REG-Temple Bar Investment Trust Plc: Annual Financial Report for the year ended 31 December 2025
20/03/2026 07:02
Temple Bar Investment Trust Plc
(the “Trust” or “Company”)
Annual Financial Report for the year ended 31 December 2025
London, 20 March 2026 – Temple Bar Investment Trust Plc
(LSE:TMPL), the UK-listed investment company that focuses on intrinsic value
and long-term growth by investing primarily in UK-listed securities, has today
announced annual results for the year ended 31 December 2025.
Highlights:
* Net Asset Value (“NAV”) total return with debt at fair value
of +33.9% (2024: +19.9%) 1 (#_ftn1)
, once again exceeding the Benchmark, the FTSE All-Share Index, which
delivered +24.0% (2024: +9.5%) 2 (#_ftn2)
* Share price total return of +45.3%, (2024: +19.1%) 1
* Dividend of 15 pence per ordinary share – an increase of 33.3%
(2024: 11.25 pence), representing a yield of 4%
* Premium of 1.4% of share price to NAV per share with debt at fair
value (2024: discount of 6.6%) – enabling the Company to reissue shares from
Treasury and raise over £50m at the time of writing since issuance began in
October 2025
* The Company’s market capitalisation is £1.1bn at the time of
writing, up from £776m at the start of 2025
Charles Cade, Chairman of Temple Bar Investment Trust comments:
“2025 was another strong year for the Company’s performance, both in
absolute terms and relative to the FTSE All-Share Index, the Company’s
benchmark. The Net Asset Value total return with debt at fair value was +33.9%
and the share price total return was +45.3%, compared with a total return of
+24.0% for the Benchmark.
“Returns were primarily driven by stock selection rather than broader market
movements, reflecting the Portfolio Manager’s focus on company fundamentals,
valuation discipline and active engagement with investee companies.
“The Board continues to monitor the Company’s net revenue position closely
and, based on the latest forecasts, expects to maintain a progressive dividend
policy with future annual dividends increasing over time. It is the Board’s
current intention to increase the quarterly dividends to 3.90p per share in
2026 (2025: 3.75p per share), an increase of 4.0% on 2025, representing an
annualised dividend yield of 4.3%, based on the share price at the time of
writing.
“The combination of strong performance, a rising dividend and increased
marketing has led to significant demand for the Company’s shares,
particularly from retail investment platforms such as interactive investor and
Hargreaves Lansdown. This has helped move the Company’s share price to a
premium to Net Asset Value per share. I am pleased to report that as a result,
the Company was able to re-issue 5,045,000 shares out of treasury during the
year at an average premium of 3.0%, raising £18.6m. Since 31 December 2025 to
18 March 2026, further shares have been re-issued from treasury and as a
result, the Company’s market capitalisation is £1.1bn at the time of
writing, up from £776m at the start of 2025.
“In our last annual report, we highlighted that the Board monitors the
Company’s investable universe to ensure that the Portfolio Manager has a
large enough opportunity set to build a diversified portfolio of attractively
valued investments. At present, the Portfolio Manager continues to believe
that the opportunity set is large enough under the Company’s current
investment restrictions. However, should the universe of UK listed companies
continue to reduce materially, the Board may in the future propose a
broadening of the investment policy to increase the ability of our Portfolio
Manager to access overseas opportunities beyond the current 30% limit.
“It would be easy for investors to take fright given the uncertain
macro-economic and geopolitical outlook. It is worth recognising, though, that
the Company’s performance is not closely correlated to the health of the UK
economy. Indeed, the Portfolio Manager estimates that only approximately 35%
of the underlying revenue of the portfolio companies comes from the UK. On a
global level, the outlook is equally uncertain. However, the Company’s
Portfolio Manager has historically been adept at taking advantage of periods
of market dislocation. As a result, the Board believes that Temple Bar is
well-placed to continue delivering attractive long-term returns for
shareholders through a combination of capital growth and income.
“This is my first Chair’s Statement for Temple Bar, having been appointed
as Chair on 2 December 2025 when Richard Wyatt retired from the Board. I would
like to thank Richard for his significant contribution, and I take on the role
of Chair with the Company in a far stronger position than it has been for many
years. Together with Arthur Copple, the previous Chair, Richard was
instrumental in the decision to appoint Redwheel as Portfolio Manager in 2020,
at a time when value investing was firmly out of favour. Since Redwheel took
over the management of the Company’s portfolio at the end of October 2020,
the Net Asset Value total return to the end of 2025 has been +199.8% compared
with +103.7% for the Benchmark, representing outperformance of 8.9% per
annum.”
Ian Lance and Nick Purves, co-managers of Temple Bar Investment Trust comment:
“The Company’s portfolio performed well in 2025. Six stocks, NatWest
Group, Barclays, Standard Chartered, Aviva, NN Group, and Johnson Matthey,
rose by more than 50% in the year, and each thereby added at least 2% to the
Company’s absolute return. Another eight stocks, including ABN Amro,
GlaxoSmithKline, Aberdeen, Macys and BET, each added at least 1% to the
Company’s absolute return. Only one stock, WPP, detracted more than 1% from
the Company’s return in the year, more than halving in the period.
“Although valuations have risen from the quite extreme levels seen post the
COVID pandemic, they are still low in an absolute and historical sense. In
aggregate, the Company’s portfolio is now valued at around eleven times
earnings, higher than it was, but still a discount to the wider UK market, and
around half the valuation accorded to the wider global equity indices.
Accordingly, we believe the Company is still priced to deliver meaningful
excess return, and shareholders can look forward to the future with
optimism.”
For further information, please contact
Gay Collins/Catherine Winterton, Montfort Communications
07798 626282 /
templebar@montfort.london
Neil Winward, Frostrow Capital LLP 020 3008
4910/ neil.winward@frostrow.com
Objective
The investment objective of Temple Bar Investment Trust Plc* is to provide
growth in income and capital to achieve a long-term total
return greater than the benchmark FTSE All-Share Index, through investment
primarily in UK-listed securities. The Company’s policy is to invest in a
broad spread of securities with the majority of the portfolio typically
selected from the constituents of the FTSE 350 Index.
Purpose
The purpose of the Company is to deliver long-term returns for shareholders
from a diversified portfolio of investments.
Think value investing, think Temple Bar.
* “Temple Bar”, the “Trust” or the “Company”
Summary of Results
2025 2024 % change
NAV total return with debt at fair value 1,2,3 33.9% 19.9%
Share price total return 1,3 45.3% 19.1%
FTSE All-Share Index (the “Benchmark”) 4 24.0% 9.5%
Change in Retail Price Index over year 5 4.2% 3.5%
NAV per share with debt at book value 369.1p 286.2p 29.0%
NAV per share with debt at fair value 1,2 373.4p 291.1p 28.3%
Share price 378.5p 272.0p 39.2%
Premium/(discount) of share price to NAV per share with debt at fair value 1 1.4% (6.6)%
Dividends per share 15.00p 11.25p 33.3%
Dividend Yield 1 4.0% 4.1%
Net gearing with debt at book value 1 5.8% 8.4%
Ongoing charges 1 0.59% 0.61%
1 Alternative Performance Measure – See glossary of
terms for definition and more information.
2 Debt fair value is calculated based on unobservable
input, see note 20.
3 Source: Frostrow.
4 Source: Redwheel.
5 Source: ons.gov.uk.
Chair’s Statement
Performance
I am pleased to report that 2025 was another strong year for the Company’s
performance, both in absolute terms and relative to the FTSE All-Share Index,
the Company’s benchmark. The Net Asset Value total return with debt at fair
value was +33.9% and the share price total return was +45.3%, compared with a
total return of +24.0% for the Benchmark.
