Trust PLC (formerly

BB Healthcare Trust PLC)

Senior Independent Director and Chair of Audit Committee

The Global Smaller Companies Trust PLC

(formerly BMO Global Smaller Companies PLC)

Senior Independent Director and Chair of Audit Committee

Ventus VCT PLC (in members’ voluntary liquidation)

Non-Executive Director

Wild Arts Music charity (formerly Roman River

Music Charity)
Trustee

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s Report

Directors’ Report

BOARD OF DIRECTORS

BOARD OF
DIRECTORS

z Board of Directors

z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

BOARD AND COMMITTEE ATTENDANCES

In addition to the Board’s quarterly meetings, three scheduled
portfolio update/stock picker calls were held, and a number
of ad hoc Board Committee meetings took place. Three
scheduled Audit and Risk Committee meetings were held
during the year. In addition, two ad hoc meetings took place.
One scheduled Nomination Committee meeting took place
during the year. Several ad hoc working group meetings also
took place during the year to deal with specific matters.

The below table excludes Director attendance at ad hoc or
working group meetings as these meetings did not require
the attendance of all Directors. Some of these working group
meetings included the Marketing Oversight Group (‘MOG’).
Details of its activities can be found on pages 43 and 52.

Scheduled Meeting
Attendances

Director

Sarah Bates

Anthony Brooke1

Dean Buckley

Jo Dixon

Clare Dobie

Vicky Hastings

Milyae Park

Gregor Stewart2

Board

Audit and Risk Committee

Nomination Committee

Actual

Possible

Actual

Possible

Actual

Possible

–

1. Anthony Brooke retired as a Director on 27 April 2023.
2. Gregor Stewart was not a Member of the Audit and Risk Committee.

VICKY HASTINGS
Independent Non-Executive Director

Member of the Audit and Risk Committee.
Member of the Nomination Committee.

MILYAE PARK
Independent Non-Executive Director

Member of the Audit and Risk Committee.
Member of the Nomination Committee.

Vicky joined the Board in 2022.

Milyae joined the Board in 2022.

Vicky has over 30 years’ experience in the investment
management industry. She was a European Equity fund
manager before holding senior leadership roles at Merrill
Lynch Investment Managers and JO Hambro Capital
Management. Vicky was previously an Independent Non-
Executive Director of JPMorgan Asset Management UK
Ltd and JP Morgan Asset Management International Ltd
and a Non-Executive Director of Henderson Global Trust
Plc, Charter European Trust Plc, Edinburgh Investment
Trust PLC, and Impax Environmental Markets PLC.

Milyae began her career as a Chartered Accountant
in the US and has experience running and advising
companies in over 40 countries. She has held senior
global executive positions spanning investment
banking and other financial services, retail, consumer,
and technology, including at Tesco, Marks & Spencer,
and Accenture. In addition, Milyae’s recent advisory
experience has focused on digital transformation and
growth, as well as ESG. She was previously a Governor
for the Museum of London and the Chair of the Museum
of London (Trading) Ltd.

Current Appointments

Henderson European Focus Trust Plc

Chair

Current Appointments

Fidelity European Trust PLC

Non-Executive Director

Faber and Faber Limited

Non-Executive Director

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

BOARD OF DIRECTORS

BOARD OF
DIRECTORS

POLICY ON BOARD DIVERSITY

The Board’s Policy on Board Diversity is as follows:

The Company recognises the benefits of having a
diverse Board, and sees diversity at Board level as
important in maintaining good corporate governance
and Board effectiveness. The Board should reflect
differences in ‑ amongst other characteristics ‑ skills,
geographical and industry experience, backgrounds,
ethnicities, races, and genders. These differences will be
considered in determining the composition of the Board
and when possible should be balanced appropriately.

All Board appointments must be made on merit, in the
context of the skills, experience, independence and
knowledge which the Board as a whole requires to be
effective. In reviewing Board composition the benefits
of all aspects of diversity will be considered, including,
but not limited to, those described above, in order to
enable it to discharge its duties and responsibilities.

In identifying the best candidates for appointment to
the Board, the Board will consider candidates from
a range of differing perspectives and backgrounds
against objective criteria with due regard to the benefits
of diversity on the Board. As part of the selection
process, where search agents are used, they are
currently required in preparing their long list to include
candidates that will improve the ethnic diversity of
the Board given the Board’s alignment with the Parker
Review target for ethnic diversity by 2024.

The Board reports on its succession planning on pages 42,
44 and 51. When making appointments, the Board will ensure
that the positive steps taken to increase the Board’s gender
diversity over the last two years will be applied to other areas
of diversity in which the Board could improve. The Board at
the year end comprised one male and five females. One of
the Directors is of a minority ethnic origin and of the three
senior Board positions (Chair, Audit and Risk Chair, and Senior
Independent Director) one is male and the other two female.
While the Board has met its targets for gender and ethnic
diversity, it will continue to seek to consider all aspects of
diversity for future appointments. In order to ensure that
the Board attracts a diverse slate of candidates for future
succession planning, the Board is proposing to remove the
current requirement in the Articles of Association (the ‘Articles’)
for Directors to hold 3,000 shares in the Company upon
appointment. Further details on the proposed changes to the
Company’s Articles can be found on page 53. A table showing
the gender and ethnicity of the Directors can be found on
page 45.

In accordance with the AIC Code, as part of its succession
planning program, the Board engaged Cornforth
Consulting, an independent external search consultant
to conduct a desktop review of potential candidates to
replace Gregor Stewart as Chair of the Company. Further
details on the appointment of Gregor’s successor, Dean
Buckley, can be found on page 51 of this report.

DIRECTORS’ SKILLS

Set out in the table below are the key skills and experience
that the Board recognises it must possess to manage and
govern effectively. In addition to these key skills, the Board
also has experience in Investment, Financial Oversight, Risk,
Strategy and Change, and Corporate Finance.

Board Experience

Director

Sarah Bates

Dean Buckley

Jo Dixon

Clare Dobie

Vicky Hastings

Milyae Park

Financial
Services

Business
Leadership

Asset
Management

Investment
Trusts

Marketing and
Distribution

Finance

As part of the evaluation process, a number of areas
were reviewed, these included investment performance,
operational performance, the provision of information to
both the Board and shareholders, regulatory compliance,
sales and marketing, and fees. Following its review, the Board
agreed that WTW had performed well during the year, with
positive returns being delivered by the investment portfolio.
Some minor recommendations were made in respect of
enhancements that could be made by the investment
manager, all of which are being considered.

The Board will continue to closely monitor the performance
of the investment manager to ensure that its continuing
appointment is in the best interest of shareholders.

EVALUATION OF SERVICE PROVIDERS

The Board also carried out its annual evaluation of the
Company’s other key service providers, namely Juniper
(company secretary, administration, finance and accounting
services), NatWest Trustee and Depositary Services
(depositary), BNY Mellon (custodian), Computershare Investor
Services (registrar), and Investec (corporate broker).

Following its review, the Board confirmed that all
key service providers had broadly performed in line
with service levels during the year. Some minor
recommendations were made in respect of operational
enhancements and reporting that could be implemented
at Juniper, all of which are being considered.

In February 2024, annual evaluations of the Board as a whole,
individual Directors, and the investment manager were
undertaken. In addition, the Board evaluated the performance
of its service providers. Each evaluation covered the year
ended 31 December 2023.

BOARD EVALUATION

The annual review of individual Directors’ performance was
undertaken by way of questionnaire and discussions between
the Chair and each of the Directors. As a result of Gregor
Stewart retiring as Chair of the Company on 31 December
2023, the Board agreed that it was unnecessary to carry
out an evaluation of Gregor’s performance. Instead, the
Nomination Committee, led by Sarah Bates in her capacity
as Senior Independent Director, carefully considered the role
requirements prior to the appointment of a new Chair. Full
details of the succession planning process can be found on
page 42 of this report.

The results of the Board evaluation confirmed that all
Directors continue to demonstrate commitment to their
roles, provide constructive challenge to the investment
manager, and provide valuable contributions to the
deliberations of the Board. No material weaknesses or
concerns were highlighted. Some focal points for 2024
include the Company’s brand refresh, and continuing to
develop the Company’s relationships with WTW and Juniper.

An extensive external evaluation of the Board is undertaken
every three years, the next of which will be undertaken for
the year ending 31 December 2024 and the results of which
will be reported in the Annual Report.

EVALUATION OF INVESTMENT MANAGER

In addition to its ongoing monitoring of the investment
manager, the Board undertakes a robust annual evaluation
of WTW’s performance. This monitoring process and review
is important as investment performance and responsible
ownership are critical to delivering sustainable long-term
growth and income for shareholders.

z Board of Directors

z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

The Board is committed to achieving and demonstrating
high standards of corporate governance.

The AIC Code of Corporate Governance issued in February
2019 (‘AIC Code’) provides a framework of best practice
for investment companies and can be found at
www.theaic.co.uk. The Financial Reporting Council (‘FRC’)
has confirmed that AIC member companies who report
against the AIC Code will be meeting their obligations in
relation to the 2018 UK Corporate Governance Code.

The Company has complied with the Principles and
recommended Provisions of the AIC Code during
the year ended 31 December 2023 and up to the
date of this report, except as set out below:

Internal audit function

The Company does not have a separate internal audit
function. The Board is of the view that the Company’s
day-to-day operations are outsourced to third parties with
established internal control frameworks, there is no need
for such a function. The Board gains assurance on the
effectiveness of the internal controls in place at WTW and
Juniper. In addition, the Board receives oversight reports
from Juniper on the Company’s other key service providers.

Remuneration and Management Engagement

As a purely Non-Executive Board with no executive directors
or employees, the Board does not consider it necessary to
have a Remuneration Committee. During the year under
review, the only remuneration questions to be determined
were in relation to the Directors’ own remuneration.

The Company does not have a Management Engagement
Committee. The Board, as a whole, performs this function.
The Directors, all of whom are independent, monitor the
performance of WTW, Juniper, and the Company’s other key
service providers throughout the year and undertake a formal
annual evaluation of each their performance at the financial
year-end (details of which can be found on page 41). The
Audit and Risk Committee separately reviews the internal
controls and compliance arrangement of the Company’s key
service providers and reports to the Board on its findings.

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

BOARD COMMITTEES

Committee Terms of Reference

The Board has established the following committees.

Audit and Risk Committee

The Audit and Risk Committee comprises all the Non-
Executive Directors, with the exception of Dean Buckley, and
is chaired by Jo Dixon.

The Report of the Audit and Risk Committee which details
the role of the committee and the work it has undertaken
during the year under review can be found on pages 56 to 58
of this report.

Nomination Committee

The Nomination Committee comprises all the Non-
Executive Directors and is chaired by Dean Buckley.

The primary responsibilities of the Nomination Committee are:

• To regularly review the structure, size and composition

(including the skills, knowledge, experience and diversity) of
the Board and make recommendations to the Board;

• To ensure plans are in place for orderly succession to

Board positions, taking into account the challenges and
opportunities facing the Company, and the skills and
expertise needed on the Board in the future;

• To identify and nominate, for the approval of the Board,

candidates to fill Board vacancies as and when they arise.

During the year under review, the Nomination Committee,
led by Sarah Bates, in her capacity as Senior Independent
Director, was tasked with leading the process to identify
Gregor Stewart’s successor as Chair. Full details of the
nomination process undertaken can be found on page 51 of
this report.

In addition, the Nomination Committee undertook the annual
performance evaluation of the Board and its committees. Full
details of the results of the evaluation process can be found
on page 41.

The Board’s Policy on diversity can be found on page 40
and a table providing a breakdown of Directors gender and
ethnicity can be found on page 45.

The Terms of Reference of both the Audit and Risk
Committee and the Nomination Committee can be found on
the Company’s website www.alliancetrust.co.uk

Details of the Company’s internal controls and risk
management processes in relation to its financial reporting
can be found on page 57.

Marketing Oversight Group

The Company continues to invest in improving communications.
The Board’s oversight of the Company’s marketing activities is
supported by the work of the MOG chaired by Clare Dobie. The
MOG works closely with WTW, and met periodically during the
year. In 2023, the primary focus of the MOG was the refresh
of the Company’s brand. The MOG also spent time reviewing
marketing and communication activities more broadly to ensure
they are serving the needs of shareholders and attracting
more investors.

We have invited shareholders and others to sign up to receive
factsheets, our quarterly newsletters and notifications of
events including investor forums. They can also access
videos of stock pickers and other information on our website.

THE BOARD

The Board is responsible to shareholders for the effective
stewardship of the Company. Investment policy and strategy
are determined by the Board. It is also responsible for
the gearing, dividend and share buyback policies; public
documents, such as the Annual Report and Financial
Statements; and, corporate governance matters.

As previously detailed on page 39 of this report, the
Board holds its main meetings on a quarterly basis with
additional portfolio update and stock picker meetings held
throughout the year.

At its quarterly meetings, the Board reviews investment
performance and associated matters such as gearing, asset
allocation, marketing/investor relations, discount, costs,
risk, compliance, share buybacks and the performance of
peer investment trusts. Representatives of the investment
manager and the company secretary attend each
meeting. In addition to its quarterly meetings, the Board
meets throughout the year to receive portfolio updates
from WTW and updates from individual stock pickers.
A separate strategy session is held annually. Board or
Board Committee meetings are also held on an ad hoc
basis to consider issues as they arise. Ad hoc working
groups involving the Directors are arranged to support
the work of the Board or relevant Board Committee
on particular topics. Outside the formal meetings
there is also regular contact between the investment
manager, the company secretary and the Directors.

THE CHAIR

The Chair is responsible for leading the Board and for
its overall effectiveness. Their letter of appointment,
which is available at the Company’s registered office
and at the AGM, clearly sets out their responsibilities.

THE SENIOR INDEPENDENT DIRECTOR

The Senior Independent Director provides a sounding
board for the Chair and serves as an intermediary for
other Directors and shareholders. They also lead any
discussions on the appointment of a new Chair and may
take on the role of Chair on an interim basis to cover
an unexpected vacancy or absence of the Chair.

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

THE DIRECTORS

The Board has no Executive Directors and currently comprises
six Independent Non-Executive Directors. The Board is wholly
independent, with the Chair having been considered to be
independent on appointment. The Directors’ biographies,
including other board commitments, are set out on pages 36
to 38. These show the breadth of the Board’s relevant
knowledge and that Directors’ attendance at meetings has
not been impacted by their other commitments. On page 40,
a summary of the key skills and expertise that the Board
recognises the Directors should possess is also provided.

Directors’ Terms of Appointment and Tenure

Every Director on appointment receives an individually
tailored induction and the Board, as a whole, receives
updates on relevant topics. The Directors are also
encouraged to attend industry and other seminars
covering issues and developments relevant to investment
trusts and to receive other training as necessary.

As part of its annual Board evaluation process, the
effectiveness of individual Directors is considered. A report
on this year’s evaluation process is set out on page 41.

Each Non-Executive Director’s appointment is governed
by written terms which are available for inspection
at the Company’s registered office. They are also
available at the AGM. The Remuneration Report on
pages 60 to 65 details the fees payable to the Directors
and the indemnities provided by the Company.

The Board is of the view that long Board tenure is not
necessarily an impediment to the independence of Directors
or to their ability to contribute to the Company. The Board
believes that a variety of Director tenures within the boardroom
can be beneficial to ensure Board quality and continuity of
experience and provide flexibility in succession planning.

Accordingly, there is no absolute limit to the period for which
Non-Executive Director may serve. Their appointment may be
terminated at any time by notice given by three quarters of
the other Directors. However, continuation of each Director’s
appointment is subject to satisfactory performance evaluation
and annual re-election by shareholders at the Company’s AGM.
Subject to the foregoing, each Director will be appointed to
serve until the seventh AGM after the date of their appointment.
Following that term, the Board may, depending on the
circumstances, determine that the continued appointment
of a Director is in the best interests of the Company and a
Director may be appointed for a further term. In the ordinary
course, this is not expected to be for more than two years.

The Chair follows the same tenure policy as that of all other
Non-Executive Directors.

Clare Dobie, having been appointed as a Director in May
2016, would have completed her initial seven year tenure at
the 2023 AGM. On the recommendation of the Nomination
Committee, given Clare continues to contribute significantly
to the Company, the Board agreed to extend Clare’s tenure
for a maximum of a further two years, notwithstanding it
shall not exceed nine years from her date of appointment.
Her tenure will therefore end on or before the 2025 AGM.

The table on the next page provides details on the date of
appointment of each Director.

Succession Planning

In accordance with the Company’s succession plan, Anthony
Brooke retired as a Director of the Company following the
conclusion of the AGM held on 27 April 2023. Gregor Stewart
also retired as Chair and a Director of the Company on
31 December 2023.

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Election and Re-election of Directors

The individual performance of each Director and their
ongoing suitability for re-election was considered
and endorsed by the Chair and the Board. Each of
the Company’s Directors has confirmed that they
remain committed to their role and have sufficient
time available to meet what is expected of them.

All the Directors who served in 2023 other than Anthony
Brooke, who stepped down during the year, served for the full
financial year. All of these Directors except for Gregor Stewart,
remained in office at the date of signing these Accounts.

Although the Articles of the Company provide for re-
election every three years in accordance with the AIC
Code, the Board agreed that all Directors will be subject
to annual re-election. Accordingly, resolutions proposing

the re-election of all remaining Directors will be put to
shareholders for approval at this years AGM. As detailed
on page 53, the Board is proposing to amend its Articles to
automatically require the annual re-election of Directors.

Conflicts of Interest

The Directors have previously provided details of all interests
which potentially could cause a conflict of interest to arise.
The unconflicted Directors in each case noted the declarations
by the Directors of their other interests and confirmed that
at that time none of the interests disclosed was reasonably
likely to give rise to a conflict. An annual review of all interests
was undertaken as part of the year-end process and this
was considered by the Board in February 2024. Procedures
are in place to allow Directors to request authority should it
be required outwith the normal Board meeting schedule.

Name

Designation

Appointed

Dean Buckley

Chair

4 March 2021, appointed Chair on 1 January 2024

Sarah Bates

Jo Dixon

Clare Dobie

Senior Independent Director

4 March 2021

Non-Executive Director

29 January 2020

Non-Executive Director

26 May 2016

Vicky Hastings

Non-Executive Director

Milyae Park

Non-Executive Director

29 September 2022

Board gender as at 31 December 2023*

Board ethnic background as at 31 December 2023*

Number
of Board
members

Percentage
of the
Board

Number
of Senior
positions
on the
Board**

Men

Women

16.7

83.31

White British or other
White (including minority-
white groups)

Asian/Asian British

1 This meets the Listing Rules target of 40% in terms of gender diversity.
2 This meets the Listing Rules target of at least one senior board position being held by a woman.
3 This meets the Listing Rules target of at least one board member being from a minority ethnic background.

Number
of Board
members

Percentage
of the
Board

Number
of Senior
positions
on the
Board**

83.3

16.7

The Company has no employees, all of its directors are non-executive, and all of its investment management and administrative functions are outsourced. Accordingly, there are no
executive management functions to disclose in the above tables.

* Data excludes Gregor Stewart who retired as a director on 31 December 2023.
** Chair, Audit & Risk Committee Chair, and Senior Independent Director.

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s Report
Directors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

THE COMPANY’S PURPOSE

RESPONSIBLE INVESTMENT

The Company is a public limited company and an
investment company with investment trust status. It
aims to deliver a real return over the long term through
a combination of capital growth and a rising dividend
at a competitive cost. HM Revenue & Customs has
confirmed that Alliance Trust PLC has investment trust
status for all financial periods from 1 January 2012.

On page 2 we set out the Company’s Investment
Objective. This, together with the Investment Policy
set out below, was approved by shareholders at
the Annual General Meeting held in April 2019.