Since Redwheel took over the management of the Company’s portfolio at the
end of October 2020, the Net Asset Value total return to the end of 2025 has
been +199.8% compared with +103.7% for the Benchmark, representing
outperformance of 8.9% per annum.
Investment Portfolio
The Portfolio Manager’s report provides a review of performance drivers
during the year. Returns were primarily driven by stock selection rather than
broader market movements, reflecting the Portfolio Manager’s focus on
company fundamentals, valuation discipline and active engagement with investee
companies.
After such strong performance in recent years, an obvious question for
shareholders to ask is whether the Portfolio Manager can continue to find
attractive value opportunities. They acknowledge that valuations have risen,
but this was from a very low starting point post-COVID, and they believe that
UK listed companies continue to trade at significant discounts to their
international peers. During 2025, they took profits in several stocks that
performed strongly, notably the Banks and Insurance companies, recycling
capital into new holdings such as Johnson Matthey and Smith & Nephew. The
ability to invest up to 30% in companies listed outside the UK
also gives the Portfolio Manager the opportunity to find attractive investment
ideas from a wider universe.
Further details of the Portfolio Manager’s investment approach, portfolio
construction and significant contributors to and detractors from return in the
year can be found in the Portfolio Manager’s Report. At the year end, the
Company’s net gearing was 5.8% (2024: 8.4%).
Dividend and Dividend Policy
Total dividends for the year amounted to 15.00p per share (2024: 11.25p per
share), an increase of 33.3% and representing a yield of 4.0% at the year end.
The Board continues to monitor the Company’s net revenue position closely
and, based on the latest forecasts, expects to maintain a progressive dividend
policy with future annual dividends increasing over time. However, the pace of
this growth is unlikely to match the significant increases seen in the past
few years which have been partly due to a strong recovery in underlying
dividends post-COVID, but also reflect a change in the Company’s
distribution policy.
Last year, the Board recognised that many listed companies have been altering
the nature of their distributions to shareholders, with substantial growth in
the level of share buybacks either alongside or instead of dividends.
According to Computershare’s UK Dividend Monitor, share buybacks represented
42.1% of the total distributions by UK listed companies in 2025. Unlike
dividends, share buybacks by portfolio companies are not recognised as revenue
in your Company’s accounts. Reflecting this, shareholder authority was
obtained at the last AGM to amend the Company’s dividend policy to enhance
the dividend it pays from its net revenue by using our capital reserves.
It is the Board’s current intention to increase the quarterly dividends to
3.90p per share in 2026, (2025: 3.75p per share) making a total of 15.60p per
share for the year (2025: 15.0p per share), an increase of 4.0%, representing
an annualised dividend yield of 4.3%, based on the share price at the time of
writing. In line with the dividend policy described above, the total annual
dividend will include 3.0p per share per annum (0.75p per share per quarter)
paid from capital reserves, equivalent to c.0.8% of net assets.
Discount/Premium Management
The Board remains committed to an active policy to manage the Company’s
share price relative to its Net Asset Value. In the first two months of 2025,
the Company repurchased 791,246 shares to be held in treasury at an average
discount of 6.4%, for a total consideration of £2.2m. However, the
combination of strong performance, a rising dividend and increased marketing
has led to significant demand for the Company’s shares, particularly from
retail investment platforms such as interactive investor and Hargreaves
Lansdown. This has helped move the Company’s share price to a premium to Net
Asset Value per share. I am pleased to report that as a result, the Company
was able to re-issue 5,045,000 shares out of treasury during the year at an
average premium of 3.0%, raising £18.6m.
On 31 December 2025, there were 289,649,378 shares in issue (excluding the
44,714,447 shares held in treasury). Since this date to 18 March 2026, a
further 8,070,000 shares have been re-issued from treasury at an average
premium of 2.9%, raising a further £31.5m. As a result, the Company’s
market capitalisation is £1.1bn at the time of writing, up from £776m at the
start of 2025.
The Board’s strategy has been to issue shares at a small premium to Net
Asset Value in order to provide liquidity for buyers. Growing the fund’s
assets also helps to reduce expenses, by spreading the Company’s fixed costs
across a wider base.
The Board is not complacent about the Company’s premium rating at a time
when the majority of Investment Companies are trading at discounts. We have
demonstrated our commitment to discount control in recent years, repurchasing
shares with a value of £114.3m between 1 January 2021 and 31 December 2025,
representing 14.99% of the Company’s share capital. Should the Company trade
on a discount in future, we would seek to resume our active buyback policy.
Investment Universe
In our last Annual report, we highlighted that the Board monitors the
Company’s investable universe to ensure that the Portfolio Manager has a
large enough opportunity set to build a diversified portfolio of attractively
valued investments. In recent years, the number of
takeovers and delistings has significantly exceeded the number of IPOs.
According to Redwheel, the universe of UK listed companies greater than £1bn
is now 236, 22 of which we already hold, compared with 20 out of 226 two years
ago. Another consequence of de-equitisation in the UK market is a rise in
concentration of dividend payments, and the top 20 dividend payers in the FTSE
All-Share Index now account for around 63% of the index yield.
At present, the Portfolio Manager continues to believe that the opportunity
set is large enough under the Company’s current investment restrictions.
However, should the universe of UK listed companies continue to reduce
materially, the Board may in the future propose a broadening of the investment
policy to increase the ability of our Portfolio Manager to access overseas
opportunities beyond the current 30% limit. Any such proposal would require
shareholder approval.
Environmental, Social & Governance (“ESG”) Issues
ESG matters continue to be an important priority for the Board, and our
objective remains to have full disclosure on the topic. The Board continues to
request that our Portfolio Manager monitor, evaluate and actively engage with
investee companies with the aim of preserving or adding value to the
portfolio. Our Portfolio Manager reports back to the Board regularly on ESG
related matters. Further details can be found in the Portfolio Manager’s
Report.
Board Changes
This is my first Chair’s Statement for Temple Bar, having been appointed as
Chair on 2 December 2025 when Richard Wyatt retired from the Board. Richard
joined the Board in November 2017, and took over as Chair in May 2023. I would
like to thank Richard for his significant contribution, and I take on the role
of Chair with the Company in a far stronger position than it has been for many
years. Together with Arthur Copple, the previous Chair, Richard was
instrumental in the decision to appoint Redwheel as Portfolio Manager in 2020,
at a time when value investing was firmly out of favour.
As part of the Board’s refreshment policy, two new directors, Nick Bannerman
and Wendy Colquhoun, were appointed in the summer, and they have both quickly
settled into their roles. There have also been some changes in Board
responsibilities. Dr Shefaly Yogendra succeeded me as the Senior Independent
Director and Wendy Colquhoun succeeded Shefaly as the Chair of the Management
Engagement Committee.
Annual General Meeting (“AGM”)
The AGM this year will again be held at Barber-Surgeons’ Hall, Monkwell
Square, Wood St, Barbican, London EC2Y 5BL, on Tuesday, 5 May 2026 at 11.30am.
Shareholders and guests are welcome to attend in person where you will be able
to hear a presentation from the portfolio management team Nick Purves and Ian
Lance and also to meet the Board of Directors. This year’s AGM is notable as
it marks the Company’s centenary. Temple Bar Investment Trust Plc was
founded as Cable, Telephone and General Trust Limited in June 1926.
For those investors who are not able to attend the meeting in person, a video
recording of the Portfolio Manager’s presentation will be uploaded to the
website after the meeting. Shareholders can submit questions in advance by
writing to the Company Secretary at TMPL@frostrow.com
.
Shareholders are invited to register their vote in advance by 11.30am on
Thursday, 30 April 2026 at the latest. The votes on the resolutions to be
proposed at the AGM will be conducted on a poll. The results of the poll will
be published following the conclusion of the AGM by way of a stock exchange
announcement and on the Company’s website:
www.templebarinvestments.co.uk .
The Board strongly encourages shareholders to register their votes online in
advance (information on how to vote can be found on page 52 of the Annual
Report). Registering your vote in advance will not restrict shareholders from
attending and voting at the meeting in person should they wish to do so. The
Board recommends that shareholders vote in favour of all the resolutions set
out in the Notice of AGM, as the Directors intend to do ourselves.
Outlook
It would be easy for investors to take fright given the uncertain
macro-economic and geopolitical outlook. In the UK, economic growth remains
anaemic, with a rising tax burden on businesses and renewed inflationary fears
following the recent surge in energy prices. It is worth recognising, though,
that the Company’s performance is not closely correlated to the health of
the UK economy. Indeed, the Portfolio Manager estimates that only
approximately 35% of the underlying revenue of portfolio companies comes from
the UK. In part, this reflects the global nature of many UK listed companies,
particularly in the Oil and Mining sectors, but it is also a result of the
Company’s exposure of up to 30% in businesses listed overseas.
On a global level, the outlook is equally uncertain, with rising
protectionism, concern over the impact of AI on corporate profits, as well as
an escalation of hostilities in the Middle East. However, the Company’s
Portfolio Manager has historically been very adept at taking advantage of
periods of market dislocation. Rather than trying to predict the near term
impact of macro-economic events, they focus on what a company’s profits are
likely to be over the next five or more years. They believe that a temporary
reduction in profits over a year or two does very little to alter the long-run
intrinsic value of that business. Periods of volatility in markets can provide
opportunities for their disciplined value-driven approach. As a result, the
Board believes that Temple Bar is well-placed to continue delivering
attractive long-term returns for shareholders through a combination of capital
growth and income.
Charles Cade
Chair
19 March 2026
Investment Approach
A classic approach to value investing
The portfolio management team of Nick Purves and Ian Lance are long-term
intrinsic value investors who believe that short-term sentiment amongst many
market participants causes them to overreact to news, which has little or no
impact on the long-run value of a business. This overreaction causes share
prices to diverge from the intrinsic value of the underlying business and
provides an opportunity for long-term investors to purchase shares at less
than their true value. In the long term the share price tends to move closer
to the intrinsic value of the business and this creates excess returns for
investors who purchased shares at low valuations. The team form a view of a
company’s long-run profit potential and make balance sheet adjustments to
assess intrinsic value. They use their experience and knowledge of companies
and sectors to identify those companies that are more likely to recover and
improve in the future.
Identifying quality and avoiding value traps
Some value strategies simply apply mechanistic measures to identify
undervalued stocks but this can lead to investing in businesses that are in
structural decline; they may be cheap but their potential to recover is
limited. Instead, the portfolio management team’s ‘intrinsic value’
approach aims to identify undervalued, yet good, quality companies with strong
cash flows and robust balance sheets. The portfolio management team put a
strong emphasis on financial strength because it gives them the confidence
that a company can survive through a prolonged period of lower profitability
caused by company-specific issues, or an unexpected downturn in the economy.
As Temple Bar’s Portfolio Manager, Redwheel aims to avoid lower-quality
stocks or so called ‘value traps’ by monitoring companies against three
different types of risk:
Valuation – Extrapolating favourable trends and paying
more than the intrinsic value of the
business (e.g. avoiding a situation where something is positively impacting a
company’s share price in the short term but that isn’t sustainable longer
term);
Earnings – the risk that the earnings of the Company
decline for cyclical or secular reasons
(e.g. the industry or sector that the business operates in is itself in
cyclical or long-term decline); and
ESG – unethical or neglectful behaviour by a company in
one of these areas can harm those who
invest as well as the environment or society in which a company is located. We
believe that applying ESG best practices, such as consideration of
environmental and product safety, workplace diversity and strong corporate
governance can contribute to long-term investment returns while mitigating
risks.
In the diagram overleaf Redwheel has set out some of the key factors it
considers when seeking to uncover the most compelling value opportunities.
10 Pillars of value investing
Ian Lance and Nick Purves believe value investing is making a comeback. With
more than six decades of combined experience in UK equities, here’s how they
do it.
Consider probabilities and payoffs
No matter the research, there are always surprises, positive and negative.
Think best and worst case scenarios. If we think a share price could go to
zero in one scenario, but has 400% upside in another, there is probably a case
for investing.
Enhance, don’t drift
Discipline is key to value investing –stick to your philosophy, you’re
here for the long run. Always look to improve and adapt as things change.
Simple but not easy
Buying shares for less than their worth then selling when the value has been
realised is easy to understand. But most don’t invest this way due to a lack
of ‘sticking with it’. Value investing is tricky – we are hard-wired to
conform – but can be rewarding.
Cycles, cycles, cycles
Profits and share prices are impacted by cycles such as credit, commodity and
business. An investor’s overreaction can throw up opportunities. An
advantage lies in knowing which cycles impact an investment and where we are
in that cycle.
Be contrarian but not mindless contrarian
Investors love to buy what everyone else hates. But having respect for what
the market is saying is key. Eagerly buying shares being sold in companies
with too much debt, or declining profits, can prove costly and mindlessly
contrarian.
Don’t buy rubbish
Recently the market has become fixated with quality and growth. Quality and
growth are intrinsic to a business’s value. We’ve had success when high
quality businesses have been questioned by the market, resulting in low value
entry.
Bargains are rare, make the most of them
It’s unlikely that you’re going to buy a business trading at half its
intrinsic value. However, a company or an industry will suffer a drawdown at
some stage, which may present an opportunity to buy at a good value.
Adopt an absolute return mindset
Value investing is a risk averse strategy born out of a reaction to the Great
Depression. By buying a dollar of value for 50 cents, you
build in a ‘margin of safety’ in case the economy and/or the stock market
suffer. Value investors see risk as the risk of permanent capital impairment,
so invest with this at top of your mind.
Be patient, be long term
A struggling, out-of-favour business is unlikely to turn around the day after
you invest. It’s more likely that things continue to get worse, so we try to
be patient, allowing for profitability to improve and for the market to
recognise it. Our typical holding period is at least five years.
There is no single correct method
Value investing relies on estimating the intrinsic worth of a business. Our
experience tells us to be flexible, by adjusting earnings for cyclicality, and
to recognise the positive (hidden value), and the negative (e.g. pension fund
deficit), on a balance sheet.
The Portfolio Manager’s Report
How would you describe your investment philosophy?
We are value investors. This means that we invest the Company’s assets in
companies whose stock market value is at a significant discount to our
assessment of the fair or intrinsic value of the business. Investing in
under-valued companies provides two benefits. First, it provides investors
with a margin of safety if events don’t unfold in a way that investors would
have hoped and second, they can expect to receive an excess investment return
as and when this under valuation is corrected by the stock market.
What supports your value-focused approach in today’s market environment?