INVESTMENT POLICY

The Company, through its Investment Manager,
appoints a number of Stock Pickers with different
styles and approaches, each of which will select and
invest in stocks for the Company’s single investment
portfolio; it will achieve an appropriate spread of risk
by holding a diversified portfolio in which no single
investment may exceed 10% of the Company’s total
assets at the time of investment. Where market
conditions permit, the Company may use gearing
of not more than 30% of its net assets at any given
time. The Company can use derivative instruments
to hedge, enhance and protect positions, including
currency exposures. While the primary focus of the
Company is investment in global equities, the Company
may also invest from time to time in fixed interest
securities, convertible securities and other assets.

STRATEGIC OBJECTIVES

The Board’s strategic objectives are to:

• Meet the key performance indicators and alternative

performance measures as detailed on pages 4
and 104;

• Continue its policy of paying a progressive dividend;

• Maintain a stable share price discount close to Net

Asset Value; and

• Provide good value to its shareholders.

In its Investment Manager’s Report on page 13, WTW describes
the responsible investment activities it, the stock pickers,
and EOS have undertaken for the Company. WTW provides
details of some of the company‑specific engagement activities
undertaken in relation to stocks held in the Company’s
portfolio as well as how the stock pickers have voted at
investee company meetings. The Company also reports on
these activities in its quarterly Responsible Investment Report
which can be found on its website: www.alliancetrust.co.uk

The Company has not placed any ethical or value-based
restrictions on the types of stocks in which the stock pickers can
invest. However, there are a small number of types of companies
in which the stock pickers are prohibited from investing. These are:

• Companies involved in controversial weapons in accordance
with the ESG Data Provider’s methodology (currently MSCI
Global ex Controversial Weapons Indexes). Controversial
weapons can be defined by the severe harm they cause to
civilians during and after conflicts, and the significant
long‑term health and safety effects they have on civilian
populations. The production and use of certain weapons
have been regarded as unacceptable under international
conventions and illegal within certain jurisdictions.

• Companies with significant revenue exposure to thermal

coal and tar sands.

• Other UK listed investment trusts.

• Willis Towers Watson.

Although the Board believes that effective stewardship and
engagement activities are preferable to imposing exclusions,
it may decide to impose further restrictions if it is of the view
that positive change will not result from engagement or as
its approach to responsible investment evolves. This may
include, for example, considering restrictions to support the
commitment of the Company and the investment manager to
manage the portfolio in a way that is consistent with achieving
Net Zero greenhouse gas emissions by 2050 at the latest.

The Company supports the UK Stewardship Code published
by the FRC. It aims to enhance the quality of engagement
between institutional investors and the companies in
which they invest to help improve long-term risk-adjusted
returns to shareholders and the efficient exercise of
governance responsibilities. WTW is a signatory to the
2020 UK Stewardship Code (‘Code’) and reports annually
on its adherence to the Code. These reports can be found
on its website (www.willistowerswatson.com) where
you can also find out about its ESG commitments.

ALTERNATIVE INVESTMENT FUND MANAGER’S
DIRECTIVE (‘THE DIRECTIVE’)

Towers Watson Investment Management Limited, a wholly
owned subsidiary of Willis Towers Watson (referred to
as ‘WTW’), was appointed as the Company’s Alternative
Investment Fund Manager (‘AIFM’) with effect from
1 October 2019.

The Company has appointed NatWest Trustee and Depositary
Services Limited (formerly National Westminster Bank plc)
as its depositary under the Directive for the purpose of
strengthening the arrangements for the safe custody of assets.

Regulatory disclosures, including the Company’s Investor
Disclosure Document, are provided on the Company’s
website at www.alliancetrust.co.uk. Disclosures on
Remuneration as required under the Directive can also be
found on our website.

INVESTMENT MANAGEMENT AGREEMENT

On 15 December 2022, the Company entered into an
amended and restated management agreement with WTW
(the ‘Amended Management Agreement’). The amendments
included details of further marketing and distribution,
public relations and investor relations services that WTW
has been appointed to provide from 31 December 2022 as
well as a new fee arrangement between the Company and
WTW that reflected these additional responsibilities and the
other changes made to the Company’s operating model.

The investment management and distribution fee
payable to WTW from 1 January 2023 is as follows:

• 0.57% per annum on such part of the Company’s market
capitalisation that is less than or equal to £2.5 billion;

• 0.54% per annum on such part of the Company’s market
capitalisation that exceeds £2.5 billion but is less than or
equal to £4 billion; and

• 0.52% per annum on such part of the Company’s market

capitalisation that is in excess of £4 billion.

The investment management and distribution fee
accrues daily (based on the market capitalisation of
the Company as at close of business on the previous
Business Day) and is payable monthly in arrears.

From the investment management and distribution fee,
WTW will meet payment of such fees as are agreed
from time to time in respect of the stock pickers.

Each stock picker is entitled to a base management
fee rate, generally based on the value of assets under
management. No performance fees are payable.

Each year WTW and the Company will also agree a fixed
component attributable to the marketing and distribution,
public relations and investor relations activities that are
undertaken by WTW (or agreed third parties) on behalf of the
Company. This component will be met through the payment
of the investment management and distribution fee.

The Amended Management Agreement may be
terminated by either party on not less than six months’
notice or, if terminated by the Company earlier,
upon the payment of compensation. The Amended
Management Agreement may also be terminated earlier
by either party with immediate effect and without
compensation on the occurrence of certain events.

On termination, WTW is entitled to receive its
fees pro rata to the date of termination.

COMPANY SECRETARIAL, ADMINISTRATION,
FINANCE AND ACCOUNTING

On 15 December 2022, the Company entered into a
Secretarial and Administration Agreement with Juniper
Partners Limited (‘Juniper’). Juniper was formally
appointed as company secretary to the Company on
31 December 2022 and as mentioned on page 7 also
began providing administration, finance and accounting
services to the Company with effect from 1 April
2023. WTW provided the administration, finance and
accounting services prior to Juniper’s appointment.

The Company Secretarial and Administration Agreement
may be terminated by either party on not less than six
months’ notice. Compensation is payable to Juniper in the
event notice is given by the Company during an initial two-
year period from the date of appointment. The Company
Secretarial and Administration Agreement may also be
terminated earlier by either party with immediate effect and
without compensation on the occurrence of certain events.

Further details of the investment management fees and other
administration fees paid by the Company can be found in
Note 4 in the Notes to the Financial Statements on page 85.

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

SHARE CAPITAL

The Company’s issued share capital as at 31 December
2023 comprised 283,964,600 Ordinary shares (‘shares’)
of 2.5p each, of which 280,000 are held in Treasury.

At the last AGM the shareholders renewed the authority for
the repurchase of up to 14.99% of shares in issue and also
authorised that shares repurchased may be held in Treasury.
These authorities will be proposed for renewal at the next AGM.

The Company made use of this authority during the course
of the year and repurchased 8,615,000 shares at a cost of
£86.1m. As at 31 December 2023, 280,000 shares are held
in Treasury.

DIVIDEND

A fourth interim dividend will be paid to shareholders on
28 March 2024 details of which can be found on page 29.

VOTING RIGHTS

There are no agreements in place with any parties in
respect of voting rights in the Company’s shares.

As at 6 March 2024, being the latest practical date prior to
the publication of this report, no shareholders held in excess
of 3% of the total voting rights in the shares of the Company.

ANNUAL GENERAL MEETING

This year’s AGM will be held on 25 April 2024 at
11:00 a.m. at the Apex City Quay Hotel & Spa, 1 West
Victoria Dock Road, Dundee DD1 3JP. The AGM will
also be streamed live to shareholders. A web link will
be provided for those shareholders wishing to join
the AGM via the live stream. Please note that proxy
voting should be lodged 48 hours in advance of the
meeting as live on-line voting will be unavailable.

In addition to a presentation from the Chair and
the investment manager, there will be a question-
and-answer session where the Board will respond
to questions submitted by shareholders in advance
of the meeting, by those attending the meeting in
person, and via the live stream portal. The Board
would welcome your attendance at the AGM.

Following the conclusion of the formal business of the
meeting, and after a short break for lunch, an investor
forum will take place where two stock pickers will
provide performance updates to shareholders.

Resolutions 1 to 11 inclusive deal with the ordinary
business of the meeting, namely the receipt of the
Annual Report and Financial Statements, to approve
the Directors Remuneration Report, to approve the
company’s Dividend Policy, the re-election of the Directors
of the Company, the re-appointment of the auditor,
and to authorise the remuneration of the auditor.

In addition to the ordinary business, resolutions relating
to the following special business will be proposed:

Resolution 12: Authority to repurchase the Company’s shares

This resolution seeks shareholder approval for the Company
to renew its power to purchase its own shares either for
cancellation or to hold them in Treasury. The Directors
believe that the ability of the Company to purchase
its own shares in the market will potentially benefit all
shareholders of the Company. The purchase of shares at
a discount to the underlying Net Asset Value (‘NAV’) will
enhance the NAV per share of the remaining shares. The
Company will only re-issue shares from Treasury at prices
greater than the prevailing NAV per share at the date
of issue. The Company is seeking shareholder approval
to repurchase up to 42,566,293 shares, representing
approximately 14.99% of the Company’s current issued
share capital (excluding ordinary shares held in Treasury).

Resolution 13: Authority to disapply pre-emption rights
on allotment.

If the Directors wish to re-issue shares from Treasury for
cash, company law requires that these shares are offered
first to shareholders in proportion to their existing holdings.
The purpose of this resolution is to authorise the Directors to
re-issue shares from Treasury for cash either in connection
with a pre‑emptive offer or otherwise up to a nominal value
of £709,911 equivalent to 10% of the Company’s current issued
share capital (excluding ordinary shares held in Treasury), as
at 6 March 2024, without the shares first being offered to
existing shareholders in proportion to their existing holdings.

The Directors do not intend to re-issue shares from
Treasury for cash on a non pre-emptive basis in excess
of an amount equal to 7.5 per cent of the total issued
share capital of the Company (excluding ordinary shares
held in Treasury) within a rolling three-year period,
without prior consultation with shareholders.

As stated in Resolution 12, shares will only be issued
from Treasury at prices greater than the prevailing
NAV per share and where it is in the best interests of
shareholders generally. In no circumstances would the
Directors use the authority to dilute the interests of existing
shareholders by re-issuing shares at a price which would
result in the dilution of the Net Asset Value per share.

The Directors do not require authority pursuant to section
551 of the Companies Act 2006 to re‑issue shares from
Treasury.

Resolution 14: Amended Articles of Association

This resolution seeks shareholder approval to adopt revised
Articles of Association. The proposed amendments being
introduced in the revised Articles primarily relate to changes
in market practice since the existing Articles were adopted.
A summary of the main amendments being proposed can be
found on page 53 of this report.

Resolution 15: Notice of General Meetings

The Board believes that it is in the best interests of
shareholders of the Company to have the ability to call
meetings on 14 clear days’ notice should a matter require
urgency. Under the Companies (Shareholders’ Rights)
Regulations 2009 companies are only able to opt for a
notice period of 14 days in respect of general meetings
other than annual general meetings if authorised annually
by shareholders. The Board will therefore, as last year,
propose a resolution at the AGM to approve the reduction
in the minimum notice period from 21 clear days to 14
clear days for all general meetings other than annual
general meetings. The Directors do not intend to use
the authority unless immediate action is required.

The authorities sought under resolutions 12 to 15, if
approved, will expire at the conclusion of the 2025 AGM.

The full text of all resolutions is set out in the Notice of
Annual General Meeting. The Board considers the resolutions
proposed to be in the best interests of the Company
and shareholders as a whole and recommends that
shareholders vote in favour of each of these resolutions, as
the Directors intend to do in respect of their own holdings.

The Board remains committed to maintaining a physical
AGM, with shareholders and Directors present in person.

AUDITOR

The Company confirms its compliance with the provisions
of The Statutory Audit Services for Large Companies
Market Investigation (Mandatory Use of Competitive
Tender Processes and Audit Committee Responsibilities)
Order 2014 for the year to 31 December 2023.

The Directors who held office at the date of approval of
the Directors’ Report confirm that, so far as they are each
aware, there is no relevant audit information of which
the auditor is unaware; and each Director has taken all
steps they ought to have taken as a Director to make
themselves aware of any relevant audit information and
to establish that the auditor is aware of that information.

CONSIDERING THE COMPANY’S STAKEHOLDERS
(S172 STATEMENT)

The Company’s Directors have a number of obligations
including those under section 172 of the Companies Act
2006. These obligations relate to how the Board takes
account of a number of factors in making its decisions –
including the impact of its decisions on employees,
suppliers and the local community as well as shareholders.
The Board is focused on the Company’s performance,
and its responsibilities to stakeholders, corporate
culture and diversity as well as contributing to wider
society and takes account of stakeholder interests when
making decisions on behalf of the Company. Examples
of the principal decisions taken by the Board during the
year under review are detailed on pages 50 and 51.

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

Shareholders

Environment

The Board engages with the Company’s shareholders
in a number of ways – at the AGM and investor events;
through its investor relations and marketing activities,
including meetings between individual shareholders and
members of the Board; and via its website, annual and
interim reports, newsletters and factsheets. During the
year under review, shareholders had the opportunity to
join four investor forums, virtual investor updates were
presented in January and July, with in person updates
presented in Edinburgh (September) and the other in
London (October). Details of all future Company events
will be made available on our website, www.alliancetrust.
co.uk, and all shareholders who have provided us with their
email contact details will be sent electronic invitations.

The Senior Director of Client Management, Wealth and
Retail at WTW and the Company’s corporate broker
reported regularly to the Board on meetings held with
shareholders, sharing their views and also reporting on
any changes to the composition of the share register.
Shareholders wishing to communicate directly with the
Board can do so by contacting the company secretary by
e‑mail or post. Contact details can be found on page 105.

The Board was pleased to welcome shareholders in person
to the Company’s 2023 AGM. Those shareholders who were
not able to attend in person were able to view the meeting
and ask questions remotely. The Company’s 136th AGM
to be held on 25 April 2024 will have the same facility.

The Company continued to reunite shareholders with ‘lost’
shares and dividends. During the year under review, the
Company was able to reunite shareholders with 227,706
dormant shares with a value of £2.5 million and £806.56 of
unclaimed dividends.

The Investment Association maintains a public register
of companies who have received significant shareholder
opposition to resolutions put to shareholders at general
meetings. At the Company’s Annual General Meeting held
on 27 April 2023, all resolutions put to shareholders were
duly passed with no significant votes against cast.

The Company and WTW are targeting Net Zero greenhouse gas
emissions by 2050 for the Company’s portfolio and are aiming
to reduce emissions over the medium term on a pathway that
is consistent with the goals of the Paris Agreement and the
principles of the Institutional Investors Group on Climate Change
Net Zero Investing Framework. The Board believes that meeting
these commitments will improve risk adjusted returns. More
detail on how WTW is approaching this can be found on page 13.

All of the Company’s activities are outsourced to third
parties. The Company therefore has no greenhouse gas
emissions to report from its operations, nor does it have
responsibility for any other emissions producing sources
under the Company’s Act 2006 (Strategic Report and
Directors’ Report) Regulations 2013. For the same reasons
as set out above, the Company considers itself to be a low
energy user under the SECR regulations and therefore is
not required to disclose energy and carbon information.

The Company encourages electronic communications
with shareholders whenever possible and uses certifiably
sustainable paper for the Annual Report and its other
communications. The Company will continue to seek to
minimise the impact of its operations on the environment.

The Company influences how its investee companies
operate through its responsible investment activities.
The Company’s investment approach takes account of
the external impact of investee companies’ activities on
the environment, their practices’ social acceptability, and
their good governance. Details of the activities undertaken
on behalf of the Company are set out on page 13.

The Board has maintained a limited number of types of
investment restrictions. Details of these exclusions can be found
on page 46.

Business Ethics

The Company considers that it does not fall within the scope
of the Modern Slavery Act 2015, and it is not, therefore,
obliged to make a slavery and human trafficking statement.
The Company considers its supply chains to be of low risk as
its suppliers are typically professional advisers. A statement
from WTW, the Company’s investment manager, on the steps
it takes to investigate and mitigate the risk of modern slavery
and human trafficking can be found on WTW’s website
(www.willistowerswatson.com).

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

The Company conducts its business honestly, fairly and with
transparency and takes anti-bribery measures very seriously.
The Company is committed to implementing and enforcing
effective measures to counter bribery and corruption
and has a zero-tolerance approach to acts of bribery and
corruption by Directors or anyone acting on the Company’s
behalf. The Company also has zero tolerance for financial
crime such as tax evasion or the facilitation of tax evasion.

Community

The Board, while supportive of the aims of many charities,
believes that the Company should not divert shareholders’
funds to finance them save in occasional circumstances
where there is a close link to the Company or its heritage. The
Company has been a supporter of the V&A Dundee since 2015
and made a payment of £50,000 in the year. The Company
also provided £200 to fund prizes at Dundee University.

Upon request, employees of both WTW and Juniper are given
time off work to participate in charitable activities or to allow
them to support the charities in which they are involved.

Service Providers

The Company has outsourced various activities, not
least, the management of the Company’s investment
portfolio to WTW and the responsibilities of safekeeping
the Company’s assets to its depositary and custodian.

The Board concluded the work it was undertaking to
strengthen its operating model with Juniper appointed
to provide finance, fund administration and accounting
services to the Company with effect from 1 April 2023.

The Company favours working with suppliers on a long-
term basis. For material contracts, the Board will normally
conduct a tender process with associated due diligence
prior to appointment. Where possible, consideration is given
to suppliers local to Dundee. The performance of suppliers

is subject to oversight by the Board. The Board receives
and considers reporting detailing the performance of the
Company’s service providers. The Audit and Risk Committee
also reviews the performance of the Company’s auditor
and makes recommendation to the Board on its continuing
appointment.

The Company complies with its obligations under the Reporting
on Payment Practices and Performance Regulations.

Other principal decisions taken during the year are as follows:

Succession planning

Anthony Brooke retired as a Director of the Company
following the conclusion of the AGM held on 27 April 2023.

As previously detailed in the Interim Report, Gregor Stewart
advised the Board of his intention to retire as Chair of the
Company at the end of 2023. Sarah Bates, in her capacity
as Senior Independent Director, was tasked with leading the
process to identify his successor. The Nomination Committee
carefully considered the role requirements and sought the
advice of an independent search consultant, Cornforth
Consulting, in relation to potential external candidates.
Following this review the Board, on the recommendation
of the Nomination Committee, agreed that Dean Buckley,
who joined the Board in 2021, should succeed Gregor as
Chair of the Company with effect from 31 December 2023.
In accordance with best corporate governance practice,
Dean’s appointment, like that of all Directors, will continue
to be subject to annual re-election by shareholders at the
AGM. Dean has a wealth of experience in fund management
and has in-depth knowledge of investment trusts, his
full biography can be found on page 36 of this report.

No additional Directors have been appointed to the Board, with
the Board now comprising six Non-Executive Directors.

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

CORPORATE GOVERNANCE

CORPORATE
GOVERNANCE

Refinancing of Debt

Share Buybacks and Discount management

Articles of Association

Dividends

During Q4 2023, after initial discussion with the investment
manager, the Board agreed that a review of the Company’s
borrowing facilities be undertaken. A specialist third-party
service provider was subsequently appointed to approach
potential investors in relation to a new loan note as well
as to review the Company’s existing bank borrowing
facilities. Following an extensive review, and approval
by the Board, the below table shows the Company’s
new borrowing facilities as at 31 December 2023:

Facility

Amount

Term

Fixed Rate Loan Note

Revolving Credit Facility

Accordion Facility

Term Loan

Revolving Credit Facility

Accordion Facility

€20m

€50m

£70m

£20m

£15m

£10m

7 years

10 years

2 years

3 years

The result of the review was that the Company has increased
its Fixed Rate Loan Notes from £160m to £220.6m (par
values) and reduced the amount of its available bank
borrowing facilities as at the financial year-end. All borrowings
are now secured by floating charges over the assets of the
Company. The £63.5m of drawn down revolving credit was
repaid on 1 December 2023. As a result of these changes, the
Company’s weighted average borrowing costs fell from 4.7%
to 3.8% per annum.

These new borrowing facilities provide the Board with further
diversification of bank counterparties and terms as well as
term to maturity, which when combined with Fixed Rate
Loan Notes offers good diversification of borrowing facilities,
whilst at the same time provide the investment manager
with a level of flexibility with which it is comfortable in order
to manage the overall level of gearing for the Company.

One of the Board’s strategic objectives is the maintenance
of a stable share price discount close to Net Asset Value,
with the long-term aim being to transition the Company’s
share price to a premium. The Board believes that the
Company’s ability to repurchase its own shares is in the
interests of all shareholders as it helps to reduce the
volatility in the discount of the Company’s share price relative
to its NAV. During the year under review, the Company
repurchased 8,615,000 of its own shares (2.9% of shares
in issue as at 31 December 2022), at a weighted average
discount of 6.2% to NAV, providing a small uplift to NAV
per share (see Contribution Analysis table on page 8).

In the latter half of the year, the Company opened a
Treasury account with Computershare to enable any shares
repurchased to be held in Treasury and re-issued at a
premium to estimated NAV when there is market demand.
Further details of the number of shares held in Treasury can
be found on page 48.

Marketing – Brand Review

As previously noted in the Chair’s Statement on page 7, with
effect from 31 December 2022 WTW was appointed to provide
further marketing and distribution, public relations and investor
relations services to the Company. Once the changeover of
responsibilities had been implemented, the Board began a
brand review and looks forward to the refresh to be launched
later this year.

The new branding will be supported by a marketing campaign
designed to make clear the benefits of investing in the
Company which should help attract new investors.

Following Board discussion on how Director remuneration was
presented, and the requirement for Directors to hold shares in
the Company upon appointment, the Board requested that its
legal counsel undertake a review of the Company’s Articles of
Association (‘Articles’).

As a result of the review, the Board is proposing to make a
number of amendments to the Company’s Articles, a summary
of the main amendments being proposed is set out below:

• Amend the way that the total remuneration of Directors is

calculated in order to increase transparency. Full details of this
proposed change can be found in the Remuneration Report
on page 62;

• Remove the requirement for Directors to hold 3,000 shares in
the Company, as further described on page 40. The aim of this
change is to ensure that a diverse slate of candidates is
attracted for future succession planning;

• Updating the Articles to formally stipulate that Directors be

required to be put forward for annual re-election. This process
is already followed by the Board in accordance with best
practice;

• Amending the quorum for a general meeting from five to two

members in line with market practice; and

• Allowing for the receipt of proxy voting received after the

specified deadline to facilitate shareholder participation at a
meeting, but always at the discretion of the Board.

The Board believes that the proposed amendments to the
Articles are in the best interests of all shareholders, will enable
the Company to continue to comply with corporate governance
best practice, and allow the Company to continue to operate
efficiently.

Shareholders are requested to approve the revised Articles at
the forthcoming AGM on 25 April 2024.

Subject to market conditions and the Company’s performance,
financial position and outlook, the Board will seek to pay
a dividend that increases year on year. During the year, the
Board considered income receipts, forecast dividends,
inflation, and the dividend yield of other investment trusts
in the AIC Global Sector. The Board was pleased to be able
to pay total dividends of 25.2p per share for the financial
year ended 31 December 2023, a 5.0% increase on the
previous year. The Board aims to continue delivering a
rising dividend year after year as well as capital growth.

Dean Buckley
Chair
6 March 2024

z Board of Directors

z Corporate Governance

z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

VIABILITY AND GOING CONCERN STATEMENTS

VIABILITY AND GOING
CONCERN STATEMENTS

VIABILITY STATEMENT

In arriving at this conclusion, the Board considered:

• Reserves: The Company has large reserves (at

GOING CONCERN STATEMENT

The Board has assessed the prospects and viability
of the Company beyond the 12 months required
by the Going Concern accounting provisions.

The Board considered the current position of the
Company and its prospects, strategy and planning
process as well as its principal and emerging risks in the
current, medium and long term, as set out on pages 31
to 34. The Company’s Investment Objective, which
was approved by shareholders in April 2019, is set out
on page 2. After the year-end but prior to approval of
these Accounts, the Board reviewed its performance
against its strategic objectives and its management of
the principal and emerging risks facing the Company.

The Board received regular updates on performance and other
factors that could impact on the viability of the Company.

The Board also engaged with WTW on the longer-term
impact of climate change and other societal change factors
on the portfolio, and how the portfolio should be transitioned
to a Net Zero greenhouse gas emissions position by 2050.

The Board has concluded that there is a reasonable
expectation that the Company will be able to continue
in operation and meet its liabilities as they fall due for at
least the next five years; the Board expects this position to
continue over many more years to come. The Company’s
Investment Objective is to deliver a real return over the
long term through a combination of capital growth and
a rising dividend and the Board regards the Company’s
shares as a long-term investment. The Board believes
that a period of five years is considered a reasonable
period for investment in equities and is appropriate
for the composition of the Company’s portfolio.

• Financial Strength: As at 31 December 2023 the Company
had Total Assets of £3.6bn, with net gearing of 4.5% and
gross gearing of 7.1%. At the year-end the Company had
£85.0m of cash or cash equivalents.

• Investment: The portfolio is invested in listed equities

across the globe. The portfolio is structured for long-term
performance; the Board also considers five years as being
an appropriate period over which to measure performance.

• Liquidity: The Company is closed-ended, which means

that there is no requirement to realise investments to allow
shareholders to sell their shares. The Directors consider
this structure supports the long-term viability and
sustainability of the Company and have assumed that
shareholders will continue to be attracted to the closed-
ended structure due to its liquidity benefit. During the year
WTW carried out a liquidity analysis and stress test which
indicated that around 93% of the Company’s portfolio
could be sold within a single day and a further 6% within 10
days, without materially influencing market pricing. WTW
performs liquidity analysis and stress testing on the
Company’s portfolio of investments on an ongoing basis
under both current and stressed conditions. WTW remains
comfortable with the liquidity of the portfolio under both of
these market conditions. The Board would not expect this
position to materially alter in the future.

• Dividends: The Company has significant accumulated
distributable reserves which together with investment
income can be used to support payment of the Company’s
dividend. The Company has sufficient funds to meet its
Dividend Policy commitments.

31 December 2023 it had £3.3bn of distributable reserves
and £11.9m of other reserves).

• Discount: The Company has no fixed discount control

policy. The Company will continue to buy back shares when
the Board considers it appropriate and to take advantage of
any significant widening of the discount and to produce
NAV accretion for shareholders (see page 30).

• Significant Risks: The Company has a risk and control

framework (see pages 31 to 34) which includes a number of
triggers which, if breached, would alert the Board to any
potential adverse scenarios. The Board has approved
various sensitivities to market, credit, liquidity and gearing
as set out in Note 18 on pages 92 to 98.

• Borrowing: As detailed on page 52, the Board undertook a

review of the Company’s borrowing facilities in 2023.
Following review, the Company has increased its Fixed Rate
Loan Notes (‘Notes’) from £160m to £220.6m and repaid its
existing bank borrowing, the result of which being that the
Company’s weighted average borrowing costs have
reduced by 0.9% per annum. The Board has also diversified
the number of bank counterparties and terms to maturity
of Notes. The Company comfortably meets its banking
covenants.

• Security: The Company retains title to all assets held by
the custodian which are subject to further safeguards
imposed on the depositary.

• Operations: Throughout the year under review, the

Company’s key service providers continued to operate in
line with service level agreements with no significant errors
or breaches having been recorded. As previously detailed
on pages 7 and 51, the Board concluded the work it was
undertaking to strengthen its operating model.

In view of the conclusions drawn in the foregoing
Viability Statements, which considered the resources
of the Company over the next 12 months and beyond,
the Directors believe that the Company has adequate
financial resources to continue in existence the period
to 31 December 2025. Therefore, the Directors believe
that it is appropriate to continue to adopt the Going
Concern basis in preparing the financial statements.

z Board of Directors
z Corporate Governance

z Viability and Going Concern Statements

z Audit and Risk Committee
z Directors’ Responsibilities
z Remuneration Report

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

AUDIT AND RISK COMMITTEE

AUDIT AND RISK
COMMITTEE

ROLE OF THE COMMITTEE

The primary responsibilities of the Committee are:

• To ensure the integrity of the financial reporting statements;

• To ensure that the appointed external auditor is competent

and independent;

• To oversee the process of finalisation and audit of the

Annual Report;

• To identify the key risks of the Company and how they are

managed; and

• To ensure the internal control systems that are being relied
upon are operational and that any areas of concern are
followed up to resolution.

COMPOSITION OF THE COMMITTEE

Jo Dixon is Chair of the Committee. Jo is a qualified
Chartered Accountant with relevant industry experience
and is the designated financial expert on the Board.
The Committee comprises all the independent Non-
Executive Directors of the Board other than Dean
Buckley who ceased to be a member of the Committee
following his appointment as Chair on 31 December
2023. All members are offered training if required.

KEY AREAS OF FOCUS

Review of Interim Accounts and Annual Report

The Committee considered the content of the Company’s
Interim Accounts and Annual Report before recommending
approval to the Board. The Committee concluded that
the Company’s financial statements taken as a whole,
were fair, balanced and understandable and provide the
information necessary for shareholders to assess the
Company’s position, performance, business model and
strategy. It also considered whether the narrative was
consistent with the underlying numerical disclosures
and concluded that these reports did pass that test.

Auditor assessment, independence and appointment

The Committee evaluated the external auditor and was
satisfied with the effectiveness of BDO’s performance.
BDO LLP were appointed on 23 April 2020 and are
recommended for re-appointment at the AGM in April
2024. In its evaluation of the auditor, the Committee
considered the FRC’s Audit Quality Review Report published
in July 2023 and discussed the findings with BDO. The
Committee was satisfied that BDO has developed an
appropriate action plan and that the specific findings raised
in the report did not impact on the Company’s audit.

As part of the appointment process of the auditor
the Committee reviewed their independence, their
audit plan for the Company, the engagement letter
and fees for the work that was required.

The Committee regards the continued independence of
the external auditor to be a matter of the highest priority.

In 2023 non-audit work carried out by the auditor was in
relation to agreed upon procedures in respect of the Interim
Report for which a fee of £5,330 was paid. In addition,
as part of the transfer of administration and accounting
services from WTW to Juniper, the Committee requested
that the auditor undertake a review of the month-end NAV
as at 31 March 2023 for which a fee of £20,500 was paid.

The Company’s policy on any non-audit services performed
by the external auditor ensures that no engagement will be
permitted if:

• The auditor is not considered expert providers of non-audit

services;

• The services are considered to inhibit the auditor’s

independence; and

• The provision of such service provides a conflict for the

Board or investment manager.

During the year under review, the Audit and Risk
Committee undertook a detailed review of the risks
facing the Company and that of its service providers;
we are confident that the necessary ongoing
controls are in place to mitigate these risks.”

Jo Dixon
Chair, Audit and Risk Committee

The policy also provides that the accumulated costs of
non-audit services sought from the auditor in any one
year should not exceed 30% of the likely audit fees for that
year and not exceed 70% cumulatively over three years.

During the year the Audit and Risk Committee Chair had
a private meeting with the auditor. The Audit and Risk
Committee as a whole also had private meetings with
the auditor in February 2023 following completion of the
2022 Audit.

The Committee also considered the issue of internal audit
and concluded that, given the reliance on outsourced
providers of its investment and administrative arrangements,
there was no need for an internal audit function.

Identification and Management of risk

The Company has a risk management framework, that has
been refined over several years, to identify the key risks
and the controls that operate to ensure the security of
its assets and the operation of the organisation within set
guidelines. The Committee conducts an annual review of
the effectiveness of the internal control environment and
systems operated by key service providers in managing
those risks. This is achieved by a review by the Committee
of the internal control reports from these key providers.

Following the appointment of Juniper to provide
administration, finance and accounting services to the
Company, the Committee requested that Juniper prepare
a new Risk Register for the Company to ensure that there
was no duplication with those investment risks being
monitored by WTW, and to undertake a general refresh of
the principal and emerging risks facing the Company.

A sub-committee of the Committee was established to
review and provide feedback on the revised Risk Register
as prepared by Juniper prior to it being submitted to
the full Committee for consideration. The Committee
then made its recommendations on the Company’s Risk
Register to the Board for its consideration and approval.

Full details of the principal and emerging risks facing the
Company can be found on pages 31 to 34 of this report.

The level of risk being run by the investment manager in
the portfolio is reviewed by the Board and consideration
given to the diversification of risk by exposures to different
regions, industries and style. WTW also considers and
reports on the level of Active Risk being adopted across
the portfolio, the source of that risk, and the impact of
the individual stock pickers’ risk profile on the portfolio.

INTERNAL CONTROLS

The Committee considered the effectiveness of the control
environments of key service providers during the year.

During the year under review, the Committee received regular
reports from WTW and Juniper, together with reports from
the depositary and the custodian. These third parties have
their own internal controls systems. For example, WTW
performs operational due diligence on the stock pickers that
are appointed to manage the Company’s portfolio. While
the Company has relied on the internal controls systems
put in place by WTW, third party assurance is also sought.

The Committee received WTW’s report on the effectiveness
of their risk management and internal control systems,
including an Independent Service Auditors’ Assurance
Report (‘ISAE 3402 Type II Report’) on Internal Controls
prepared by KPMG LLP. In addition, where available,
similar reports are obtained from other providers.

The 2023 assessment and internal controls assurance
reports received by the Committee did not highlight
any significant weaknesses or failings in the risk
management framework and internal control systems.

Internal controls over financial recording and reporting

The financial reporting process is managed by Juniper who are
responsible to the Board for the accuracy and completeness
of the financial records of the Company and provides a report
to each Board meeting. The Committee also receive and
consider a report on the effectiveness of Juniper’s internal
controls and an ISAE 3402 Type I Report prepared by BDO LLP.

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements

z Audit and Risk Committee

z Directors’ Responsibilities
z Remuneration Report

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

DIRECTORS’ RESPONSIBILITIES

AUDIT AND RISK
COMMITTEE

DIRECTORS’
RESPONSIBILITIES

The role of the Depositary

COMMITTEE EVALUATION

The activities of the Audit and Risk Committee were
also considered as part of the Board evaluation
process. The conclusion from this process was that the
Committee continues to operate effectively, with the
right balance of membership, experience and skills.

Jo Dixon
Chair of the Audit and Risk Committee
6 March 2024

The Company’s depositary is NatWest Trustee and
Depositary Services Limited. It provides reports to the
Company regularly on the safe custody of the investments
and the operation of controls over the movement of
cash in settlement of investment transactions. Through
these reports the Committee is satisfied that the
assets remained protected throughout the year.

The custodian appointed by the depositary for the Company
is The Bank of New York Mellon, London Branch. The
Company receives regular reports of their oversight and there
were no issues that caused any concern during the period.

OTHER MATTERS CONSIDERED IN 2023

In the course of their work in the review of the finalisation
of the Annual Report the Committee considered a
number of other matters including the following:

• Disclosures in the financial statements;

• The selection and consistency of accounting policies;

• The level of provisioning to ensure prudence;

• Judgement on the accounting estimates to ensure

reasonableness;

• The reclaim processes for withholding tax on overseas

dividends;

• The appropriateness of the period used in the viability

statement of the Company;

• The use of the going concern accounting principal being

appropriate;

• That the UK adopted International Financial Reporting

Standards and Companies Act requirements are
complied with;

• The level, extent and terms of Directors’ and Officers’

Liability Insurance cover required; and

• The outsourcing and controls associated with the provision

of company secretarial, administration, finance and
accounting services by Juniper and the provision of
investment management, marketing and distribution,
public relations and investor relations services by WTW.

The Directors are responsible for preparing the
Annual Report and the financial statements in
accordance with UK adopted international accounting
standards and applicable law and regulations.

Company law requires the Directors to prepare financial
statements for each financial year. Under that law the
Directors are required to prepare the financial statements
in accordance with UK adopted international accounting
standards. 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 profit or loss for that period.

In preparing these financial statements,
the Directors are required to:

• Select suitable accounting policies and then apply them

consistently;

• Make judgements and accounting estimates that are

reasonable and prudent;

• State whether they have been prepared in accordance with
UK adopted international accounting standards, subject to
any material departures disclosed and explained in the
financial statements;

• Prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
Company will continue in business; and

• Prepare a directors’ report, a strategic report and directors’
remuneration report which comply with the requirements
of the Companies Act 2006.

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.
The Directors are responsible for ensuring that the Annual
Report and Financial Statements, taken as a whole, are fair,
balanced and understandable and provides the information
necessary for shareholders to assess the Company’s
position, performance, business model and strategy.

Website publication

The Directors are responsible for ensuring the Annual
Report and the financial statements are made available
on a website. Financial statements are published on the
Company’s website in accordance with legislation in the
United Kingdom governing the preparation and dissemination
of financial statements, which may vary from legislation in
other jurisdictions. The maintenance and integrity of the
Company’s website is the responsibility of the Directors.
The Directors’ responsibility also extends to the ongoing
integrity of the financial statements contained therein.

REPORT OF DIRECTORS AND
RESPONSIBILITY STATEMENT

The Report of the Directors on pages 35 to 55 (other than
pages 54 to 55 which form part of the Strategic Report) of
the Annual Report and Accounts has been approved by the
Board. The Directors have chosen to include information
relating to future development of the Company and
relationships with suppliers, customers and others and their
impact on the Board’s decisions on pages 49 to 53 of the
Strategic Report.

Each of the Directors, who are listed on pages 36 to 38 of
this report, confirm to the best of their knowledge that:

• The Financial Statements, prepared in accordance with the

applicable set of UK adopted International Accounting
Standards, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company;

• The Annual 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

• In the opinion of the Board, the Annual Report and

Financial Statements taken as a whole, are fair, balanced
and understandable and provides the information
necessary to assess the Company’s position, performance,
business model and strategy.

On behalf of the Board

Dean Buckley
Chair
6 March 2024

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements

z Audit and Risk Committee
z Directors’ Responsibilities

z Remuneration Report

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

REMUNERATION REPORT

REMUNERATION
REPORT

REMUNERATION

The Board as a whole takes all decisions on remuneration matters. The Company’s Remuneration Committee was dissolved on
31 December 2020 as it was not considered necessary to continue with a Remuneration Committee when all of the Directors are
Non-Executive.

Directors regularly engage with shareholders on all aspects of performance and governance and are open to contact from
shareholders at any time. Any comments received from shareholders are always carefully considered. The Board welcomes
the opportunity to discuss matters of remuneration with shareholders at our AGM or at any other investor forums held during
the year. Although we did not specifically seek the views of our shareholders on remuneration issues, we have not received any
representations from shareholders on remuneration matters during the year.

As previously noted on page 53, the Board is proposing amendments to the Company’s Articles, one of which is to amend the
way that the total remuneration of Directors is calculated and disclosed. Further details of the proposed change can be found
on page 62.