We are so called ‘value’ investors because numerous academic studies
1 have shown that systematically investing in lowly valued
companies has seen investors enjoy an excess long-term investment return above
the wider stock market, even though it is often these companies that are seen
to operate in the most challenged industries. We believe the reason for this
outperformance comes down to psychological factors where investors
systematically overpay for those companies whose prospects are seen to be the
most attractive, whilst being too quick to overlook or dismiss companies where
the outlook is more difficult. By investing the Company’s assets in lowly
valued companies, we aim to take advantage of these behavioural
inconsistencies to the benefit of shareholders.
1 One study from Professors Dimson, Marsh
and Staunton used dividend yield as a measure of valuation and demonstrated
that the highest yielding part of the US stock market between 1927 and 2022
generated a total return of 11.2% per annum versus 9.4% per annum for the
lowest yielding part, meaning that $1 at the start of the period became
$25,277 in the former but only $5,513 in the latter. The data for the UK
market starts from 1900 with £1 invested producing £199,040 in high yielding
stocks versus £9,717 for low yielding stocks.
Source: © Elroy Dimson, Paul Marsh and Mike Staunton; US data is from
Professor Kenneth French, Tuck School of Business, Dartmouth (website). UK
data is from Elroy Dimson, Paul Marsh, and Mike Staunton,
London Share Price Database. Past performance is not a guide to future
returns. The information shown above is for illustrative purposes.
How does this investment philosophy translate into portfolio decisions?
A company’s shares will normally trade at a discount to its intrinsic value
for one of two main reasons: either because of neglect or controversy. Where
the cause is neglect, the stock market is not concerned that there is a
particular problem with the business; it is just that the company is seen to
offer relatively dull prospects in a world where many investors crave
excitement. Where there is a controversy surrounding the company, investors
are worried that either a downturn in the economy or some secular change in
the company’s industry will negatively impact profitability. This
uncertainty is unsettling for many investors and can cause them to sell the
shares. In a desire to avoid what are sometimes seen as troubled businesses,
investors often forget that the purchase of a share exposes them to a very
long-term stream of corporate cash flows, the true value of which only changes
by a relatively small amount even in the event of a severe recession. The
result is that share prices will often overreact to short term news flow.
Temple Bar seeks to take advantage of this excess volatility by investing in
companies whose shares are significantly undervalued based on a conservative
view of a business’s long-term profit potential.
We seek, therefore, to identify fundamentally sound but lowly valued companies
whose shares are priced to offer higher investment returns in the future. A
fundamentally sound business is one that can grow its profits over time
(although not necessarily in each year), has strong finances and a capable and
sensible management team who allocate capital in the best interests of their
shareholders.
How do you build a portfolio in an uncertain world?
We think that one must recognise from the outset that the economic and stock
market outlook is always uncertain, and the future is unknowable. In our view,
it is therefore wrong to build a portfolio around a certain view of the
economy. After all, who could have predicted the stock market drawdowns caused
by the COVID pandemic, or Russia’s invasion of Ukraine, or last year’s
Liberation Day tariffs? Or indeed, in each case, the subsequent stock market
recovery? In 2025, the newspapers were full of negative headlines about the UK
economy and yet the FTSE All Share Index delivered a total return of 24%*.
That is not to say that the concerns are not well founded, it is just that
there is no predicting when and to what degree they will influence the market.
Our approach therefore is to accept that we can’t predict the future and
understand that share price volatility, whilst uncomfortable at times, is part
and parcel of equity investing. It can after all be thought of as the price
that one pays to access the excess investment return that equities have
offered over time. We would even go one step further and encourage investors
to see volatility as their friend to the extent that it offers an opportunity
to invest in good businesses at bargain prices.
Whilst investors should be accepting of share price volatility, they should
work hard to minimise the risk of permanent impairment of value. The permanent
impairment of the value of an equity can arise in one of three ways. In the
first instance it can be where an investor buys into a good company with
attractive prospects but at too high a valuation which then corrects downwards
even though the company’s profits grow at a satisfactory rate. Here,
investors have made the mistake of confusing a good company with a good
investment and have simply overpaid for the stock. We see this as a risk in
the technology sector today, where excitement over the prospects for AI, has
potentially led to the over-valuation of some of the world’s largest
companies. In the second instance, the company’s finances are not strong
enough to enable it to weather an economic downturn without having to raise
additional capital from shareholders. This additional capital almost always
comes at a high price and is very dilutive to the interests of the existing
shareholders. In the last instance, the company profits are in long term
decline because of adverse secular change in the company’s industry.
We try to minimise the risk of impairment by investing in lowly valued,
financially strong businesses with profits than can grow over the medium term.
If you can successfully put together a diversified group of shares with these
characteristics then you are setting yourself up to enjoy attractive
investment returns over the medium to long term.
* Source: Bloomberg.
Has your investment approach it changed over the past year?
No, we have applied the same valuation driven approach relatively successfully
over many years. Whilst stock market cycles come and go, as long as human
beings continue to demonstrate the behavioural inconsistencies outlined above,
then a valuation driven approach should be able to deliver excess return. Of
course, lowly valued companies don’t deliver excess returns every year; no
investment approach does that. As an investment style it can go through more
difficult periods and at these times, it is important that we maintain a
strong discipline and don’t allow our style to ‘drift’. It is by
maintaining this valuation focus, in good years and bad, that we have been
able to deliver significant excess returns for our investors over time. For
their part, it is important that the Company’s shareholders set their
expectations correctly and focus on the longer term.
Temple Bar led its sector during the period; what drove that strong
performance?
The Company’s portfolio performed well in 2025. Six stocks, the three UK
listed banks, NatWest Group, Barclays and Standard Chartered, insurers Aviva
and NN Group, and Johnson Matthey, rose by more than 50% in the year, and each
thereby added at least 2% to the Company’s absolute return*. Another eight
stocks, including ABN Amro, GlaxoSmithKline, Aberdeen, Macys and BT, each
added at least 1% to the Company’s absolute return*.
The three UK listed banks were helped by a reasonable economy, strong net
interest margins, benign credit trends and high levels of investment banking
activity, all of which combined to result in upgraded profit forecasts for
2025 and 2026.
Johnson Matthey was purchased at the start of 2025 and was the Company’s
largest holding at the year-end. Despite its market leading positions and
technological know-how, we believe that the company is making a sub optimal
level of profit. By increasing its margins to an industry standard, the
company should be capable of delivering significant growth in earnings,
something that was not adequately reflected in the share price. At the time of
its results in May, the company announced the sale of one of its divisions and
an intention to return most of the proceeds to shareholders. This division
accounts for just one quarter of the company’s profits and yet the sales
proceeds accounted for around two thirds of its market value at the time of
the announcement. It is perhaps unsurprising therefore that the shares
performed well through the remainder of the year.
Like the Banks, the UK insurer Aviva and the Dutch insurer NN Group, have
continued to benefit from higher interest rates, muted insurance losses,
benign credit trends, and low starting valuations. Aviva acquired Direct Line
for a reasonable price in the Summer and this will lead to cost and capital
efficiency and improved profit growth.
Which holdings performed poorly in 2025 and how do you deal with mistakes?
Only one stock, WPP, detracted more than 1% from the Company’s return* in
the year, more than halving in the period. The share price fall was driven by
a marked deterioration in the company’s operating performance resulting in a
significant decline in the company’s profits in 2025.
In these situations, we must judge each case on its own merits and try and
disentangle the cyclical and company specific elements from the secular change
occurring in the business, as the cyclical and company specific factors can
usually be resolved, whereas significant adverse secular change can result in
a long-term impairment of value.
In this case, the company has said that macroeconomic conditions have weighed
on client spending and there has been less new business than expected. Whilst
it is not uncommon for a struggling company to place the blame on a cyclical
downturn for downgrades to profit expectations, there is no doubt that poor
management and secular changes brought about by the increasing use of AI are
at least partly to blame. Whilst these adverse secular forces are undoubtedly
a factor, what is less clear is whether these forces are manageable. Given the
changing backdrop, the advertising agencies are unlikely to deliver the rates
of growth that they have done in the past, but that does not mean that the
companies cannot continue to generate a steady stream of profits.
Ultimately, despite our best efforts, in any situation such as this we cannot
be sure that profits will stabilise (and that the asset is therefore not
impaired), but what gives us confidence in this case is the fact that profits
at the other three big global agencies are either stable or growing. Without
wishing to downplay the challenges that the industry faces, we therefore
believe that at WPP, a significant portion of the company’s problems are
self-made and therefore can ultimately be resolved.
We find that in these situations, a meeting with management is often helpful.
Here, we met with the company’s new Chief Executive, Cindy Rose, in November
and this confirmed our view that, notwithstanding the changes that the
industry is seeing, the company is operating below its longer-term potential
and that, as the world’s largest marketing agency, it can grow its profits.
Accordingly, given the extreme pessimism priced into the shares, we have since
added to the Company’s holding in the stock.
* Source: Redwheel.
How are you using the flexibility to invest outside the UK and how does that
shape portfolio resilience?
The ability to invest a portion of the Company’s portfolio outside of UK
listed companies is valuable and serves two purposes. First it enables us as
portfolio managers to access sectors of the stock market which we believe to
be undervalued, but which are not well represented in the UK share index.
Second, it enables us to improve the stock specific or geographic
diversification in a sector that we think looks undervalued. In Financials,
the Company has shareholdings in two Korean banks, as well as the three UK
listed banks, NatWest, Barclays and Standard Chartered, thereby reducing the
Company’s exposure to an upset in the UK economy. Outside the UK, in 2025,
the Company invested in the Korean lenders, Hana Financial and Woori, the US
department store operator Macys and food retailer Carrefour, all on low,
single digit multiples of annual profit*.
* Source: Redwheel.
How is the portfolio positioned today and what is the outlook for future
returns?
The Company’s portfolio continues to be invested in what we believe to be
fundamentally sound businesses that should be capable, by virtue of their
market positions and the industries in which they operate of growing their
profits over time, but which continue to be modestly valued in the stock
market. Stock market history has shown that ultimately, starting valuation is
the best determinant of long-term investment return such that when valuations
rise, the stock market is pricing in a greater portion of the company’s
future profit growth and investors should therefore expect to receive a lower
investment return. Given the strong share price performance of many of the
holdings in the Company, it begs the obvious question as to what the
Company’s shareholders can reasonably expect in terms of long-term
investment return from the starting point of today.
In trying to answer this question, we would be the first to say that, although
the profits of the Company’s holdings have grown markedly, in many cases
they haven’t kept up with the rise in the company’s share prices.
Accordingly, the Company’s portfolio has re-rated somewhat over time,
thereby implying lower returns in the future. However, we should emphasise
that although valuations have risen from the quite extreme levels seen post
the COVID pandemic, they are still low in an absolute and historical sense. In
aggregate, the Company’s portfolio is now valued at around eleven times
earnings, higher than it was, but still a discount to the wider UK market*,
and around half the valuation accorded to the wider global equity indices.
Accordingly, we believe the Company is still priced to deliver meaningful
excess return, and shareholders can look forward to the future with optimism.
Nick Purves and Ian Lance
RWC Asset Management LLP (“Redwheel”)
19 March 2026
Portfolio of Investments
Top ten holdings
Company Sector Place of primary listing Valuation £’000 % of Portfolio
1. Johnson Matthey
Johnson Matthey is a British multinational speciality chemicals and sustainable technologies company, that develops and manufactures catalysts, materials and solutions to reduce emissions, support clean energy and improve industrial processes worldwide. Materials UK 61,438 5.4
2. Shell
Shell explores for, produces, and refines petroleum. The company produces fuels, chemicals, and lubricants. Shell owns and operates gasoline filling stations worldwide. Energy UK 51,803 4.6
3. BT Group
BT is a telecommunications company that provides fixed-line, mobile, broadband, TV and IT services to consumers, businesses and public sector organisations in the UK and around the world. It is the UK’s largest provider of telecoms services and digital connectivity. Communications UK 51,394 4.6
4. NatWest Group
NatWest Group operates as a banking and financial services company. The Bank provides personal and business banking, consumer loans, asset and invoice financing, commercial and residential mortgages, credit cards, and financial planning services, as well as life, personal, and income protection insurance. Financials UK 50,190 4.4
5. WPP
WPP is an advertising, communications and public relations holding company headquartered in London that provides integrated marketing, media, data and technology services to major global brands through its network of agencies. Communications UK 48,791 4.3
6. NN Group
NN Group is a financial services company that provides insurance, pensions, retirement services, banking and investment products to millions of customers across Europe and Japan. Financials Netherlands 45,747 4.1
7. BP
BP is an oil and petrochemicals company. The company explores for and produces oil and natural gas, refines, markets, and supplies petroleum products, generates solar energy, and manufactures and markets chemicals. Energy UK 44,881 4.0
8. ITV
ITV provides broadcasting services. The company produces and distributes content on multiple platforms. ITV serves customers in the United Kingdom. Communications UK 44,701 4.0
9. Aviva
Aviva operates as an international insurance company that provides all classes of general and life assurance. The company also offers a variety of financial services, including long-term savings and fund management. Financials UK 44,543 3.9
10. Marks & Spencer Group
Marks & Spencer Group operates a chain of retail stores. The company sells consumer goods and food products, as well as men’s, women’s, and children’s clothing and sportswear Consumer Staples UK 39,752 3.5
Company Sector Place of primary listing Valuation % of
£’000 portfolio
11 GSK Healthcare UK 39,362 3.5
12 Smith & Nephew Healthcare UK 38,839 3.5
13 Barclays Financials UK 36,973 3.3
14 Macys Consumer Discretionary United States 36,662 3.3
15 Standard Chartered Financials UK 36,609 3.2
16 TotalEnergies Energy France 34,329 3.0
17 Aberdeen Group Financials UK 34,119 3.0
18 Anglo American Materials UK 30,179 2.7
19 Centrica Utilities UK 28,324 2.5
20 Woori Financials South Korea 27,329 2.4%
Top 20 Investments 825,965 73.2
21 Currys Consumer Discretionary UK 25,430 2.2
22 Pearson Consumer Discretionary UK 24,787 2.2
23 Hana Financial Financials South Korea 24,350 2.2
24 Vodafone Group Communications UK 23,907 2.1
25 Carrefour Consumer Staples France 23,779 2.1
26 International Airlines Group Industrials Spain 22,572 2.0
27 Kingfisher Consumer Discretionary UK 20,125 1.8
28 HP Information Technology United States 19,940 1.8
29 CK Hutchison Group Industrials Hong Kong 18,404 1.6
30 Stellantis Consumer Discretionary Netherlands 18,059 1.6
31 Honda Motor Consumer Discretionary Japan 17,462 1.5
32 Diageo Consumer Staples UK 16,810 1.5
33 Capita Industrials UK 13,517 1.2
34 Molson Coors Beverage Consumer Discretionary United States 8,799 0.8
35 Continental Consumer Discretionary Germany 8,000 0.7
36 Aumovio Consumer Discretionary Germany 2,524 0.2
Total Equity Investments 1,114,430 98.7
Short-dated UK T-Bills Fixed Interest UK 14,462 1.3
Total Valuation of Portfolio 1,128,892 100.0
Portfolio Distribution
As at 31 December 2025
Industry Temple Bar FTSE All-Share*
% %
Financials 26.5 25.1
Communications 15.0 2.5
Consumer Discretionary 14.3 6.0
Energy 11.6 8.8
Materials 8.1 7.1
Consumer Staples 7.1 14.4
Healthcare 7.0 12.9
Industrials 4.8 15.4
Utilities 2.5 4.5
Information Technology 1.8 1.3
Real Estate – 2.0
Total Equities 98.7 100.0
Fixed Interest 1.3 –
Total Portfolio 100.0 100.0
Source: Redwheel
* FTSE All-Share ex investment Trusts
Overview of Strategy
The Strategic Report is designed to help shareholders assess how the Directors
have performed their duty to promote the success of the Company during the
year under review.