REMUNERATION POLICY

The Board’s Remuneration Policy is designed to ensure that the remuneration of Directors is set at a reasonable level
commensurate with the duties and responsibilities of each Director and the time commitment required to carry out
their roles effectively. Remuneration will be such that the Company is able to attract and retain Directors of appropriate
experience and quality. The fees paid to Directors will reflect the experience of the Board as a whole, will be fair, and
will take account of the responsibilities attaching to each role given the nature of the Company’s interests, as well as
the level of fees paid by comparable investment trusts. Secretarial assistance will be provided to the Chair to assist
in the execution of his duties. Additional payments may be made to Directors for time expended over and above
that envisaged on appointment and for serving on or chairing committees or for service as Directors of subsidiary
boards, or other additional responsibilities. The level of such fees and payments will be subject to periodic review.
Directors will be reimbursed for travel and subsistence expenses incurred in attending meetings or in carrying out any
other duties incumbent upon them as Directors of the Company. In the event that any such payments are regarded
as taxable, Directors may receive additional payments to ensure that they suffer no net cost in carrying out their
duties. The level of Directors’ fees paid will not exceed the limit set out in the Company’s Articles of Association.

The Board also reserves the right to make payments outside the Policy in exceptional circumstances. The Board would only
use this right where it believes that this is in the best interests of the Company, and when it would be disproportionate to seek
specific approval from a General Meeting. Any such payments would be fully disclosed on a timely basis. No such payments
were made in 2023.

APPROVAL OF REMUNERATION POLICY

The Company is required to obtain shareholder approval for its remuneration policy every three years unless renewed, varied, or
revoked by shareholders beforehand. The remuneration policy was last approved by shareholders at the 2022 AGM and will next
be submitted for approval by shareholders at the 2025 AGM.

At the AGM held on 21 April 2022 votes cast by proxy and at the meeting in respect of the resolution relating to the Directors’
Remuneration Policy were as follows:

Resolution

Directors’ Remuneration Policy

Votes for

78,607,611

% Votes against

99.24

602,462

0.76

Total
votes cast

Votes withheld
(abstentions)

79,210,073

1,528,248

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities

z Remuneration Report

HOW WE IMPLEMENT OUR POLICY

NON-EXECUTIVE DIRECTORS’ FEES

The basic Non-Executive Director’s fee has remained unchanged since 2013. During 2023, other than legal advice in respect of
the proposed changes to the remuneration section in Company’s Articles, the Board received no independent advice in respect
of remuneration. The current maximum level of ordinary remuneration (basic Non-Executive Director fees and not including any
payments for additional responsibilities which may be paid) that may be paid to Directors as a whole is £300,000 per annum.
Any change to this level shareholder approval and a proposal to do so is detailed on the following page.

Remuneration is fixed at the annual rates set out in the table below. Although permitted under the Company’s Articles, no
Director is entitled to a pension or similar benefit nor to any other monetary payment or any assets of the Company except in
their capacity (where applicable) as shareholders of the Company. Annual fees are prorated where a change takes place during a
financial year.

Under the Company’s Articles, in addition to fees, each Director is entitled to reimbursement of reasonable expenses properly
incurred by them in the performance of their duties. Directors are not entitled to damages or compensation for loss of office or
otherwise upon their resignation or termination as a Director.

The Company provides insurance for legal action brought against any of its Directors as a consequence of their position. In
addition, separate deeds of indemnity have been agreed with each Director indemnifying them as permitted by company law.
The indemnity and insurance arrangements do not extend to cover claims brought by the Company itself, which are upheld by
the Courts, nor to criminal fines or penalties.

The table below shows the annual fees payable in 2023 to the Chair, who is the highest paid Director, and all other Directors and
the fees which will be payable from 1 January 2024. The table also explains the purpose of each fee.

Annual Fees

Chair

2023

2024

% Change Purpose

£80,000

Basic Non-Executive Director

£35,000

Committee Membership1

£6,000

Chair of the Audit and Risk Committee

£8,000

Senior Independent Director

£3,000

–

For leadership of the Board and in recognition of the
greater time, commitment and responsibility required.

In recognition of the time and commitment
required by a Director of a public company.

For the additional time required on Committee business.

For the additional responsibility and the time required
on the Company’s financial affairs and reporting.

For supporting the Chair in the delivery of
their objectives and leading the evaluation of
the Chair and their succession process.

1. All Directors, other than the Chair who is not a member of the Audit and Risk Committee, are members of all Board Committees and this is a composite fee for all Board

Committees. The Chair does not receive this fee.

Directors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

REMUNERATION REPORT

REMUNERATION
REPORT

PROPOSED CHANGES TO ARTICLES IN RESPECT OF DIRECTOR REMUNERATION

SINGLE TOTAL FIGURE OF REMUNERATION (AUDITED)

The figures in the table opposite represent the total
remuneration paid to the Non-Executive Directors.
In each case the only remuneration payable was
the Director’s Annual Fee (as detailed on page 61);
there was no variable remuneration paid or taxable
benefits provided to any of the Directors.

ANNUAL PERCENTAGE CHANGE IN TOTAL
REMUNERATION PAID TO NON-EXECUTIVE
DIRECTORS AND EMPLOYEES

The table opposite is a disclosure under The Companies
(Directors’ Remuneration Policy and Directors’ Remuneration
Report) Regulations 2019 and sets out the annual percentage
change in each Director’s remuneration received in the
financial period ended 31 December 2023 compared to
the preceeding three financial years ended 31 December.
The remuneration figures reflect any change in a Director’s
role or pro-rata fees as detailed in the footnote below.

As described on page 53 of this report, the Board is proposing to make a number of amendments to the Company’s Articles.
One of which is to amend the way that the total remuneration of Directors is calculated and disclosed in order to increase
transparency. At present the maximum level of “ordinary remuneration” that may be paid to Directors is £300,000 per annum in
aggregate. However, this maximum limit only relates to the ordinary remuneration of Directors as Board members and does not
include the additional fees paid to Directors for their duties performed on the Company’s other committees. In order to simplify
the fee structure, the Board is proposing to set a maximum single figure limit encompassing all Board and Committee fees paid
to Directors of £450,000. Shareholders should note that the Board is not proposing any increase to the overall level of Director
fees in 2024. The new maximum limit will primarily allow the Board to report on Director remuneration in line with corporate
governance best practice, provide for any future changes to the Board structure, and make any future changes to Director fees
in line with market rates. The Board remains committed to providing shareholders with value for money.

NON-EXECUTIVE DIRECTORS’ CONTRACTS

Each Non-Executive Director’s appointment is governed by written terms which are available for inspection at the Company’s
registered office. They are also available at the AGM. Details of the Company’s policy on Directors’ tenure may be found on page 44.

RELATIVE IMPORTANCE OF SPEND ON PAY

The chart below shows the actual expenditure of the Company in 2022 and 2023 on remuneration, distributions to shareholders
by way of dividend and share buybacks, as well as investment management fees incurred. In 2023, the Non-Executive Directors
received £0.4m (2022: £0.3m).

149.6

71.7

71.4

86.6

1.0*

0.4

Remuneration

Dividend

Buybacks

Investment Management Fees

12.8

16.3

2022

2023

Source: Juniper

*Includes both employee and Non-Executive Director remuneration. The Company had no employees during the year ended 2023.

£m

160

140

120

100

Non-Executive Director

2023
£000

2022
£000

2021
£000

Sarah Bates1

Anthony Brooke2

Dean Buckley3

Jo Dixon4

Clare Dobie

Vicky Hastings5

Milyae Park5

Gregor Stewart

Chris Samuel6

Karl Sternberg7

Total

Sarah Bates1

Anthony Brooke2

Dean Buckley3

Jo Dixon4

Clare Dobie

Vicky Hastings5

Milyae Park5

Gregor Stewart

Chris Samuel6

Karl Sternberg7

–

350

329

343

Change in Total Remuneration (%)

2023

2022

2021

2020

–

-68.3

–

310.0

–

24.3

–

21.0

–

-69.2

–

10.1

–

-50.0

–

-4.7

–

Note: There was no change in the remuneration paid to Vicky Hastings and Milyae Park
during the year under review. The percentage increase is solely as a result of them
having completed a full financial year in office. Conversely, the percentage decrease in
the remuneration paid to Anthony Brooke was solely as a result of him retiring from the
Board in April 2023.

1. Sarah Bates was appointed to the Board on 4 March 2021, and Senior Independent

Director from 30 June 2021.

2. Anthony Brooke retired as a Director on 27 April 2023.
3. Dean Buckley was appointed to the Board on 4 March 2021.
4. Jo Dixon was appointed to the Board on 29 January 2020, and Chair of the Audit and

Risk Committee on 6 March 2020.

5. Vicky Hastings and Milyae Park were appointed to the Board on 29 September 2022.
6. Chris Samuel retired from the Board on 21 April 2022.
7. Karl Sternberg retired from the Board on 30 June 2021.

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities

z Remuneration Report

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ Report

REMUNERATION REPORT

REMUNERATION
REPORT

DIRECTORS’ SHAREHOLDINGS (AUDITED)

VOTING AT ANNUAL GENERAL MEETING

All Directors are currently required to hold 3,000 shares in the Company. However, as previously detailed on pages 40 and 53 of
this report, it is proposed that this requirement be removed from the Company’s Articles, given the Board’s wish to ensure the
continuing diversity of its membership. Directors will still be encouraged to hold some shares.

Details of the shareholdings of all Directors and their connected persons, together with details of shares acquired, are shown
below. None of these shares are subject to performance conditions. In 2023 the Company issued no options to subscribe for
shares and there are no options held by the Directors.

At the AGM held on 27 April 2023 votes cast by proxy and at the meeting in respect of the resolution relating to the Director’s
Remuneration Report were as follows:

Resolution

Votes for

% Votes against

Total
votes cast

Votes withheld
(abstentions)

Directors’ Remuneration Report
(excluding Remuneration Policy)

77,350,279

99.94

44,743

0.06

78,395,022

44,473

Directors’ shareholdings

As at 31 December 2022

As at 31 December 2023

Acquired between 31 December
2023 and 6 March 2024

APPROVAL

Sarah Bates

Dean Buckley

Jo Dixon

Clare Dobie

Vicky Hastings

Milyae Park

PERFORMANCE GRAPH

27,198

10,000

6,500

9,979

6,076

3,000

27,198

10,000

6,500

9,977

6,076

3,000

–

The graph below shows the TSR for holders of Alliance Trust PLC shares, measured against the MSCI All Country World Index
(ACWI) rebased to 100 at 31 January 2014. The Company believes that this is the most appropriate index as it represents the
performance of listed equities across a range of global markets and is the one against which the Company’s performance is
measured. At the year-end the Company was almost wholly invested in listed equities.

The Remuneration Report comprising pages 60 to 65 has been approved by the Board and signed on its behalf by:

Dean Buckley
Chair
6 March 2024

z Board of Directors
z Corporate Governance
z Viability and Going Concern Statements
z Audit and Risk Committee
z Directors’ Responsibilities

z Remuneration Report

)
R
S
T
(

n
r
u
t
e
R

r
e
d
l
o
h
e
r
a
h
S

l
a
t
o
T

350

300

250

200

150

100

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

MSCI ACWI

Alliance Trust

Source: Morningstar and MSCI Inc.
Data to 31 December 2023.

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxDirectors’ ReportStrategic ReportOther InformationFinancial StatementsIndependent Auditor’s Report

Directors’ Report

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT
AUDITOR’S REPORT

OPINION ON THE FINANCIAL STATEMENTS

In our opinion the financial statements:

• Give a true and fair view of the state of the Company’s affairs as at 31 December 2023 and of its profit for the year then ended;

• Have been properly prepared in accordance with UK adopted international accounting standards; and

• Have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements of Alliance Trust Plc (the ‘Company’) for the year ended 31 December 2023 which
comprise the Statement of Comprehensive Income, Statement of Changes in Equity, Balance Sheet, Cash Flow Statement and
Notes to the Financial Statements, including material accounting policy information. The financial reporting framework that has
been applied in their preparation is applicable law and UK adopted international accounting standards.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion. Our audit opinion is consistent with the additional report to the Audit and Risk Committee.

INDEPENDENCE

Following the recommendation of the Audit and Risk Committee, we were appointed by the Board of Directors on 22 April 2020
to audit the financial statements for the year ended 31 December 2020 and subsequent financial periods. The period of total
uninterrupted engagement including retenders and reappointments is 4 years, covering the years ended 31 December 2020 to
31 December 2023. We remain independent of the Company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities,
and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non‑audit services prohibited
by that standard were not provided to the Company.

z Independent Auditor’s Report

CONCLUSIONS RELATING TO GOING CONCERN

In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate. Our evaluation of the Directors’ assessment of the Company’s ability to
continue to adopt the going concern basis of accounting included:

• Assessing the appropriateness of the Directors’ assumptions and judgements made by comparing the prior year forecasted

costs to the actual costs incurred to check that the projected costs are reasonable;

• Assessing the projected management fees for the going concern period to check that they are in line with the current assets

under management levels and the projected market growth forecasts for the following year;

• Sensitising the forecasts based on an economic downturn and calculating financial ratios to ascertain the financial health of
the Company, including performing calculations assessing the net asset position of the Company to understand the reliance
on loans;

• Challenging Directors’ assumptions and judgements made in their forecasts by performing an independent analysis of the

liquidity of the portfolio;

• Checking the availability of cash to meet forecast expenditure in both the base case and sensitised scenarios; and

• Reviewing the loan agreements to identify the covenants and assessing the likelihood of them being breached based on the

Directors’ forecasts and our sensitivity analyses.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at
least twelve months from when the financial statements are authorised for issue.

In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material
to add or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors
considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections
of this report.

OVERVIEW

Key audit matters

Revenue recognition

Materiality

Valuation and ownership of listed investments

Company financial statements as a whole

£33.3m (2022: £28.9m) based on 1% (2022: 1%) of Net Assets

2023
✓

✓

2022
✓

✓

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportDirectors’ Report

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT
AUDITOR’S REPORT

AN OVERVIEW OF THE SCOPE OF OUR AUDIT

Our audit was scoped by obtaining an understanding of the Company and its environment, including the Company’s system
of internal control, and assessing the risks of material misstatement in the financial statements. We also addressed the risk of
management override of internal controls, including assessing whether there was evidence of bias by the Directors that may
have represented a risk of material misstatement.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not
due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of
resources in the audit, and directing the efforts of the engagement team. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.

Key audit matter

How the scope of our audit addressed the key audit matter

Revenue recognition of dividends
(Notes 2 and 3 to the financial statements)

We responded to this matter by utilising data
analytics to test 100% of the portfolio.

Income arises from dividends and can
be volatile but is often a key factor in
demonstrating the performance of
the portfolio. As such there may be
an incentive to recognise dividend
income as revenue where it is more
appropriately of a capital nature.

Additionally, judgement is required
by management in determining the
allocation of dividend income to
revenue or capital for certain corporate
actions or special dividends.

For this reason we considered revenue
recognition to be a key audit matter
and an area of Fraud Risk.

We derived an independent expectation of income based on
the investment holding and distributions per independent
sources and compared to that recorded by the Company.

We assessed the treatment of dividend income from corporate actions
and special dividends and challenged if these had been appropriately
accounted for as income or capital by reviewing the underlying reason for
issue of the dividend and whether it could be driven by a capital event.

We analysed the whole population of dividend receipts to identify items
for further discussion that could indicate a capital distribution, for
example where a dividend represents a particularly high yield. In these
instances we performed a combination of inquiry with management
and our own independent research, including inspection of financial
statements and public announcements of investee companies, to
ascertain whether the underlying event was indeed of a capital nature.

Key observations:

Based on our procedures performed we found the judgements made by
management in determining the allocation of dividend income to revenue
or capital to be appropriate.

Key audit matter

How the scope of our audit addressed the key audit matter

Valuation and ownership of
listed investments
(Notes 2 and 9 to the financial statements)

We responded to this matter by testing the valuation and ownership of
the whole portfolio of listed investments. We performed the following
procedures:

z Independent Auditor’s Report

• Checked the year-end bid price used by agreeing to externally quoted

prices;

• Assessed if there were contra indicators, such as liquidity

considerations, to suggest bid price is not the most appropriate
indication of fair value by considering the realisation period for individual
holdings;

• Recalculated the valuation by multiplying the investment holdings with

the bid price; and

• Obtained direct confirmation of the number of shares held per equity
investment from the custodian regarding all investments held at the
balance sheet date.

We also considered the completeness, accuracy and clarity of investment-
related disclosures against the requirements of relevant accounting standard.

Key observations:

Based on our procedures performed we did not identify any matters to
suggest the valuation or ownership of the listed equity investments was
not appropriate.

The investment portfolio at the year-end
comprised of listed equity investments
and immaterial investments in related
and subsidiary companies held at
fair value through profit or loss.

There is a risk that the prices used for the
listed investments held by the Company are
not reflective of fair value and the risk that
errors made in the recording of investment
holdings result in the incorrect reflection
of investments owned by the Company.

Therefore, we considered the valuation
and ownership of listed investments
to be the most significant audit area as
the listed investments also represent
the most significant balance in the
financial statements and underpin
the principal activity of the entity.

Furthermore, we consider the valuation
disclosures to be a significant area as they
are expected to be a key area of interest
for the users of the financial statements.

For these reasons and the materiality of
the balance in relation to the financial
statements as a whole, we considered
this to be a key audit matter.

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther InformationFinancial Statements
Directors’ Report

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT
AUDITOR’S REPORT

OUR APPLICATION OF MATERIALITY

OTHER INFORMATION

z Independent Auditor’s Report

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements.
We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic
decisions of reasonable users that are taken on the basis of the financial statements.

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower
materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these
levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the
particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole and performance
materiality as follows:

Materiality

Company financial statements

2023
£m

33.3

2022
£m

28.9

Basis for determining materiality

1% of Net Assets

Rationale for the benchmark applied

As an investment trust, the Net Asset Value is considered to be the key
measure of performance for users of the financial statements.

Performance materiality

Basis for determining
performance materiality

21.7

75% of materiality

Rationale for the percentage applied
for performance materiality

75% of materiality based on our risk assessment and
consideration of the control environment.

We also considered the history of misstatements based on our
knowledge obtained in the previous year, aggregation effect of planned
nature of testing and the overall size and complexity of the entity.

Specific materiality

Whilst the majority of long-term returns are expected to arise from capital, the investment objective of the Company is to
deliver real returns over the long term through a combination of capital growth and a rising dividend. The users of the financial
statements will be affected by smaller movements in revenue returns as this impacts on the dividend level available to be paid
out by the Company. We will therefore perform testing over these areas based on a specific materiality, set at 5% of revenue
return before tax being £2,900,000 (2022: £4,100,000). This is consistent with the prior year.

Reporting threshold

We agreed with the Audit and Risk Committee that we would report to them all individual audit differences in excess of
£145,000 (2022: £210,000). We also agreed to report differences below this threshold that, in our view, warranted reporting on
qualitative grounds.

The directors are responsible for the other information. The other information comprises the information included in the Annual
Report other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of
assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or
otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements,
we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If,
based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact.

We have nothing to report in this regard.

CORPORATE GOVERNANCE STATEMENT

The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that
part of the Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK Corporate
Governance Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit.

Going concern and
longer-term viability

• The Directors’ explanation as to their assessment of the Company’s prospects, the period this

assessment covers and why the period is appropriate set out on pages 54 and 55.

• The Directors’ statement with regards to the appropriateness of adopting the going concern basis

of accounting and any material uncertainties identified set out on page 55; and

Other Code provisions

• Directors’ statement on fair, balanced and understandable set out on page 59;

• Board’s confirmation that it has carried out a robust assessment of the emerging and principal

risks set out on pages 30 to 44;

• The section of the annual report that describes the review of effectiveness of risk management

and internal control systems set out on page 57; and

• The section describing the work of the Audit and Risk Committee set out on pages 56 to 58.

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther InformationFinancial StatementsDirectors’ Report

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT
AUDITOR’S REPORT

OTHER COMPANIES ACT 2006 REPORTING

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

z Independent Auditor’s Report

Based on the responsibilities described below and our work performed during the course of the audit, we are required by the
Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.

Strategic report and
Directors’ report

In our opinion, based on the work undertaken in the course of the audit:

• The information given in the Strategic report and the Directors’ report for the financial year for
which the financial statements are prepared is consistent with the financial statements; and

• The Strategic report and the Directors’ report have been prepared in accordance with applicable

legal requirements.

In the light of the knowledge and understanding of the Company and its environment obtained in
the course of the audit, we have not identified material misstatements in the strategic report or
the Directors’ report.

Directors’
remuneration

In our opinion, the part of the Directors’ remuneration report to be audited has been properly
prepared in accordance with the Companies Act 2006.

Matters on which
we are required to
report by exception

We have nothing to report in respect of the following matters in relation to which
the Companies Act 2006 requires us to report to you if, in our opinion:

• Adequate accounting records have not been kept, or returns adequate for our audit have not

been received from branches not visited by us; or

• The financial statements and the part of the Directors’ remuneration report to be audited are

not in agreement with the accounting records and returns; or

• Certain disclosures of Directors’ remuneration specified by law are not made; or

• We have not received all the information and explanations we require for our audit.

RESPONSIBILITIES OF DIRECTORS

As explained more fully in the Directors’ responsibilities, the Directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine
is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to
fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with
our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to
which our procedures are capable of detecting irregularities, including fraud is detailed below:

Non-compliance with laws and regulations

Based on:

• Our understanding of the Company and the industry in which it operates;

• Discussion with the investment manager and those charged with governance and Audit Committee; and

• Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations,

We considered the significant laws and regulations to be Companies Act 2006, the FCA listing and DTR rules, the principles of
the AIC Code of Corporate Governance, industry practice represented by the AIC SORP, the applicable accounting framework,
and the Company’s qualification as an Investment Trust under UK tax legislation, as any non‑compliance of this would lead to
the Company losing various deductions and exemptions from corporation tax.

Our procedures in respect of the above included:

• Agreement of the financial statement disclosures to underlying supporting documentation;

• Enquiries of the investment manager and those charged with governance relating to the existence of any non-compliance

with laws and regulations;

• Reviewing minutes of meetings of those charged with governance throughout the period for instances of non-compliance

with laws and regulations; and

• Reviewing the calculation in relation to Investment Trust compliance to check that the Company was meeting its

requirements to retain its Investment Trust Status.

Fraud

We assessed the susceptibility of the financial statement to material misstatement including fraud.

Our risk assessment procedures included:

• Enquiry with the investment manager and those charged with governance regarding any known or suspected instances of

fraud;

• Obtaining an understanding of the Company’s policies and procedures relating to:

– Detecting and responding to the risks of fraud; and

– Internal controls established to mitigate risks related to fraud.

• Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; and

• Discussion amongst the engagement team as to how and where fraud might occur in the financial statements.

SECTIONIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther InformationFinancial StatementsDirectors’ Report

INDEPENDENT
AUDITOR’S REPORT

FINANCIAL
STATEMENTS

Based on our risk assessment, we considered the area most susceptible to fraud to be management override of controls and
Revenue recognition.

Our procedures in respect of the above included:

• The procedures set out in the Key Audit Matters section above;and

• Testing journals which met a defined risk criteria by agreeing to supporting documentation and evaluating whether there was

evidence of bias by the Investment Manager and Directors that represented a risk of material misstatement due to fraud.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members
who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-
compliance with laws and regulations throughout the audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising
that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from
error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are
inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is
from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

USE OF OUR REPORT

This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.

Peter Smith (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
6 March 2024

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Annual Report and Financial Accounts 2023SECTIONXXXXXxxxOther InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic Report
Statement of comprehensive income for year ended 31 December 2023

Statement of changes in equity for year ended 31 December 2023

Balance sheet as at 31 December 2023

Cash flow statement for year ended 31 December 2023

Notes

STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2023

Year to 31 December 2023

Year to 31 December 2022

Revenue
£000

Capital
£000

Total
£000

Revenue
£000

Capital
£000

Total
£000

Note

Income

Gain/(loss) on investments held at fair
value through profit or loss

(Loss)/gain on fair value of debt

Total

Investment management fees

Administrative expenses

Finance costs

Foreign exchange (losses)/gains

Profit/(loss) before tax

69,591

1,678

71,269

95,521

–

95,521

–

578,715

(11,371)

–

(358,675)

54,682

69,591

569,022

638,613

95,521

(303,993)

(208,472)

(5,074)

(11,228)

(16,302)

(3,197)

(9,586)

(12,783)

(2,558)

(2,380)

(344)

(2,902)

(5,562)

(912)

(7,141)

–

(3,737)

(9,521)

(3,737)

(2,156)

(6,469)

–

486

(6,474)

(8,625)

486

59,579

546,572

606,151

84,606

(320,474)

(235,868)

z Statement of Comprehensive Income for

Taxation

(6,231)

(251)

(6,482)

(6,435)

(342)

(6,777)

the year ended 31 December 2023

Profit/(loss) for the year

53,348

546,321

599,669

78,171

(320,816)

(242,645)

All profit/(loss) for the year is attributable to equity holders.

Earnings per share attributable to equity holders

Basic (pence per share)

Diluted (pence per share)

18.55

189.98

208.53

26.14

(107.28)

(81.14)

The Company does not have any other comprehensive income and hence profit/(loss) for the year, as disclosed above, is the
same as the Company’s total comprehensive income.

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2023

BALANCE SHEET AS AT 31 DECEMBER 2023

Distributable reserves

Share
capital
£000

Capital
redemption
reserve
£000

Realised
capital
reserve
£000

Unrealised
capital
reserve
£000

Revenue
reserve
£000

Total
distributable
reserves
£000

Note

Total
Equity
£000

Non-current assets

Investments held at fair value through profit or loss

3,482,329

3,012,492

Note

2023
£000

2022
£000

–

(389)

389

(150,457)

–

(71,086)

–

(150,457)

Total assets

7,314

11,684 2,669,933

103,754

102,334

2,876,021

2,895,019

Current liabilities

At 1 January 2022

7,703

11,295 2,763,783

481,177

95,222

3,340,182

3,359,180

Total comprehensive income/(loss):

Profit/(loss) for the year

–

56,607

(377,423)

78,171

(242,645)

Transactions with owners,
recorded directly to equity:

Ordinary dividends paid

Unclaimed dividends returned

Own shares purchased

Balance at 31 December 2022

Total comprehensive income:

Profit for the year

Transactions with owners,
recorded directly to equity:

Ordinary dividends paid

Unclaimed dividends returned

Own shares purchased

–

75,430

470,891

53,348

599,669

–

(208)

208

(86,636)

–

(71,378)

–

(86,636)

Balance at 31 December 2023

7,106

11,892 2,658,727

574,645

84,318

3,317,690 3,336,688

The £574.6m (2022: £103.8m) of unrealised capital reserve arising on the revaluation of investments is subject to fair value
movements and may not be readily realisable at short notice, as such it may not be entirely distributable. The unrealised capital
reserve includes unrealised gains on the fixed rate loans of £5.5m (2022: £16.9m) which are not distributable.

Right of use asset

Current assets

Outstanding settlements and other receivables

Cash and cash equivalents

Outstanding settlements and other payables

Bank loans

Lease liability

Total assets less current liabilities

Non-current liabilities

Fixed rate loan notes held at fair value

Bank loans

Lease liability

Net assets

Equity

Share capital

Capital redemption reserve

Capital reserve

Revenue reserve

Total equity

All net assets are attributable to equity holders.

–

3,482,329

3,012,546

9,321

84,974

94,295

9,648

88,864

98,512

3,576,624

3,111,058

(9,792)

–

(9,792)

(9,344)

(63,500)

(38)

(72,882)

3,566,832

3,038,176

(215,144)

(15,000)

–

(230,144)

(143,141)

–

(16)

(143,157)

3,336,688

2,895,019

7,106

11,892

3,233,372

84,318

3,336,688

7,314

11,684

2,773,687

102,334

2,895,019

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023

z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Net asset value per ordinary share attributable to equity holders

Basic and diluted (£)

£11.75

£9.89

The financial statements were approved by the Board of Directors and authorised for issue on 6 March 2024.

They were signed on its behalf by:

Jo Dixon
Chair of the Audit and Risk Committee

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2023

Cash flows from operating activities

Profit/(loss) before tax

Adjustments for:

(Gains)/losses on investments

Losses/(gains) on fair value of debt

Foreign exchange losses/(gains)

Depreciation

Finance costs

Scrip dividends

Operating cash flows before movements in working capital

Decrease/(increase) in receivables

Decrease in payables

Net cash inflow from operating activities before tax

Taxes paid

Net cash inflow from operating activities

Cash flows from investing activities

Proceeds on disposal of investments

Purchases of investments

Net cash inflow from investing activities

Net cash inflow before financing

Cash flows from financing activities

Dividends paid – equity

Unclaimed dividends returned

Purchase of own shares

Repayment of bank debt

Drawdown of bank debt

Issue of loan notes

Principal paid on lease liabilities

Interest paid on lease laibilities

Finance costs paid

Net cash outflow from financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents at the start of the year

Effect of foreign exchange rate changes

Cash and cash equivalents at the end of the year

Note

2023
£000

2022
£000

606,151

(235,868)

(578,715)

11,371

3,737

–

9,521

–

52,065

1,599

(36)

53,628

(6,654)

46,974

358,675

(54,682)

(486)

174

8,625

(503)

75,935

(3,189)

(1,153)

71,593

(7,302)

64,291

1,600,165

(1,489,643)

110,522

157,496

2,202,258

(1,920,913)

281,345

345,636

(71,378)

(88,060)

(63,500)

15,000

60,632

–

(10,357)

(157,649)

(153)

88,864

(3,737)

84,974

(71,086)

(149,033)

(117,000)

–

(293)

(17)

(8,435)

(345,837)

(201)

88,579

486

88,864

NOTES

1 GENERAL INFORMATION

Alliance Trust PLC was incorporated in the United Kingdom under the Companies Acts 1862-1886. The address of its registered
office is given on page 105. The nature of the Company’s operations and its principal activity is a global investment trust.
The following notes refer to the year ended 31 December 2023 and the comparatives refer to the year ended 31 December 2022.

The financial statements are presented in pounds sterling because that is the currency of the primary economic environment in
which the Company operates.

2 SUMMARY OF MATERIAL ACCOUNTING POLICIES

(a) Basis of accounting

The financial statements have been prepared in accordance with UK‑adopted international accounting standards (‘IASs’).

The financial statements have been prepared on the historical cost basis, except that investments and fixed rate notes are stated
at fair value through the profit and loss. The Association of Investment Companies (‘AIC’) issued a Statement of Recommended
Practice: Financial Statements of Investment Companies (‘AIC SORP’) in July 2022. The Directors have sought to prepare the
financial statements in accordance with the AIC SORP where the recommendations are consistent with IFRS. The Company
qualifies as an investment entity.

Presentation of statement of comprehensive income

Additional analysis is provided on the Statement of Comprehensive Income between items of a revenue and capital nature to
improve accuracy, this follows guidance provided by the AIC. The net revenue profit for the year is the measure the Directors use
in assessing the Company’s compliance with certain requirements set out in Section 1158 of the Corporation Tax Act 2010.

Going concern

The Directors having assessed the principal risks of the Company have, at the time of approving the financial statements, a
reasonable expectation that the Company has adequate resources to continue in operational existence for the period assessed
to 31 December 2025. The Company’s assets, the majority of which are investments in quoted equity securities and are readily
realisable, significantly exceed its liabilities. The Directors have also considered, among other things, revenue forecasts, a review
of covenant compliance and an assessment of the liquidity of the portfolio. They therefore continue to adopt the going concern
basis of accounting in preparing the financial statements. The Company’s business activities, together with the factors likely to
affect its future development and performance are set out in the Strategic Report.

Use of judgements, estimates and assumptions

The preparation of the financial statements necessarily requires the exercise of judgement both in the application of accounting
policies, which are set out below, and in the selection of assumptions used in the calculation of estimates. The Board reviews
these judgements and estimates on an ongoing basis taking into account historical experience and other relevant factors.
The same accounting policies, presentations and methods of computation are followed in these financial statements, as were
applied in the Company’s last annual audited financial statements. However, actual results may differ from these estimates.
The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting period include
the Company’s debt which is measured at fair value for financial reporting purposes. In estimating the fair value the Company
engages third party qualified valuers to perform the valuation. Details of the fair value of debt are provided in Notes 12 and 18.9.

New and amended IASs Standards that are effective for the current year

In the current year, the Company has applied a number of amendments to UK-adopted international standards that are
mandatorily effective for an accounting period that begins on or after 1 January 2023. Their adoption has not had any material
impact on the disclosures or on the amounts reported in these financial statements. In accordance with an amendment to
IAS1, Presentation of Financial Statements, the Company now discloses its material accounting policy information instead of
significant accounting policies.

Not yet applied

The Company does not expect any other standards endorsed by the UK Endorsement Board (‘UKEB’), but not yet effective, to
have a material impact.

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023

z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

(b) Principal accounting policies

(i) Financial instruments

Financial assets and financial liabilities are recognised on the Company’s balance sheet when the Company enters into a
contract for a financial instrument. The Company will only offset financial assets and financial liabilities if it has a legally
enforceable right of offset and intends to settle on a net basis.

(ii) Investments

Investments are recognised and derecognised on the trade date where a purchase or sale is made under a contract whose
terms require delivery within the time frame established by the market concerned. These investments are initially valued at
cost, excluding transaction costs. Investments are principally designated as fair value through the profit and loss upon initial
recognition (excluding transaction costs).

Listed investments are valued after their initial recognition at fair value, which is either the bid price or the last traded price,
depending on the convention of the exchange on which the investment is quoted.

Investments which are not listed, or which are not frequently traded, are valued at the Directors’ best estimate of fair value. In
arriving at their estimate, the Directors make use of recognised valuation techniques and may take account of recent arm’s-
length transactions in the same or similar instruments. There were no such investments in the current year, other than the
investments in subsidiaries noted below.

The following wholly owned subsidiaries are not consolidated and are valued at fair value through the statement of
comprehensive income as they do not provide services that relate directly to the investment activities of the Company nor are
they themselves regarded as investment entities:

Name

Shares held

Country of incorporation

Principal Activity

AT2006 Limited

Ordinary

The Second Alliance Trust Limited

Ordinary

Scotland*

Intermediate holding company

Inactive

(vii) Revenue recognition

Dividend income from investments is recognised when the shareholder’s right to receive payment has been established,
normally the ex-dividend date.

Where the Company has elected to receive its dividends in the form of additional shares rather than cash, the amount of
cash dividend foregone is recognised as income. Any excess in the value of shares received over the amount of cash dividend
foregone is recognised as a capital gain in the statement of comprehensive income.

Interest receivable from cash and short-term deposits is accrued to the end of the period.

Special dividends are either treated as repayment of capital or as income, depending on the facts of each case.

(viii) Expenses

All expenses and interest payable are accounted for on an accruals basis. Where there is a connection with the maintenance
or enhancement of the value of the Company’s investments and it is consistent with the AIC SORP, the Company attributes
indirect expenditure including management fees, directors’ fees and finance costs – 25% to revenue and 75% to capital profits.
Specific exceptions to this general principle are:

• Expenses which under the AIC SORP are chargeable to revenue profits – these are recorded directly to revenue.

(ix) Taxation

The Company carries on its business as an investment trust and conducts its affairs so as to qualify as such under the
provisions of Section 1158 and 1159 of the Corporation Tax Act 2010.

Taxable profit differs from the net profit as reported in the statement of comprehensive income because it excludes items
of income or expense that are taxable or deductible in other years as well as items that are never taxable or deductible. The
Company’s liability for current tax is calculated using the rates applicable as at balance sheet date.

The Company does not recognise deferred tax assets or liabilities on capital profits or losses on the basis that its investment
trust status means no tax is due on the capital profits, or losses, of the Company.

*Registered at River Court, 5 West Victoria Dock Road, Dundee, Scotland, DD1 3JT.
Liquidators were appointed to Allsec Nominees Limited on 18 May 2022 with the company formally being dissolved on 29 December 2022.

(x) Dividends payable

(iii) Cash and cash equivalents

Cash and cash equivalents are defined as short‑term, highly liquid investments that are readily convertible to known amounts
of cash and are not subject to significant changes in fair value.

Interim dividends are recognised in the period in which they are paid.

(xi) Realised and unrealised reserves

Each of the realised and unrealised reserves can be described as follows:

(iv) Outstanding settlements and other receivables and payables

Capital redemption reserve

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Other receivables do not carry any interest and are initially recognised at fair value plus those transaction costs that are directly
attributable to their acquisition or issue. They are subsequently valued at their amortised cost using the effective interest rate
method, less provision for impairment.

Other payables are non-interest bearing and are initially recognised at fair value and subsequently valued at their amortised cost
using the effective interest method.

(v) Bank loans and fixed rate loan notes

Interest-bearing bank loans are initially recognised at the proceeds received, net of direct issue costs. They are subsequently
valued at their amortised cost. Interest payable on the bank loans is accounted for on an accrual basis in the statement of
Comprehensive Income.

Fixed rate loan notes are initially recognised at the value of the proceeds received. After initial recognition they are valued at
fair value through the profit and loss in line with the Company’s risk management and investment strategy and information
about the fixed rate loan notes is provided internally on a fair value basis to the Company’s key management personnel. The
borrowings are invested with the aim of enhancing long term returns. Information about the fixed rate loan notes is provided
internally on a fair value basis to the Company’s key management personnel. In line with fair value movements in investments
related movements on the debt are recognised in capital. Finance charges are accounted for through the statement of
comprehensive income on an accruals basis using the effective interest rate.

(vi) Foreign currencies

Transactions in currencies other than pounds sterling are recorded at the rates of exchange on the dates of the transactions.
At each balance sheet date, monetary items and non-monetary assets and liabilities that are fair valued and which are
denominated in foreign currencies are restated at the rates prevailing on that date. Foreign exchange differences are recognised
as capital and shown in the capital column of the statement of comprehensive income if they are of a capital nature, and
recognised as revenue and shown in the related income line if they are of a revenue nature.

The capital redemption reserve represents the nominal value of ordinary shares repurchased and cancelled. This is not distributable.

Capital reserve

The following are accounted through this reserve:

• Gains and losses on realisation of investments and derivative financial instruments;

• Increases or decreases of the value of investments and fair value debt held at the year-end;

• Foreign exchange differences of a capital nature;

• Costs of purchase of own shares;

• Where consistent with the AIC SORP, 75% of indirect expenditure including management fees, finance costs and relevant

administrative expenses are charged to capital profits.

Revenue reserve

Revenue profits and losses of the Company that are revenue in nature are recorded within this reserve, together with the
dividend payments made by the Company.

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information
3 INCOME

An analysis of the Company’s revenue is as follows:

Revenue:

Income from investments

Listed dividends – UK

Listed dividends – Overseas

Other income

Property rental income

Other interest

Other income

Total allocated to revenue

Capital:

Income from investments

Listed dividends – Overseas

Total allocated to capital

Total income

2023
£000

2022
£000

12,836

55,761

68,597

–

987

994

14,795

80,135

94,930

257

323

591

69,591

95,521

1,678

71,269

–

95,521

During the year ended 31 December 2023 the Company received a special dividend of £1,678,000 from Swire Pacific which was
treated as a capital dividend.