Business of the Company
Temple Bar Investment Trust Plc was incorporated in England and Wales in 1926
with the registered number 00214601.
The Company carries on business as an investment company under Section 833 of
the Companies Act 2006 and has been approved by HM Revenue & Customs as an
investment trust in accordance with Section 1158 of the Corporation Tax Act
2010.
Section 172 Statement
The Directors’ overarching duty is to act in good faith and in a way that is
the most likely to promote the success of the Company as set out in Section
172 of the Companies Act 2006 (“Section 172”). In doing so, Directors must
take into consideration the interests of the various stakeholders of the
Company, having regard, amongst other matters, to the following six items:
The likely consequences of any decision in the long term All Board discussions include consideration of the longer-term consequences of key decisions and their implications for relevant stakeholders. In managing the Company during the year under review, the Board acted in the way which it considered, in good
faith, would be most likely to promote the Company’s long-term sustainable success and to achieve its wider objectives for the benefit of our shareholders as a whole, having had regard to our wider stakeholders and the other matters set out in Section 172.
The interests of the Company’s employees This provision is not relevant as the Company does not have any employees.
The need to foster the Company’s business relationships with suppliers, customers and others The Board’s approach is described under “Stakeholders” below.
The impact of the Company’s operations on the community and the environment The Board takes a close interest in responsible investment issues and sets the overall strategy. Management of the portfolio is delegated to the Portfolio Manager, which is responsible for the practical implementation of policy. A description of the
Company’s approach to stewardship and the role of the Portfolio Manager is set out on page 43 of the Annual Report.
The desirability of the Company maintaining a reputation for high standards of business conduct The Board’s approach is described under “Culture” on page 34 of the Annual Report.
The need to act fairly between shareholders of the Company The Board’s approach is described under “Shareholders” below.
In considering the primary purpose of the Company, the Board made several key
decisions during the year. The Board:
* continued to instruct the use of share buy backs and share
issuance as a means of stabilising the share price discount/premium to NAV in
response to sector weakness or increased demand for the Company’s shares as
a result of strong performance (;
* worked with the Portfolio Manager and Frostrow to maintain a high
level of shareholder engagement via webinars, newsletters and other events,
with a focus on reaching retail investors; and
* increased dividend payments at a sustainable level based on
income received from investments together with the use of the Company’s
capital reserves.
The Directors have reviewed and discussed each aspect of Section 172 and
consider that the information set out on pages 32 and 33 of the Annual Report
is particularly relevant in the context of the Company’s business as an
externally managed investment company which does not have any employees or
suppliers.
Stakeholders
The Board continuously seeks to understand the needs and priorities of the
Company’s stakeholders, and these are taken into account during all of its
discussions and as part of its decision making. As the Company is an
externally managed investment company and does not have any employees or
customers, it therefore has very little direct impact on the community or the
environment. Its key stakeholders comprise its shareholder base and its
lender. The Company also has important contractual relationships with its key
service providers but does not consider these to be stakeholders. The Company
recognises the indirect impact it may have on the community and the
environment through its investee companies. Further details on this are set
out on pages 33 to 43 of the Annual Report. The sections below outline why
these key stakeholders are considered of importance to the Company and the
actions taken to ensure that their interests are considered.
Shareholders
The primary purpose of the Company is to deliver long-term returns for
shareholders from a diversified portfolio of investments. Continued
shareholder support and engagement are critical to the existence of the
Company and the delivery of its long-term strategy.
The Board recognises the importance of engaging with shareholders on a regular
basis to maintain a high level of transparency and accountability and to
inform the Company’s decision making and future strategy.
The Board primarily engages with shareholders through direct engagement by the
Chair (including with the Board at the Company’s Annual General Meeting) and
through the Portfolio Manager and Frostrow who maintain an ongoing dialogue
with shareholders through regular shareholder communications, both written and
verbal, and also through in person and online meetings (including webinars).
The Portfolio Manager has continued to publish quarterly newsletters written
by the portfolio management team, which explore their ideas and philosophies
around investing and explain the positioning of the portfolio. Online
statistics on engagement show that these newsletters remain very popular with
shareholders. Additional dialogue with shareholders is achieved through the
annual and half-yearly reports, both of which contain reports from the
Portfolio Manager, the daily NAV announcements and the monthly fact sheet
which is available on the Company’s website. Portfolio data is also provided
to external providers such as Morningstar, which feeds several websites on a
monthly basis.
One of the Board’s long-term strategic aspirations has been that the
Company’s shares should trade consistently at a price close to the NAV per
share. During the year under review, challenging stock market conditions
continued to have a negative impact on share price discounts across the
investment company sector, (the average discount was 8.3%* as at 31 December
2025). The Company utilised share buybacks during the early part of the year
to help manage the discount and moderate short - term market
pressures. From October, however, in response to a sustained improvement in
demand for the Company’s shares, as a result of strong performance and the
Company’s increased yield, the Company’s share price moved to a premium to
the NAV per share, and it was able to resume issuing shares, reflecting
renewed investor interest. At the year end, the shares were trading at a 1.4%
premium to the NAV per share. The Board, the AIFM and the Portfolio Manager
have continued to focus heavily on the promotion of the Company, in order to
encourage long - term buying interest and supporting a
market rating close to, or at times above, the NAV per share.
An important role of the Board is to ensure that the Company’s ongoing
charges are competitive both in terms of its peer group and other comparable
investment products. While having an optimal service provider structure brings
inevitable cost, excessive expense can eat away at investment returns over
time. For that reason, the Board remains focused on limiting cost increases to
shareholders as far as possible, despite the current inflationary environment.
All shareholders are encouraged to attend and vote at AGMs, at which the Board
and the portfolio management team are available to discuss issues affecting
the Company and to answer any questions. Further details regarding the AGM are
set out in the Notice of AGM on pages 97 to 100 of the Annual Report.
* Source: Cavendish Securities.
Lenders
Alongside shareholders’ equity, the Company is partly funded by debt. All
the Company’s debt is subject to contractual terms and restrictions. We have
an established procedure to report regularly to our lender on compliance with
debt terms. It is our policy that all interest payments and repayments of
principal will continue to be made in full and on time.
Service Providers
To function as an investment trust listed on the London Stock Exchange, the
Company relies on a number of suppliers and advisers for support in complying
with all relevant legal and regulatory obligations.
The Company’s day-to-day operational functions are delegated to a number of
third-party service providers, each engaged under separate contracts. The
Company’s principal service providers are the Portfolio Manager, Alternative
Investment Fund Manager, Administrator and Company Secretary, Custodian and
Depositary, Broker and the Registrar.