4 PROFIT/(LOSS) BEFORE TAX IS STATED AFTER CHARGING THE FOLLOWING EXPENSES:

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

2022
Capital
£000

Total
£000

Investment management fees

5,074

11,228

16,302

3,197

9,586

12,783

An amended and restated management fee agreement came into effect on 1 January 2023 under which the management and
distribution fee payable is calculated as 0.57% of the Company’s market capitalisation that is less than or equal to £2.5 billion;
0.54% on such part of the Company’s market capitalisation that exceeds £2.5 billion but is less than or equal to £4 billion; and
0.52% per annum on such part of the Company’s market capitalisation that is in excess of £4 billion (2022: management fee of
£1.5m per annum (increasing in line with UK Consumer Prices Index on 1 April each year) plus 0.055% per annum of the market
capitalisation of the Company); and such fees as agreed in respect of the stock pickers. Further details of these arrangements
were disclosed in the 2022 annual report).

The fee includes £14,970,000 for investment management services, which is allocated 25% to revenue and 75% to capital,
and £1,332,000 for distribution services, which is recorded directly to revenue. Distribution services include marketing and
promotional activities, plus investor relations. Prior to 2023, such costs formed part of the administrative costs of the Company.

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

2022
Capital
£000

Administrative costs

Employee costs (see below)

Auditor’s remuneration (see below)

Directors’ fees

Finance, administration and
company secretarial services

Depositary and custody services

Regulatory and listing fees

Depreciation

Other administrative costs

Employee costs1

Salaries

Social security costs

Pension costs – defined contribution scheme

1,412

502

253

–

207

2,558

–

262

–

344

350

1,412

502

253

–

252

2,902

207

1,443

480

234

174

2,889

5,562

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

–

163

207

1 Following a change in its operating model the Company had no employees at 31 December 2023 (2022: 4 employees).

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

620

–

247

–

912

2022
Capital
£000

489

620

2022
Capital
£000

Auditor’s remuneration

Fee payable to the auditor for the audit
of the Group’s annual accounts

Non-audit services

–

Total
£000

827

329

1,459

480

234

174

2,918

6,474

Total
£000

652

110

827

Total
£000

The above audit fee of £58,000 includes £3,000 for the audit of the non-consolidated subsidiaries (2022: £3,000). There were
no non-audit related services for these entities during either 2023 or 2022. Non-audit services included £20,500 for a review of
the NAV at 31 March 2023, as part of the transfer of administration and accounting services from BNY Mellon to Juniper Partners
Limited; and £5,330 for a review of the Interim Report.

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

5 FINANCE COSTS

Bank loans and associated costs

4.28% fixed rate notes

2.657%% fixed rate notes

2.936% fixed rate notes

2.897% fixed rate notes

4.18% fixed rate notes

4.02% fixed rate notes

Interest on lease liabilities

Other finance costs

Total

Revenue
£000

804

1,070

133

147

145

–

2023
Capital
£000

2,410

3,210

399

440

435

117

–

Total
£000

3,214

4,280

532

587

580

156

–

112

Revenue
£000

2022
Capital
£000

583

1,070

133

147

145

–

1,750

3,210

399

440

435

–

222

6,469

2,380

7,141

9,521

2,156

7 DIVIDENDS

Dividends Paid

2021 fourth interim dividend 5.825p per share

2022 first interim dividend 6.000p per share

2022 second interim dividend 6.000p per share

2022 third interim dividend 6.000p per share

2022 fourth interim dividend 6.000p per share

2023 first interim dividend 6.180p per share

2023 second interim dividend 6.340p per share

2023 third interim dividend 6.340p per share

Total
£000

2,333

4,280

532

587

580

–

296

8,625

2023
£000

–

17,498

17,849

18,028

18,003

71,378

2022
£000

17,752

17,921

17,791

17,622

–

71,086

Bank loan interest has increased in line with higher average interest rates. The value of bank loans utilised at the year-end was
£15.0m (2022: £63.5m).

We also set out below the total dividend payable in respect of the financial year, which is the basis on which the requirements
of Section 1158/1159 of the Corporation Tax Act 2010 are considered.

The basis of the apportionment of finance costs between revenue and capital profits is disclosed in Note 2.

Dividends Earned

6 TAXATION

Overseas taxation

Tax expense for the year

Revenue
£000

6,231

2023
Capital
£000

251

Total
£000

6,482

Revenue
£000

6,435

2022
Capital
£000

342

Total
£000

6,777

The profit of the Company for the year ended 31 December 2023 is taxed at the standard UK corporation tax rate of 23.52%
(2022: 19.00%). Taxation for overseas jurisdictions is calculated at the rates prevailing in the respective jurisdictions. The tax charge
assessed for the years ended 2022 and 2023 can be reconciled to the profit per the statement of comprehensive income as follows:

2022 first interim dividend 6.000p per share

2022 second interim dividend 6.000p per share

2022 third interim dividend 6.000p per share

2022 fourth interim dividend 6.000p per share

2023 first interim dividend 6.180p per share

2023 second interim dividend 6.340p per share

2023 third interim dividend 6.340p per share

2023 fourth interim dividend 6.340p per share

Profit/(loss) before tax

59,579

546,572

606,151

84,606

(320,474)

(235,868)

The calculation of the basic and diluted earnings per share is based on the following data:

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

2022
Capital
£000

Total
£000

8 EARNINGS PER SHARE

2023
£000

–

17,849

18,028

18,003

71,883

2022
£000

17,921

17,791

17,622

17,498

–

70,832

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Tax at the standard UK corporation
tax rate of 23.52% (19.00%)

Losses/(gains) on investments not
subject to UK corporation tax

14,013

128,554

142,567

16,075

(60,890)

(44,815)

–

(136,114)

Income exempt from UK corporation tax

(15,910)

Effect of overseas tax

Deferred tax assets not recognised

Other adjustments

Tax expense for the year

6,231

1,945

(48)

6,231

(395)

251

7,076

879

251

(136,114)

(16,305)

6,482

9,021

831

6,482

–

68,148

(17,317)

6,435

1,337

(95)

6,435

–

342

(7,166)

(92)

342

68,148

(17,317)

6,777

(5,829)

(187)

6,777

At the balance sheet date, the Company had unused tax losses of £209.2m (2022: £185.7m) available for offset against future
profits. The unrecognised deferred tax asset in relation to the unused tax losses is £52.3m (2022: £46.4m). The Company has
other deferred tax assets totalling £4.9m which have not been recognised. The other deferred tax assets relate to carried
forward disallowed interest, an accounting adjustment which is being spread for tax purposes over 10 years and fixed asset
temporary differences. The Directors have not recognised the deferred tax assets as it is considered unlikely that the Company
will generate taxable income in excess of deductible expenses in future periods. The unrecognised deferred tax assets have
been calculated using the standard corporation tax rate of 25% (2022: 25%). The rate of 25% is based on the tax rate announced
on 24 May 2021 which is effective from 1 April 2023.

Ordinary shares

Earnings for the purposes of basic earnings
per share being net profit/(loss) attributable
to equity holders

Number of shares

Weighted average number of ordinary
shares for the purposes of:

Basic earnings per share

Diluted earnings per share

Revenue
£000

2023
Capital
£000

Total
£000

Revenue
£000

2022
Capital
£000

Total
£000

53,348

546,321

599,669

78,171

(320,816)

(242,645)

287,573,436

299,027,659

299,027,937

The basic figure is arrived at by reducing the number of ordinary shares by nil (2022: nil) ordinary shares held in a trust that was
set up to satisfy awards made under historic share award schemes (no new awards will be made). The 1,611 ordinary shares held
in trust were sold on 3 March 2022. The trust was terminated on 1 April 2022.

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

9 INVESTMENTS HELD AT FAIR VALUE

Investments designated at fair value through profit or loss:

Investments listed on a recognised investment exchange

Investments in related and subsidiary companies

2023
£000

2022
£000

3,482,295

3,012,458

3,482,329

3,012,492

Gains/(losses) on investments excluding derivatives

Losses on derivatives

Total gains/(losses) on investments

Transaction costs

Net gains/(losses) on investments

2023
£000

578,715

–

578,715

(2,172)

576,543

2022
£000

(358,311)

(364)

(358,675)

(2,374)

(361,049)

Investments in related and subsidiary companies contains the remaining subsidiary companies as disclosed in note 2.

Opening book cost at 1 January 2022

Opening investment holding gains

Opening valuation at 1 January 2022

Movements in the year

Purchases at cost

Sales – proceeds

(Losses)/gains on investments

Closing valuation at 31 December 2022

Closing book cost

Closing investment holding gains

Closing valuation as at 31 December 2022

Opening book cost at 1 January 2023

Opening investment holding gains

Opening valuation at 1 January 2023

Movements in the year

Purchases at cost

Sales – proceeds

Gains on investments

Closing valuation at 31 December 2023

Closing book cost

Closing investment holding gains

Closing valuation as at 31 December 2023

Listed equity
investments
£000

3,131,040

519,208

3,650,248

1,914,453

(2,193,640)

(358,603)

3,012,458

2,925,726

86,732

3,012,458

2,925,726

86,732

3,012,458

1,492,387

(1,601,265)

578,715

3,482,295

2,912,672

569,623

3,482,295

Other
equity
£000

–

364

(364)

–

Related and
subsidiary
companies
£000

–

(292)

292

–

Total
£000

3,131,040

519,242

3,650,282

1,914,453

(2,193,568)

(358,675)

3,012,492

2,925,726

86,766

3,012,492

2,925,726

86,766

3,012,492

1,492,387

(1,601,265)

578,715

3,482,329

–

2,912,672

569,657

3,482,329

Details of the hierarchical valuation of investments are provided in Note 18.9 on pages 98 and 99.

The Company received £1,601.3m (2022: £2,193.6m) from investments sold in the year. The book cost of these investments when
they were purchased was £1,505.0m (2022: £2,119.8m). These investments have been revalued over time and, until they were
sold, any unrealised gains/losses were included in the fair value of the investments.

10 OUTSTANDING SETTLEMENTS AND OTHER RECEIVABLES

Sales of investments awaiting settlement

Dividends receivable

Other debtors

Recoverable overseas tax

11 OUTSTANDING SETTLEMENTS AND OTHER PAYABLES

Purchase of investments awaiting settlement

Amounts due to subsidiary companies

Amounts payable for share buybacks

Other creditors

Interest payable

Tax payable

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

2023
£000

1,176

3,935

279

3,931

9,321

2023
£000

4,899

–

3,527

1,236

9,792

2022
£000

5,521

292

3,759

9,648

2022
£000

2,155

1,424

3,563

2,072

9,344

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

12 BANK LOANS AND FIXED RATE LOAN NOTES

Bank loans

The fair value of the items classified as loans and borrowings are classified as Level 3 under the fair value hierarchy. The fair
value of fixed rate loan notes reported here of £215.1m compares to the par value of £220.6m as at year-end. All borrowings are
secured by floating charges over the assets of the Company.

Bank loans repayable within one year

Bank loans repayable after one year

Analysis of borrowings by currency:

Bank loans – sterling

The weighted average % interest rates payable:

Bank loans

The estimated fair value of the borrowings:

Bank loans

Opening bank loans balance

Repayment of bank loans

Draw down of bank loans

Closing bank loans balance

Fixed rate loan notes (at fair value)

4.28 per cent. fixed rate loan notes due 2029

2.657 per cent. fixed rate loan notes due 2033

2.936 per cent. fixed rate loan notes due 2043

2.897 per cent. fixed rate loan notes due 2053

4.180 per cent. fixed rate loan notes due 2033

4.020 per cent. fixed rate loan notes due 2030

2023
£000

–

15,000

2022
£000

63,500

–

15,000

63,500

6.50%

1.70%

15,000

63,500

2023
£000

63,500

(63,500)

15,000

2023
£000

102,928

17,910

16,052

14,903

45,392

17,959

215,144

2022
£000

180,500

(117,000)

–

63,500

2022
£000

98,434

16,378

14,644

13,685

–

143,141

The expiry dates for the total bank loan committed facilities of £130m (including accordion options) are disclosed in note 18.7. At
31 December 2023 the Company has a £40m facility which will expire on 16 December 2026 and a £90m facility which will expire on
16 December 2025.

As at 31 December 2023 £15.0m of the available £130m facilities has been drawn down, being a 3 year term loan. The remaining
loans are revolving credit facilities and are drawn down through a utilisation request and are repayable on the maturity date of
that utilisation.

£100m of fixed rate loan notes were drawn down in July 2014, with 15 years’ duration at 4.28%.

On 28 November 2018 the Company issued £60m fixed‑rate, privately placed notes each of £20m and with maturities of 15, 25
and 35 years and coupons for each respective tranche of 2.657%, 2.936% and 2.897%.

On 30 November 2023 the Company issued €70m fixed rate, private placed notes. €50m was issued with a maturity of 10 years
at a rate of 4.180% and €20m was issued with a maturity of 7 years at a rate of 4.02%.

£0.5m of issue costs were incurred in relation to the new borrowings and will be amortised over their life.

The fair value of debt is estimated by discounting future cash flows using quoted benchmark interest yield curves as at the
end of the reporting period and by obtaining lender quotes for borrowings of similar maturity to estimate credit risk margin. Any
change to these inputs, or the comparative borrowings used, would result in a change in the fair value. By way of comparison,
the par value of the loan notes is £220.6m at 31 December 2023 (2022: £160.0m).

Further explanation of the changes in borrowings during the year can be found on page 52.

Total borrowing and fixed rate notes

The total weighted average % interest rate

13 SHARE CAPITAL

2023

4.07%

2022

2.91%

2023

2022

Number

£000

Number

£000

Allotted, called up and fully paid
ordinary shares of 2.5p each:

Balance brought forward

292,579,600

Ordinary shares bough back for cancellation in the year

(8,335,000)

Ordinary shares bough back to Treasury in the year

(280,000)

7,314

(208)

(7)

308,117,181

(15,537,581)

–

Balance carried forward

283,964,600

7,099

292,579,600

Treasury shares:

Balance brought forward

Ordinary shares bough back to Treasury in the year

Balance carried forward

–

280,000

–

The Company has one class of ordinary share which carries no right to fixed income.

7,703

(389)

–

7,314

–

During the year the Company bought back 8,335,000 ordinary shares for cancellation (2022: 15,537,581) at a total cost of
£83,830,000 (2022: £149,636,000). During the year the Company bought back 280,000 ordinary shares into Treasury (2022: nil) at
a total cost of £2,806,000 (2022: nil). The full cost of all shares bought back is included in the capital reserves.

Ordinary shares of 2.5p each

Opening share capital

Share buybacks for cancellation

Closing share capital

14 NET ASSET VALUE PER ORDINARY SHARE

The calculation of the Net Asset Value per ordinary share is based on the following:

Equity shareholder funds (£000)

Number of shares at year-end – basic

Number of shares at year-end – diluted

The diluted figure is the entire number of shares in issue.

2023
£000

7,314

(208)

7,106

2022
£000

7,703

(389)

7,314

2023

2022

3,336,688

283,964,000

2,895,019

292,579,600

15 SEGMENTAL REPORTING

The Company has identified a single operating segment, the investment trust, whose objective is to be a core investment
delivering a real return over the long term through capital growth and a rising dividend. The accounting policies of the operating
segment, which operates in the UK, are the same as those described in the summary of significant accounting policies. The
Company measures its performance based on Net Asset Value Total Return and Total Shareholder Return.

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

16 RELATED PARTY TRANSACTIONS

18.1 RISK MANAGEMENT POLICIES AND PROCEDURES

There are amounts of £1,222 (2022: £1,222) and £34,225 (2022: £34,225) owed to AT2006 and The Second Alliance Trust Limited,
respectively, at year-end.

There are no other related parties other than those noted below.

Transactions with key management personnel

Details of the Non‑Executive Directors are disclosed on pages 36 to 38.

For the purpose of IAS 24 ‘Related Party Disclosures’, key management personnel comprised the Non-Executive Directors of
the Company.

Details of remuneration are disclosed in the Remuneration Report on pages 60 to 65.

As an investment trust the Company invests primarily in equities consistent with the investment objective set out on page 2.
In pursuing this objective, the Company is exposed to a variety of risks that could result in a reduction in the value of its net
assets or a reduction in the profits available for payment as dividends.

The principal financial instruments at risk comprise those in the Company’s investment portfolio.

The risks and the Directors’ approach to managing them are set out below under the following headings: market risk (comprising
currency risk, interest rate risk and other price risk), credit risk, liquidity risk and gearing risk. The assumptions and sensitivities
within each risk are considered appropriate and are based on the Directors’ wider knowledge of the investment market. WTW
and Juniper co-ordinate the Company’s risk management.

The Company has a risk management framework in place which is described in detail on pages 31 to 34. The policies and processes for
managing the risks, and the methods used to measure the risks, have not changed from the previous accounting period.

Total emoluments

17 ANALYSIS OF CHANGE IN NET CASH/(DEBT)

2021
£000

Cash
flow
£000

Other
gains
£000

2022
£000

Cash
flow
£000

Other
losses
£000

2023
£000

Market risk embodies the potential for both losses and gains and includes currency risk (see note 18.3), interest rate risk (see
note 18.4) and other price risk (see note 18.5). Market risk is monitored on a regular basis by the AIFM. The AIFM manages the
capital of the Company within parameters set by the Directors on investment and asset allocation strategies and risk.

The Company’s strategy on investment risk is outlined in our statement of investment objectives and policy on pages 2 and 3.

Details of the equity investment portfolio at the balance sheet date are disclosed on pages 16 to 28.

2023
£000

350

2022
£000

329

18.2 MARKET RISK

Cash and cash equivalents

88,579

(201)

486

88,864

(153)

(3,737)

84,974

Bank loans and fixed rate loan notes

(378,323)

117,000

54,682

(206,641)

(12,132)

(11,371)

(230,144)

18.3 CURRENCY RISK

Net (debt)/cash

(289,744)

116,799

55,168

(117,777)

(12,285)

(15,108)

(145,170)

Other gains/(losses) includes £3.737m loss (2022: (£0.486m gain) foreign exchange losses on cash balances and fair value
movements of £11.371m loss (2022: £54.682m gain) on the fixed rate loan notes.

18 FINANCIAL INSTRUMENTS AND RISK

The Strategic Report details the Company’s approach to investment risk management on pages 31 to 34 and the accounting
policies on pages 81 to 83 explain the basis on which investments are valued for accounting purposes.

A significant amount of the Company’s assets, liabilities and transactions is denominated in currencies other than its functional
currency of pounds sterling. Consequently, the Company is exposed to the risk that movements in exchange rates may affect
the pounds sterling value of those items.

Currency risk is assessed and managed on an ongoing basis by the AIFM within overall investment and asset allocation
strategies and risk guidelines as set out in the AIFM agreement. The Company may enter into forward exchange contracts to
cover specific foreign currency exposure.

The currency exposure for overseas investments is based on the currency determined by its listing, while the currency exposure
for net monetary assets is based on the currency in which each asset or liability is denominated. At the reporting date the
Company had the following exposures:

The Directors are of the opinion that the fair values of financial assets and liabilities carried at amortised cost are not materially
different from their carrying values.

Currency exposure

Capital risk management

The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximising the
return to stakeholders through optimising its use of debt and equity. The Company’s overall strategy remains unchanged from
the year ended 31 December 2023 (see investment objective on page 2).

The capital structure of the Company consists of debt (including the borrowings disclosed in Note 12), cash and cash
equivalents, and equity attributable to equity holders of the Company comprising issued ordinary share capital, reserves and
retained earnings.

The Board reviews the capital structure of the Company periodically. The Company has decided that gearing should at no time
exceed 30% of its net assets. The table below shows net gearing.

US dollar

Euro

Yen

Other non-sterling

Overseas
investments
2023
£000

Net
monetary
assets
2023
£000

Total
currency
exposure
2023
£000

Overseas
investments
2022
£000

Net
monetary
assets
2022
£000

Total
currency
exposure
2022
£000

2,076,998

26,469

2,103,467

1,899,107

27,196

1,926,303

386,301

300,539

428,268

(63,150)

3,289

2,304

323,151

303,828

430,572

396,421

131,642

305,403

2,371

421

1,760

398,792

132,063

307,163

3,192,106

(31,088)

3,161,018

2,732,573

31,748

2,764,321

Debt*

Cash and cash equivalents

Net debt

Net debt as % of net assets

2023
£000

(230,144)

84,974

(145,170)

4.4%

2022
£000

(206,641)

88,864

(117,777)

4.1%

*If debt had been valued at par, net debt as a percentage of net assets would be 4.5% (2022: 4.7%).

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

Sensitivity analysis

18.5 OTHER PRICE RISK

If pounds sterling had strengthened by 10% (2022: 10%) relative to all currencies, with all other variables constant, the statement
of comprehensive income and the net assets attributable to equity holders would have decreased by the amounts shown
below. The analysis is performed on the same basis as for the year ended 31 December 2022. The revenue return impact is an
estimated figure for 12 months based on the cash balances at the reporting date.

Income statement

Revenue return

Capital return

Net assets

2023
£000

(5,747)

(316,102)

(321,849)

2022
£000

(8,014)

(276,432)

(284,446)

A 10% (2022: 10%) weakening of pounds sterling against the above currencies would have resulted in an equal and opposite
effect on the above amounts, on the basis that all other variables remain constant.

18.4 INTEREST RATE RISK

The Company is exposed to interest rate risk in several ways. A movement in interest rates may impact income receivable on
cash deposits and interest payable on variable rate borrowings.

The Company finances part of its activities through borrowings at levels which are approved and monitored by the Directors.
The possible effects on fair value and cash flows as a result of an interest rate change are considered when making investment
or borrowing decisions. Fixed rate loans are excluded from the sensitivity analysis.

Other price risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market prices (other
than those arising from currency risk or interest rate risk), whether caused by factors specific to an individual investment or its
issuer, or by factors affecting all instruments traded in that market.

As almost all of the Company’s financial assets are carried at fair value with fair value changes recognised in the statement of
comprehensive income, all changes in market conditions will directly affect gains and losses on investments and net assets.

The Directors manage price risk by having a suitable investment objective for the Company. The Directors review this objective
and investment performance regularly. The risk is managed on a regular basis by WTW, within parameters set by the Directors
on investments and asset allocation strategies and risk. WTW monitors the stock pickers’ compliance with their mandates and
whether asset allocation within the portfolio is compatible with the Company’s objective.

Concentration of exposure to other price risks

A listing of the Company’s equity investments can be found on pages 16 to 28 and on the Company’s website. The largest
geographical area by value for equity investments value is North America, with significant amounts also in Europe, Asia and the UK.

The following table details the Company’s exposure to market price risk on its quoted and unquoted equity investments:

Investments at fair value through profit & loss

Investments listed on a recognised investment exchange

Investments in related and subsidiary companies

2023
£000

2022
£000

3,482,295

3,012,458

3,482,329

3,012,492

The following table details the Company’s exposure to interest rate risks for bank and loan balances:

Sensitivity analysis

Exposure to floating interest rates

Cash at bank

Bank loans

Sensitivity analysis

2023
£000

84,974

(15,000)

69,974

2022
£000

88,864

(63,500)

25,364

99.9% (2022: 99.9%) of the Company’s investment portfolio is listed on stock exchanges. If share prices had decreased by 10%
with all other variables remaining constant, the statement of comprehensive income result and the net assets attributable to
equity holders of the parent would have decreased by the amounts shown below.

Statement of comprehensive income

Capital return

Net assets

2023
£000

(348,230)

2022
£000

(301,246)

If interest rates had decreased by 0.5% (2022: 0.5%), with all other variables held constant, the statement of comprehensive
income result and the net assets attributable to equity holders would have changed by the amounts shown below. The revenue
return impact is an estimated figure for the year based on the cash balances at the reporting date.

A 10% increase (2022: 10% increase) in share prices would have resulted in a proportionate equal and opposite effect on the
above amounts, on the basis that all other variables remain constant.

Income statement

Revenue return

Capital return

Net assets

2023
£000

(406)

(350)

2022
£000

(364)

239

(125)

A 0.5% increase (2022: 0.5%) in interest rates would have resulted in a proportionate equal and opposite effect on the above
amounts, on the basis that all other variables remain constant.

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information
18.6 CREDIT RISK

18.7 LIQUIDITY RISK

Credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has
entered into with the Company.

This risk is managed as follows:

• The Company contracts only with creditworthy counterparties and obtains sufficient collateral where appropriate (cash and

gilts) as a means of mitigating the risk of financial loss from defaults.

• Investment transactions are carried out with a number of well established, approved brokers on a cash against receipt, or

cash against delivery, basis.

• Outsourced providers are subject to regular oversight by the Board, Juniper, WTW and the depositary.

• The Company’s depositary is responsible for the safekeeping of the Company’s assets and liable to the Company for any

permanent loss of assets. Reports from the depositary and custodian are regularly reviewed and daily reconciliation of the
Company’s assets is undertaken.

At the reporting date, the Company’s cash and cash equivalents exposed to credit risk were as follows:

Credit rating

Average maturity

2023
£000

84,974

1 day

2022
£000

88,864

1 day

The Company’s UK and overseas listed equities are held by The Bank of New York Mellon, London Branch, as custodian.
Bankruptcy or insolvency of the custodian may cause the Company’s rights with respect to securities held by the custodian to
be delayed or limited.

Liquidity risk is the risk that an entity will encounter difficulty in meeting its obligations associated with financial liabilities.

This is not a significant risk for the Company as most of its assets are investments in quoted equities that are readily realisable. It
also can borrow, which gives it access to additional funding when required. At the balance sheet date, it had the following facilities:

Committed multi-currency facility
(including £20m accordion) –
The Bank of Nova Scotia, London Branch

Amount drawn

Committed multi-currency facility –

The Bank of Nova Scotia, London Branch

Amount drawn

Committed multi-currency facility
(including £10m accordion) –
The Royal Bank of Scotland International,
London Branch

Amount drawn

Term Loan –

The Royal Bank of Scotland
International, London Branch

Amount drawn

7‑year 4.18% fixed rate loan notes*

Amount drawn

10‑year 4.02% fixed rate loan notes*

Amount drawn

15‑year 4.28% fixed rate loan notes*

Amount drawn

15‑year 2.657% unsecured fixed rate loan notes*

Amount drawn

25‑year 2.936% fixed rate loan notes*

Amount drawn

35‑year 2.897% fixed rate loan notes*

Amount drawn

Total facilities

Total drawn

2023
£000

Expires

2022
£000

Expires

90,000

16/12/2025

150,000

16/12/2023

–

n/a

–

100,000

63,500

16/12/2023

25,000

16/12/2026

–

16/12/2026

30/11/2030

30/11/2033

31/07/2029

27/11/2033

27/11/2043

27/11/2053

15,000

43,309

17,324

100,000

20,000

340,633

235,633

n/a

31/07/2029

27/11/2033

27/11/2043

27/11/2053

–

100,000

20,000

410,000

223,500

All the facilities are secured by floating charges and have covenants on the maximum level of gearing and minimum Net Asset Value
of the Company.

The fair value of fixed rate loan notes is shown in Note 12.

Bank loans

Fixed rate loan notes

Other payables

2023

Due
between
three
months and
one year

Due after
one year

Due within
three
months

731

16,950

6,345

291,905

–

130

7,076

308,985

270

2,140

7,142

9,552

Due within
three
months

244

2,140

8,426

10,810

2022

Due
between
three
months and
one year

810

3,838

–

Due after
one year

65,659

220,120

130

4,648

285,909

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

18.8 GEARING RISK

The Company valuation hierarchy fair value through profit and loss through the statement of comprehensive income:

This is the risk that the movement in the fair value of the assets of the Company is amplified by any gearing that the Company
may have.

The main mitigant to this risk is how WTW utilises its mix of cash and available borrowing facilities. The gross exposure to this
risk and the sensitivity analysis is detailed below.

Investments after gearing

Gearing (with debt at fair value)

Investments before gearing

Sensitivity analysis

2023
£000

3,482,329

(230,144)

3,252,185

2022
£000

3,012,492

(206,641)

2,805,851

2023

2022

Level 1
£000

Level 2
£000

Level 3
£000

Total
£000

Level 1
£000

Level 2
£000

Level 3
£000

Total
£000

Listed investments

3,482,295

Unlisted investments

Other

–

Total assets

3,482,295

Liabilities

Fixed rate Loan notes

Total liabilities

–

– 3,482,295

3,012,458

–

34 3,482,329

3,012,458

(215,144)

–

3,012,458

3,012,492

(143,141)

If the value of investments had increased by 10%, with all other variables held constant, the statement of comprehensive
income result and the net assets attributable to equity shareholders would increase by the amounts shown below:

There have been no transfers during the year between Levels 1, 2 and 3.

With gearing:

Change in capital return and net assets

Without gearing:

Gearing (with debt at fair value)

Impact of gearing

2023
£000

2022
£000

348,233

301,249

325,219

23,014

280,585

20,664

A 10% decrease in the fair value of the investments would have resulted in the equal and opposite effect on the above amounts,
on the basis that all other variables remain constant.

18.9 HIERARCHICAL VALUATION OF FINANCIAL INSTRUMENTS

Accounting Standards recognise a hierarchy of fair value measurements, for financial instruments measured at fair value in the
Balance Sheet, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities
(Level 1) and the lowest priority to unobservable inputs (Level 3). The classification of financial instruments depends on the
lowest significant applicable input.

The table below analyses financial instruments carried at fair value by valuation method. The different levels have been defined
as follows:

Level 1 Unadjusted, fully accessible and current quoted prices in active markets for identical assets or liabilities. Included

within this category are investments listed on any recognised stock exchange.

Level 2 Quoted prices for similar assets or liabilities or other directly or indirectly observable inputs which exist for the duration

of the period of investment. Examples of such instruments would be forward exchange contracts and certain other
derivative instruments.

Level 3 Valued by reference to valuation techniques using inputs that are not based on observable market data. The value is the
Directors’ best estimate, based on advice from relevant knowledgeable experts, use of recognised valuation techniques
and on assumptions as to what inputs other market participants would apply in pricing the same or similar instrument.

The following table analyses the fair value measurements for the Company’s assets and liabilities measured by the level in
the fair value hierarchy in which the fair value measurement is categorised at 31 December 2023. All fair value measurements
disclosed are recurring fair value measurements.

The following table shows the reconciliation from the beginning balances to the ending balances for fair value measurement in
Level 3 of the fair value hierarchy.

Assets

Balance at 1 January

Sales proceeds

Gains on investments

Balance at 31 December

Liabilities

Balance at 1 January

Loan notes issued in the year

(Losses)/gains on borrowings

Balance at 31 December

2023
£000

–

(143,141)

(60,632)

(11,371)

(215,144)

2022
£000

(292)

292

(197,823)

–

54,682

(143,141)

Details of the fair value of the fixed rate loan notes is provided in Note 12. Fair value gains/(losses) on the fixed rate loan notes
are disclosed on the face of the Statement of Changes in Equity.

A change to the interest yield curve used to calculate the fair value of +/- 0.25% would result in a decrease of £15,031,000 or
increase of £17,107,000 in the fair value respectively.

Subsidiaries

Investments in subsidiary companies (Level 3) are valued in the Company accounts at £34k (2022: £34k).

z Statement of Comprehensive Income for

the year ended 31 December 2023

z Statement of Changes in Equity for the year

ended 31 December 2023

z Balance Sheet as at 31 December 2023
z Cash Flow Statement for the year ended

31 December 2023

z Notes to the Financial Statements

1 2 3 4 5 6 7 8 9 10 11 12
13 14 15 16 17 18 18.1 18.2 18.3
18.4 18.5 18.6 18.7 18.8 18.9

Financial StatementsFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information
Other Information

SHAREHOLDER COMMUNICATIONS

CONNECTING WITH
SHAREHOLDERS

z Connecting with Shareholders

z Alternative Performance Measures
z Glossary of Terms
z Information for Shareholders
z Ten Year Record

STAYING CLOSE TO SHAREHOLDERS

The routes and access to stock markets have changed
dramatically in recent years. Many more shares are
now in the hands of retail investors, buying through
platforms and obtaining their information about
investments from a wide variety of online sources.

The Company has been seeking to increase the size of
its shareholder contact database. The information on
this database is used to keep shareholders informed
of Company developments and the performance of its
investment strategy. By providing their email addresses
shareholders can receive monthly factsheet emails which

detail the latest performance information. They can also
receive invites to Company events as well as ‘Connection’,
the Company’s quarterly newsletter which often contains
interviews with the Company’s stock pickers.

The Company’s website, which is its key interface with retail
investors, is frequently updated with new information and
shareholders are encouraged to familiarise themselves
with the different pages. At the bottom of each of
the main pages, there is a form to sign up for regular
communications. Questions or enquiries can be sent
to the Company through the ‘Help & Contact’ page.

ATTRACTING NEW INVESTORS

REUNITING LOST SHAREHOLDERS

Recognising changes in how shareholders can obtain
information about their investments, the Company has
been seeking to raise its profile in a range of different media
through regular contact with journalists and by investing
in promotions, including advertising. As well as serving as
another, indirect avenue for existing shareholders to stay
in touch with their investments, this also has the benefit
of marketing the Company to new investors. Together with
good investment performance, increased awareness and
recognition of the Company’s offering by new investors can
help boost demand for its shares. This has a direct benefit
for existing shareholders if it increases the share price rating.

There can be so many things to remember in life that it’s not
surprising that assets get lost through the generations. It can
be incredibly easy to lose track of investments, for example,
by forgetting to update your address after moving home or not
keeping a proper record of shares you have bought or sold.

The Company has taken a very proactive approach to
reuniting dormant shareholders with their lost Alliance
Trust shares and been delighted to surprise some of them
with unexpected windfalls or alert family members to
unanticipated inheritances. On page 50 you can read in
more detail about the Company’s efforts to trace ‘missing’
shareholders, reunite them with their shares and pay
them the dividends they might otherwise have forgone.

100

101

Scan the QR code using your smart
phone’s camera to access shareholder
information on the Company’s website.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

ALTERNATIVE PERFORMANCE MEASURES AND GLOSSARY OF TERMS

ALTERNATIVE PERFORMANCE
MEASURES

GLOSSARY
OF TERMS

Alternative Performance Measures (‘APM’) are defined as being a ‘financial measure of historical or future financial performance,
financial position, or cash flows, other than a financial measure defined or specified in the applicable accounting framework.’

The APMs detailed below are used by the Board to assess the Company’s performance against a range of criteria and are viewed
as particularly relevant for an investment trust.

All data is as at 31 December in the respective financial year.

NAV TOTAL RETURN

DISCOUNT OR PREMIUM TO NAV

Net Asset Value (‘NAV’) Total Return measures the increase/
(decrease) in NAV per share including any dividends paid in
the period, which are assumed to be reinvested at the time
that the share price is quoted ex-dividend.

Opening NAV per share (p)

Closing NAV per share (p)

(A)

(B)

Change in NAV (%)

C=(B-A)/A

Impact of dividend reinvested (%)

(D)

NAV Total Return (%)

C+D

2023

989.5

1,175.1

18.8

2.8

21.6

2022

1,090.0

989.5

(9.2)

2.1

(7.1)

TOTAL SHAREHOLDER RETURN

Total Shareholder Return measures the increase or
(decrease) in share price including any dividends paid in
the period, which are assumed to be reinvested at the time
that the share price is quoted ex-dividend.

Opening share price (p)

Closing share price (p)

(A)

(B)

Change in share price (%)

C=(B-A)/A

Impact of dividend reinvested (%)

(D)

Total Shareholder Return (%)

C+D

2023

2022

948.0

1,112.0

17.3

2.9

20.2

1032.0

948.0

(8.1)

2.3

(5.8)

The amount, expressed as a percentage, by which the
Company’s share price is less than (discount) or greater
than (premium) the NAV per share of the Company.

Closing NAV per share (p)

Closing share price (p)

(A)

(B)

2023

1,175.1

1,112.0

2022

989.5

948.0

(Discount)/Premium (%)

(B-A)/A

(5.4)

(4.2)

ONGOING CHARGES RATIO

The sum of the management fee and all other administrative
expenses expressed as a percentage of the average daily net
assets during the year.

Investment Management

fee (£000)

Other expenses (£000)

Non-recurring costs (£000)

2023

2022

16,302

2,902

406

12,783

6,474

(672)

Ongoing charges (£000)

Average net assets (£000)

(A)

(B)

19,610

18,585

3,150,206 3,050,503

Ongoing Charges Ratio (%)

(A/B)

0.62

0.61

Throughout this document we use several defined
terms including specific terms to describe
performance. Where not described in detail elsewhere
we set out here what these terms mean.

Active Risk is a measure of the risk in a portfolio that
is due to active management decisions. It is calculated
as the standard deviation of the excess returns of
a portfolio over its benchmark. For the Company’s
portfolio as at 31 December 2023 this was calculated
as 2.5% in relation to the MSCI ACWI benchmark.

AIC is the Association of Investment Companies. The
AIC sector classification provides meaningful and
relevant categories for numerous forms of analysis,
including performance rankings, data tables and peer
group comparisons. The AIC Global Sector is a peer
group of investment trusts managing predominantly
global equity strategies. The number of members of
the peer group varies from time to time depending
on trusts entering or leaving that sector.

Discount is where the share price of an investment
trust is below its NAV. As of the 31 December 2023 the
Company’s shares traded at a discount of 5.4%.

Gearing, at its simplest, is borrowing. Just like any other
public company, an investment trust can borrow money
to invest in additional investments for its portfolio. The
effect of the borrowing on the shareholders’ assets
is called ‘gearing’. If the Company’s assets grow, the
shareholders’ assets grow proportionately more because
the debt remains the same. But, if the value of the
Company’s assets falls, the situation is reversed. Gearing
can therefore enhance performance in rising markets but
can adversely impact performance in falling markets.

Gearing (Gross) = Total Gearing and is a measure
of the Company’s financial leverage. It is calculated
by dividing the Company’s total borrowings (unless
otherwise indicated these are valued at par) by its NAV.
The Gross Gearing calculation includes any cash and cash
equivalents or non‑equity holdings. As at 31 December
2023, the Company had Gross Gearing of 7.1%.

Gearing (Net) is a measure of the Company’s financial
leverage and after considering cash balances, it is calculated
by dividing the Company’s net borrowings (ie total borrowings
minus cash and cash equivalents) by its NAV. Unless
otherwise indicated, borrowings are valued at par. As at
31 December 2023, the Company had Net Gearing of 4.5%.

Investment manager means the investment manager
appointed by the Company to manage its portfolio. As at
31 December 2023, this was Willis Towers Watson (‘WTW’ or
‘the investment manager’).

Leverage for the purposes of the Alternative Investment
Fund Managers Directive (AIFMD), is a term used to
describe any method by which the Company increases its
exposure, whether through borrowing (gearing) or through
leverage embedded in derivative positions, or by any other
means. As required by AIFMD, the Company’s leverage is
calculated using two methods: the gross method which
gives the overall total exposure, and the commitment
method which takes into account hedging and netting
offsetting positions. As the leverage calculation includes
exposure created by the Company’s investments, it is
only described as ‘leveraged’ if its overall exposure is
greater than its NAV. This is shown as a leverage ratio of
greater than 100%. Details of the Leverage employed for
the Company is disclosed annually by WTW in its AIFMD
Disclosure which can be found on the Company’s website.