Over the past five years the Board believes it has continued to develop a
close and constructive working relationship with the Portfolio Manager, which
it believes is crucial to promoting the long-term success of the Company.
Representatives of the Portfolio Manager attend Board meetings and provide
reports and verbal updates on matters relating to investments, performance and
marketing.
The Board, primarily through the Audit and Risk and Management Engagement
Committees, keeps the ongoing performance of the Portfolio Manager and the
Company’s other principal third-party service providers under continual
review.
Culture
The purpose of the Company is to deliver long-term returns for shareholders
from a diversified portfolio of investments. These investments will primarily
be UK listed. The Company has no employees, but the culture of the Board is to
promote strong governance and a long-term investment outlook with an emphasis
on investing in businesses that can deliver enduring value to shareholders.
Therefore, the Board asks the Company’s Portfolio Manager to invest in
stocks that fulfil the traditional metrics of the value style but also possess
a business model that is resilient and viable in the long term.
Investment Objective and Policy
The Company’s investment objective is to provide growth in income and
capital to achieve a long-term total return greater than the benchmark FTSE
All-Share Index, through investment primarily in UK-listed securities. The
Company’s policy is to invest in a broad spread of securities with typically
the majority of the portfolio selected from the constituents of the FTSE 350
Index.
Investment Guidelines
The UK equity element of the portfolio will be mostly invested in the FTSE
All-Share Index; however, exceptional positions may be sanctioned by the Board
and up to 30% of the portfolio may be held in listed international equities,
subject to a maximum 10% exposure to emerging markets. The Company may
continue to hold securities that cease to be quoted or listed if the Portfolio
Manager considers this to be appropriate. There is an absolute limit of 10% of
the portfolio in any individual stock with a maximum exposure to a specific
sector of 35%, in each case irrespective of their weightings in the Benchmark.
It is the Company’s policy to invest no more than 15% of its gross assets in
other listed investment companies (including listed investment trusts).
The Company maintains a diversified portfolio of investments, typically
comprising 30-50 holdings, but without restricting the Company from holding a
more or less concentrated portfolio from time-to-time as circumstances
require.
The Company’s long-term investment strategy emphasises stocks of companies
that are out of favour and whose share prices do not match the Portfolio
Manager’s assessment of their longer-term value.
From time-to-time fixed interest holdings or non-equity interests may be held
for yield enhancement and other purposes. Derivative instruments may be used
in certain circumstances, and with the prior approval of the Board, for
hedging purposes or to take advantage of specific investment opportunities.
Liquidity and borrowings are managed with the aim of increasing returns to
shareholders. The Company’s gross gearing range may fluctuate between 0% and
30%, based on the current balance sheet structure, with an absolute limit of
50%.
As a general rule, it is the Board’s intention that the portfolio should be
reasonably fully invested. An investment level of 90% of shareholder funds is
regarded as a guideline minimum investment level dependent on market
conditions.
Risk is managed through diversification of holdings, investment limits set by
the Board and appropriate financial and other controls relating to the
administration of assets.
Key Performance Indicators
The key performance indicators (“KPIs”) used to determine the progress and
performance of the Company over time, and which are comparable to those
reported by other investment trusts, are:
* NAV total return relative to the FTSE All-Share Index;
* Discount/premium to NAV;
* Dividends per share; and
* Ongoing charges.
While some elements of performance against KPIs are beyond the Board’s and
Portfolio Manager’s control, they provide measures of the Company’s
absolute and relative performance and are, therefore, monitored by the Board
on a regular basis.
NAV Total Return
In reviewing the performance of the assets in the Company’s portfolio the
Board monitors the NAV in relation to the FTSE All-Share Index. This is the
most important KPI by which performance is judged. During the year the NAV
total return with debt at fair value of the Company was 33.9% compared with a
total return of 24.0% by the FTSE All-Share Index. As
noted in both the Chair’s Statement and Portfolio Manager’s Report, the
Company outperformed the FTSE All-Share Index on both a NAV and share price
basis.
Premium/discount to NAV
The Board monitors the premium/discount at which the Company’s shares trade
in relation to the NAV per share. During the year the shares traded at an
average discount to NAV of 0.5%. This compares with an average discount of
6.8% in the previous year. As set out in the Chair’s Statement, during the
year the Board closely monitored both the discount and the premium and
utilised share buybacks and also share issuance when it was considered
appropriate to do so. The Board and Portfolio Manager
closely monitor both movements in the Company’s share price and significant
dealings in the shares. In order to avoid substantial overhangs or shortages
of shares in the market the Board asks shareholders to approve resolutions
which allow for both the buy back of shares and their issuance, which can
assist in the management of the discount or premium.
Dividends per Share
It remains the Directors’ intention to distribute, over time, by way of four
quarterly dividends, substantially all of the Company’s net revenue income
after expenses and taxation. Further, an additional 3.0p per share per annum
(0.75p per share per quarter) is currently paid using the Company’s capital
reserves.
The Portfolio Manager aims to maximise total returns from the portfolio. The
Company has paid dividends totalling 15.0p per ordinary
share for the year ended 31 December 2025 (2024: 11.25p), representing a
dividend yield of 4.0% at the year-end (2024: 4.1%). The Board hopes to
continue sustainable dividend growth over the coming years supported by the
use of the Company’s capital reserves. Further information can be found in
the Chair’s Statement.
Ongoing Charges
Ongoing charges is an expression of the Company’s management fees and other
operating expenses as a percentage of average daily net assets over the year.
The ongoing charges for the year ended 31 December 2025 were 0.59% (2024:
0.61%). The Board reviews the Company’s ongoing charges on a regular basis.
The level of the Company’s ongoing charges has fallen slightly during the
period, and continues to compare favourably with peers in the UK Equity Income
sector of investment trust companies.
Ten-Year Summary
2016 2017 2018 2019 2020^ 2021 2022 2023 2024 2025
Total Returns
NAV with debt at fair value 3 20.6% 10.2% (11.3%) 27.9% (28.0%) 24.6% 0.9% 12.3% 19.9% 33.9%
Share Price 3 20.7% 11.0% (9.7%) 34.3% (31.5%) 20.0% 3.6% 12.5% 19.1% 45.3%
FTSE All-Share Index 3 16.8% 13.1% (9.5%) 19.2% (9.8%) 18.3% 0.3% 7.9% 9.5% 24.0%
NAV per share* (p) 236.2 280.0 239.9 294.6 202.0 241.7 228.5 248.0 286.2 369.1
NAV per share with debt at fair value*(p) 259.6 277.4 238.1 292.5 199.2 240.4 233.5 252.2 291.1 373.4
Share Price* (p) 244.6 262.8 229.2 295.2 191.0 221.6 220.5 238.0 272.0 378.5
Premium/ (Discount) 2 (5.8%) (5.3%) (3.7%) 0.9% (4.1%) (7.8%) (5.6%) (5.6%) (6.6%) 1.4%
Dividends per share*(p) 8.09 8.49 9.34 10.28 7.70 7.90 9.35 9.60 11.25 15.00
Dividend Yield 1 3.3% 3.2% 4.1% 3.5% 4.0% 3.6% 4.2% 4.0% 4.1% 4.0%
Ongoing Charges 0.51% 0.49% 0.47% 0.49% 0.50% 0.48% 0.54% 0.56% 0.61% 0.59%
* Comparative periods have been restated
for the sub-division of each ordinary share into 5 new ordinary shares,
approved at the AGM held on 10 May 2022 and completed on
13 May 2022.
^ Redwheel was appointed as Portfolio Manager on 30
October 2020.