Stock picker means a manager selected and appointed
among others by the investment manager to invest in a
portion of the Company’s portfolio in a limited number
of stocks.

MSCI means MSCI Inc. which provides information
relating to the benchmark, the MSCI All Country World
Index (‘MSCI ACWI’), against which the performance target
for the equity portfolio has been set. MSCI’s disclaimer
regarding the information provided by it and referenced by
the Company can be found on the Company’s website.

z Connecting with Shareholders

z Alternative Performance Measures
z Glossary of Terms

z Information for Shareholders
z Ten Year Record

102

103

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

INFORMATION FOR SHAREHOLDERS

GLOSSARY
OF TERMS

MSCI All Country World Index (‘MSCI ACWI’) is a market
capitalisation weighted index designed to provide a broad
measure of equity-market performance throughout the
world. It is comprised of stocks from both developed
and emerging markets. This measures performance in
Sterling. The variant of the MSCI ACWI used is the Net
Dividend Reinvested (NDR) variant of the MSCI ACWI.
This variant gives the return that a shareholder could
expect to actually receive because it includes the effects
of foreign withholding tax on dividend payments.

Net Asset Value (‘NAV’) is the value of the Company’s
total assets less its liabilities (including borrowings).
The Company’s NAV per share is calculated by dividing
this amount by the number of ordinary shares in issue
(excluding ordinary shares held in Treasury) and is stated
on an ‘including income’ basis with debt at fair value. The
Company’s balance sheet NAV as at 31 December 2023
was £3.3bn which, divided by 283,964,600 ordinary shares
in issue on that date, gave a NAV per share of 1,175.1p.

NAV (Excluding Non-core Assets) Total Return is a
measure of the performance of the Company’s NAV
that excludes the impact of the Non-core Assets held
by the Company, over a specified time period. The
Company’s NAV (Excluding Non-core Assets Total Return)
for 2023, after fees and including income with debt
at fair value, was 21.6% as at 31 December 2023.

NAV Total Return is a measure of the performance
of the Company’s NAV over a specified time period. It
combines any change in the NAV and dividends paid. The
comparator used for the Company’s NAV Total Return
is the MSCI ACWI total return. The Company’s NAV Total
Return for 2023, after fees and including income with
debt at fair value, was 21.6% as at 31 December 2023.

Ongoing Charges Ratio (‘OCR’) is the total expenses
(excluding borrowing costs) incurred by the Company as a
percentage of the Company’s average NAV (with debt at fair
value). We calculate the OCR in line with the industry standard
using the average of net asset values at each NAV calculation
date. The OCR for year to 31 December 2023 was 0.62%.

Ongoing Charges represent the Company’s total ongoing
costs and are calculated in accordance with the guidelines
issued by the Association of Investment Companies (‘AIC’).

Peer Group Median is the median of the Morningstar
universe of UK retail global equity funds (open-ended
and closed ended). The number of members of
the peer group varies from time to time depending
on funds entering or leaving that sector.

Responsible or Sustainable Investment is an investment
strategy that integrates financial‑driven strategies with
non‑financial Environmental, Social and Governance (‘ESG’)
factors and stewardship for the purpose of managing
long-term risk and/or enhancing long-term returns.

Stewardship represents active ownership practices,
such as engagement and voting, aimed at achieving
positive change in a company’s ESG practices and
delivering improved risk management and long-term
investment returns outcomes, as well as a more
sustainable outcome for society and all stakeholders.

Total Assets represents non-current assets plus current
assets, before deduction of liabilities and borrowings.

Total Shareholder Return (‘TSR’) is the return to
shareholders after reinvesting the net dividend on the date
that the share price goes ex-dividend. The comparator
used for the Company’s TSR is the MSCI ACWI total
return. This measure shows the actual return received
by a shareholder from their investment. The Company’s
TSR for the 12 months to 31 December 2023 was 20.2%.

Turnover is the lesser of the value of stocks sold or
purchased in the year expressed as a percentage of the
value of the equity portfolio. Turnover can be affected by
the investment activity of the stock pickers, rebalancing
of the Company’s portfolio between the stock pickers,
the appointment of a new stock picker, additional
funds being made available for investment or the need
to realise cash for the Company. In the period ending
31 December 2023 turnover was 43.0% (2022: 56.7%).

INFORMATION FOR
SHAREHOLDERS

INCORPORATION

SHARE REGISTER QUERIES

Alliance Trust PLC is incorporated in
Scotland with the registered number 1731.

The Company’s Register of
Members is held at:

Computershare Investor Services PLC
Edinburgh House
4 North St Andrew Street
Edinburgh
EH2 1HJ

GENERAL ENQUIRIES

If you have an enquiry about the
Company, or wish to receive a
paper copy of our Annual Report,
please contact the company
secretary at our registered office:

Juniper Partners Limited
River Court
5 West Victoria Dock Road
Dundee DD1 3JT

Tel: 01382 938320

Email: investor@alliancetrust.co.uk

The Company’s website
www.alliancetrust.co.uk contains
information about the Company,
including the most recent information
on its investment performance in
its monthly factsheet, and a daily
update on the Company’s share
price and Net Asset Value.

Change of address notifications
and enquiries for shareholdings
registered in your own name should
be sent to the Company’s registrar.

You should also contact the registrar if
you would like the dividends on shares
registered in your own name to be sent
to your bank or building society account.
You may check your holdings and view
other information about Alliance Trust
shares registered in your own name at
www-uk.computershare.com/investor

REGISTRAR

The Company’s registrar is:

Computershare Investor Services PLC
PO Box 82
The Pavilions
Bridgwater Road
Bristol
BS99 7NH

AUDITOR

The Company’s auditor is:

BDO LLP
55 Baker Street
London
W1U 7EU

ANNUAL REPORT AND
ELECTRONIC COMMUNICATIONS

The Company sends paper Annual
Reports only to shareholders who
have requested this. All shareholders
receive notices of the Company’s
General Meetings and information
on how to access the Annual Report
either in paper form or electronically.
Shareholders can opt to receive all
notifications electronically by going to
www-uk.computershare.com/investor

DATA PROTECTION

Where the Company has personal
information, it will be held and
processed by the Company as a
data controller in accordance with
the requirements of the General
Data Protection Regulation and
any other applicable legislation.
This may be information received
from or about shareholders or
investors (for example, from a
stockbroker), whether by telephone
or in writing, or by any electronic
or digital means of communication
that may be processed.

Information held on the Company’s
Register of Members is, by law,
information to which the public may,
for a proper purpose, have access
and the Company cannot prevent
any person inspecting it or having
copies of it for such purpose, on
payment of the statutory fee.

If you do not want to receive
information from the Company
other than that which the Company
is obliged to issue to shareholders,
please let us know and you will be
removed from our mailing lists.

104

105

z Connecting with Shareholders
z Alternative Performance Measures

z Glossary of Terms
z Information for Shareholders

z Ten Year Record

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

INFORMATION FOR SHAREHOLDERS

INFORMATION FOR
SHAREHOLDERS

SHARE INVESTMENT

The Company invests primarily in equities
and aims to generate capital growth
and a progressively rising dividend
from its portfolio of investments.

The Company’s Investor Disclosure
Document (IDD) and other key
documents are available at
www.alliancetrust.co.uk

HOW TO INVEST

The Company conducts its affairs so
that its shares can be recommended
by independent financial advisers to
ordinary retail investors in accordance
with the Financial Conduct Authority’s
(‘FCA’) rules in relation to non-
mainstream investment products and
intends to continue to do so for the
foreseeable future. The shares are
excluded from the FCA’s restrictions
which apply to non-mainstream
investment products because they
are shares in an investment trust.

KEY DOCUMENTS

Investment trust companies (and other
providers of investment products) are
required to publish a Key Information
Document (‘KID’). This requires the
inclusion of standardised illustrations
of theoretical risk and returns.

The intention is to allow investors
to enable a comparison of different
investment products across a wide
range of financial sectors. Caution
should be used in using KIDs as the sole
basis for your investment decisions.

There are various ways to invest in the
Company. The Company’s shares can
be traded through any UK stockbroker
and most share dealing services and
platforms that offer investment trusts

DIVIDEND REINVESTMENT PLAN

Shareholders who hold their
shares directly may reinvest their
dividends in the Company’s shares
in a cost‑effective way through the
Company’s Dividend Reinvestment
Plan. Details can be found by
visiting the registrar’s investor
centre at www-uk.computershare.
com/investor. Shareholders can
register and apply to join either
online or by post. The Dividend
Reinvestment Plan is only available
to residents of the United Kingdom.

RISKS

If you are in any doubt about
the suitability of investing in the
shares of the Company, you should
seek professional advice from
an independent financial adviser.
You should be aware that:

• Investment should be made for the

long term;

• The price of a share will be affected
by the supply and demand for it and
may not fully represent the underlying
value of the assets of the Company.
The price generally stands below the
Net Asset Value of the Company (at a
discount) but it may also stand above
it (at a premium). Your capital return
will depend upon the movement of
the discount/premium over the period
you own the share, as well as the
capital performance of the Company’s
own assets;

• The assets owned by the Company
may have exposure to currencies
other than sterling. Changes in market
movements, and in rates of exchange,
may cause the value of your
investment to go up or down; and

• Past performance is not a guide to
the future. What you get back will
depend on investment performance.
You may not get back the amount
you invest.

TAXATION

If you are in any doubt about
your liability to tax arising from a
shareholding in the Company, you
should seek professional advice.

CAPITAL GAINS TAX

For investors who purchased shares
prior to 31 March 1982, the cost of those
shares for capital gains tax purposes
is deemed to be the price of the share
on that date. The market value of
each Alliance Trust PLC ordinary 25p
share on that date was £2.85 which,
when adjusted for the split on a 10
for 1 basis on 21 June 2006, gives an
equivalent value of £0.285 per share.
The market value of each Second
Alliance Trust PLC ordinary 25p share
on 31 March 1982 was £2.35. Holders
of Second Alliance Trust PLC shares
received 8.7453 ordinary 2.5p shares
for each 25p ordinary share they held
on 20 June 2006 and are treated as
though they acquired these shares at
the same time and at the same cost
as the Second Alliance Trust shares
they previously held. This gives an
equivalent value of £0.269 per share.

DIVIDEND TAX ALLOWANCE

Shareholders will normally have
a tax-free allowance across their
entire share portfolio. Above this
amount, shareholders will pay tax
on their dividend income at a rate
dependent on their income tax
bracket and personal circumstances.

The Company’s registrar provides
registered shareholders with
confirmation of the dividends paid by
the Company. Shareholders should
include this with any other dividend
income when calculating and reporting
total dividend income received to
HMRC. If you have any tax queries,
you should seek professional advice.

COMMON REPORTING
STANDARDS

You may have received requests from
the Company’s registrar for personal
information to comply with legal
obligations introduced to reduce tax
evasion. Whilst it is not compulsory
that you complete and return these
requests, the Company is required by law
to make these requests and to report
on the responses received to HMRC.

Please note that only a small number
of our shareholders fall into the
category where these requests have
to be made. If you have any queries on
the validity of any document received
from our registrar, you can contact
them directly on 0370 889 3187.

KEY DATES

Financial Year-End

31 December

Dividends

Barring unforeseen circumstances
there will be four dividends paid for the
2024 financial year. Provisional record
and payment dates are as follows:

1st Interim Dividend

Dividend will be paid on 28 June
2024 to shareholders on the
register on 31 May 2024.

2nd Interim Dividend

Dividend will be paid on 27 September
2024 to shareholders on the
register on 30 August 2024.

3rd Interim Dividend

Dividend will be paid on 27 December
2024 to shareholders on the
register on 29 November 2024.

4th Interim Dividend

Dividend will be paid on 28 March
2025 to shareholders on the
register on 28 February 2025.

z Connecting with Shareholders
z Alternative Performance Measures
z Glossary of Terms

z Information for Shareholders

z Ten Year Record

106

107

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportOther Information

TEN YEAR RECORD

INFORMATION FOR
SHAREHOLDERS

TEN YEAR RECORD

ANNUAL GENERAL MEETING

DISABILITY ACT

The 136th Annual General Meeting of the
Company will be held on 25 April 2024
commencing at 11:00 a.m. at the Apex City
Quay Hotel & Spa, 1 West Victoria Dock
Road, Dundee DD1 3JP. Subject to there
being no restrictions in place at the time,
shareholders will be welcome to attend
in person. In any event we will stream the
AGM live to shareholders and they will be
able to submit questions in advance or
during the meeting. Full details of how to
view the meeting and submit questions
will be sent to all shareholders and will be
on the Company’s website. Shareholders
are recommended to lodge proxies for
their votes before the meeting so that they
can be certain their votes will be counted.

Shareholder Events

The Company will be holding a number
of shareholder events during the course
of 2024. The timing and format of these
events will depend on circumstances
in place at the time. The Company will
provide details of these events on its
website www.alliancetrust.co.uk If you
wish to register to be sent details of any
such events, please contact the Company.

This document is available both in printed
form and on the Company’s website.
The website uses the Web Content
Accessibility Guidelines (WCAG) 2.0 to
ensure its text meets the AAA standard in
terms of size and contrast and has been
designed to be responsive to whichever
device it is viewed on, e.g. if it is viewed on
a tablet or phone, the screen and text size
will adjust so the whole page is viewable.

If you require this document in any other
format, please contact the Company.

BOGUS COMMUNICATIONS

The Company is aware of contact
having been made with shareholders,
generally by telephone, seeking
information about their shareholdings.
These unsolicited callers may state this
is in connection with a takeover bid or
some other reason and may offer to buy
your shares. The FCA recommends that
if you receive an unsolicited call from
an investment firm that you do not
know you should ask for confirmation
that it is regulated by the FCA. For
further details of how you can make
sure you are dealing with an authorised
firm please refer to the FCA website.

If you receive any similar unsolicited calls,
please treat with extreme caution. The
safest thing to do is hang up. If you have
any concerns about the genuineness
of any such communication, you may
call the Company on 01382 938320.

The Company does try to contact
shareholders who have moved house and
not updated their details on the share
register or where dividends have not
been claimed. Contact will generally be
by letter or email rather than telephone,
but if you are in any way unsure of the
genuineness of the contact, please
call the Company on 01382 938320.

The Company is prohibited from advising
shareholders on whether to buy or to sell
shares in the Company but recommend
that if you wish to sell your shares
you deal only with a financial services
firm that is authorised by the FCA.

BOGUS WEBSITES

The Company is also aware of
fraudsters copying its website. These
cloned websites can be very convincing,
with links and contact information
copied from our actual website.

To make sure the website is genuine,
you should check the address
(URL) that appears in the address
bar at the top of the webpage.

If you’re on our website, it should always
begin with https://www.alliancetrust.co.uk

z Connecting with Shareholders
z Alternative Performance Measures
z Glossary of Terms

z Information for Shareholders
z Ten Year Record

A 10-year record of the Company’s Financial Performance is provided below.

Assets £m as at

Total assets
Loans
Net assets
Net asset value (p)
NAV per share
NAV total return on
100p – 10 years*
Share price (p)
Closing price per share
Share price High
Share price Low
Total shareholder
return on 100p
– 10 years*
Gross gearing/
Net cash (%)
Gross gearing
Cash and cash
equivalents
Net gearing
Net cash

31 Dec
2014

31 Dec
2015

31 Dec
2016

31 Dec
2017

31 Dec
2018

31 Dec
2019

31 Dec
2020

31 Dec
2021

31 Dec
2022

31 Dec
2023

3,415
(380)
3,019

3,351
(390)
2,948

3,541
(220)
3,284

2,979
(233)
2,700

2,678
(227)
2,411

3,162
(225)
2,879

3,408
(305)
3,003

3,754
(341)
3,359

3,111
(223)
2,895

3,577
(230)
3,337

544.8l

559.0l

667.5l

777.7l

723.6l

875.9l

933.9l

1,090.0l

989.5l

1,175.1

210.7

178.6

198.3

217.8

265.8

270.1

254.1

326.0

270.4

277.5

478.9
481.1
426.0

517.0
528.5
440.1

638.0
641.5
447.3

746.5
747.5
638.0

688.0
785.0
672.0

840.0
853.0
688.0

901.0
912.0
544.0

1,032.0
1,078.0
868.0

948.0
1,038.0
887.0

1,112.0
1,112.0
944.0

226.0

197.0

225.5

266.4

306.7

321.4

302.3

373.6

313.1

206.7

44
11
–

25
12
–

51
5
–

106
5
–

81
7
–

97
4
–

113
6
–

89
7
–

89
5
–

85
5
–

Revenue

Profit after tax
Earnings per share
Dividends per share
Special dividend

31 Dec
2014

£68.8m
12.38p
9.83p
2.546p

31 Dec
2015

£60.2m
12.43p†
10.97p
1.46p∆

31 Dec
2016

31 Dec
2017

£65.9m
12.77p
12.77p
–

£48.5m
12.86p
13.16p
–

31 Dec
2018

£41.4m
12.18p
13.55p
–

31 Dec
2019

£47.2m
14.30p
13.96p
–

31 Dec
2020

£36.4m
11.16p
14.38p
–

31 Dec
2021

£48.7m
15.48p
19.05p
–

31 Dec
2022

31 Dec
2023

£78.2m
26.14p
24.0p
–

£53.3m
18.55p
25.2p
–

Performance %††
as at

31 Dec
2014

31 Dec
2015

31 Dec
2016

31 Dec
2017

31 Dec
2018

31 Dec
2019

31 Dec
2020

31 Dec
2021

31 Dec
2022

31 Dec
2023

NAV per share
Closing price per share
Earnings per share
Dividends per share
(excluding special)

130
131
143

130

133
141
143

145

158
174
147

169

185
204
148

174

228
257
117

169

232
268
155

171

213
248
115

171

271
301
153

212

222
253
269

259

228
247
171

264

Cost of running
the Company

Total expenses
Ongoing charges
ratio (excluding
capital incentives**)

31 Dec
2013

31 Dec
2014

31 Dec
2015

31 Dec
2016

31 Dec
2017

31 Dec
2018

31 Dec
2019

31 Dec
2020

31 Dec
2022

31 Dec
2023

£20.8m

£24.0m

£16.8m

£17.4m

£ 17.4m

£17.6m

£18.0m

£20.0m

£19.3m

£19.2m

0.60%

0.59%

0.43%

0.54%

0.65%

0.62%

0.64%

0.60%

0.61%

0.62%

•With debt at fair value. *Source: Morningstar UK Ltd. †Includes capital dividend paid December 2015. ∆Capital dividend paid December 2015. ††Performance has been rebased in
each case to the year-end occurring 10 years prior to the relevant year, e.g. 31 December 2023 has been rebased to 31 December 2013. **The AIC’s recommended methodology for
the calculation of an Ongoing Charges figure states that for self‑managed companies costs relating to compensation schemes which are linked directly to investment performance
should be excluded from the calculation of the principal Ongoing Charges figure. Prior to 2019 the OCR was calculated on the average of the opening and closing NAV for the year.

108

109

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic ReportCONTACT

The Company Secretary
Alliance Trust PLC
River Court
5 West Victoria Dock Road
Dundee
DD1 3JT

Tel +44 (0)1382 938320
Email investor@alliancetrust.co.uk
www.alliancetrust.co.uk

Scan the QR code using your
smart phone’s camera to
access shareholder information
on the Company’s website.

Other InformationFinancial StatementsIndependent Auditor’s ReportDirectors’ ReportStrategic Report