1 Calculated as dividends per share divided by the
year-end share price.
2 Premium / (Discount) of share price to NAV per share
with debt at fair value.
3 Source: Frostrow for Company returns, Redwheel for FTSE
All-Share returns.
Principal and Emerging Risks
The Board has overall responsibility for reviewing the effectiveness of the
system of risk management and internal control which is operated by the
Portfolio Manager and the Company’s other service providers. The Company’s
ongoing risk management process is designed to identify, evaluate and mitigate
the significant risks that the Company faces. A ‘heat map’ system is used,
allowing a visual assessment of the different risks identified and adjustment
of the inputs based on changing internal and external factors.
The Board undertakes a semi-annual risk review with the assistance of the
Audit and Risk Committee, to assess the adequacy and effectiveness of the
Portfolio Manager and other service providers’ risk management and internal
control processes.
The Board has carried out a robust assessment of its principal and emerging
risks during the period under review, including those that would threaten its
business model, future performance, solvency or liquidity.
The principal and emerging risks and uncertainties faced by the Company are
set out overleaf. The risks arising from the Company’s financial instruments
are set out in note 20 to the Financial Statements.
Risk Mitigation and Management
Market Risk
By the nature of its activities and Investment Objective, the Company’s portfolio is exposed to fluctuations in market prices (from both individual security prices and foreign exchange rates). As such investors should be aware that by investing in the Company they are exposing themselves to market risks. The Company also uses gearing, via the private placement loans issued, the effect of which is to amplify the gains or losses the Company experiences. To manage these risks the Board and the AIFM have appointed Redwheel to manage the portfolio within the remit of the investment objective and policy, and imposed various limits and guidelines. These limits ensure that the portfolio is diversified, reducing
the risks associated with individual stocks. The compliance with those limits and guidelines is monitored daily by Frostrow and Redwheel and reported to the Board weekly. In addition, Redwheel reports at each Board meeting on the performance of the
Company’s portfolio, including the rationale for investment decisions, the make-up of the portfolio and the investment strategy. As part of its review of the viability of the Company, the Board also considers the sensitivity of the Company to changes in
market prices and foreign exchange rates (see note 20), how the portfolio would perform during a market crisis, and the ability of the Company to liquidate its portfolio if the need arose. Further details are included in the Going Concern and Viability
Statements.
Geopolitical and Macro Risks
As recent years have demonstrated, global events, including unforeseen events, can have a dramatic effect on both financial markets and everyday life. The Company is at risk from both the financial impacts of such events, as well as possible disruption to the day-to-day activities of its service providers and portfolio companies. Ongoing geopolitical tensions around the world while not currently directly affecting the Company may have an impact on its investments. While global events are outside the control of the Company the Board reviews regularly, and discusses with the Portfolio Manager, the wider economic and political environment, along with the portfolio exposure and the execution of the investment policy
against the long-term objectives of the Company. The Portfolio Manager performs risk analysis, including country and industry specific monitoring, on an ongoing basis.
Climate Risks
While the Company itself faces limited direct risk from climate change, the board is cognisant of the potential impact on portfolio companies and their operations. Significant changes in climate, or indeed Government measures taken to combat climate change, could present a material risk to the value of the portfolio. The Board regularly reviews global environmental, geopolitical and economic developments with the Portfolio Manager, along with the implications of these risks and events on portfolio construction and the Company’s operations. ESG considerations are
incorporated into the investment process of Redwheel, as part of the drive to invest in companies with long-term viability. The Portfolio Manager also uses its voting powers to engage with and influence investee companies towards taking positive steps
against climate change and other environmental impacts.
Shareholder Relations and Share Price Performance Risk
The Company is exposed to the risk, particularly if the investment strategy and approach are unsuccessful, that the Company may underperform resulting in the Company becoming unattractive to investors, a widening of the share price discount to NAV per share and the Company may become vulnerable to activist shareholders. In managing this risk the Board: * reviews the Company’s investment strategy and objective in relation to market and economic conditions, and the operation of the Company’s peers;
* discusses at each Board meeting the Company’s future development and strategy;
* reviews the shareholder register at each Board meeting; and,
* actively seeks to promote the Company to current and potential investors.
In addition the Company’s share price and premium or discount to NAV are monitored by the Portfolio Manager and the Board on a regular basis. The Directors attach considerable importance to the level of premium or discount to NAV at which the shares
trade, both in absolute terms and relative to the rating at which the UK Equity Income sector of investment trusts is trading, and will take action where levels are deemed to be excessive. The Directors are prepared to be proactive in premium/ discount
management to minimise potential disadvantages to shareholders, which continued to be demonstrated during 2025.
Loss of Investment Team or Portfolio Manager
A sudden departure of the members of the portfolio management team could result in a short-term deterioration in investment performance. The investments of the Company are managed by a team of two managers, Ian Lance and Nick Purves. The Portfolio Manager takes steps to reduce the likelihood of such an event by aligning the interests of the investment team with the wider organisation, as
well as providing a high degree of autonomy with no overarching chief investment officer or investment committee. Furthermore, the AIFM, in consultation with the Board, may terminate the Portfolio Management Agreement should Ian Lance and Nick Purves cease
to be able to perform their duties or cease to be associated with the Portfolio Manager and not be replaced by people with relevant experience.
Income Risk – Dividend
Risk that the portfolio does not generate the necessary level of income, over time, from which to maintain progressive dividend payments to shareholders. The Board monitors this risk through the review of detailed income reports and forecasts which are considered at each meeting, with input from the Portfolio Manager. As at 31 December 2025 the Company had distributable revenue reserves of £14.3 million.
Furthermore, income risk is mitigated by the Company’s ability to distribute realised capital gains if required to meet any revenue shortfall. With the level of income paid and forecast by investee companies continuing to increase across the year, the
Company has been able to raise its dividend.
Cyber Security
The Company has limited direct exposure to cyber risk. However, the Company’s operations or reputation could be affected if any of its service providers suffered a major cyber security breach. A state-backed cyberattack could also result in widespread disruption across the financial services industry. The Audit and Risk Committee receives control reports, including disaster recovery procedures and business continuity plans, and confirmation from its service providers regarding the measures that they take in this regard. The cyber security policies of
all service providers have also been reviewed by the Board. The Board has considered the increased risk of cyber-attacks and received reports and assurance from the Company’s service providers regarding the information security controls in place. For more
widespread disruption, such as a state-backed cyberattack, limited mitigation is possible, however, all service providers remain vigilant given the increased likelihood of such an event in the current climate.
Service Provider Risk
The Company is reliant on the systems of its service providers and as such disruption to, or a failure of, those systems (including, for example, as a result of cyber-crime or a ‘black swan’ event) could lead to a failure to comply with law and regulations leading to reputational damage and/or a financial loss. To manage these risks the Board, via its Management Engagement Committee and Audit and Risk Committee: * receives reports from Frostrow at each Board meeting, which includes, inter alia , details of compliance with applicable laws and regulations;
* reviews internal control reports, key policies, including measures taken to combat cyber security issues, and also the disaster recovery procedures of its service providers;
* maintains a risk matrix with details of risks the Company is exposed to and the controls/mitigation in relation to those risks;
* receives updates on pending changes to the regulatory and legal environment and progress towards the Company’s compliance with these; and
* has considered the increased risk of cyber attacks and received reports and assurance at meetings with its service providers that appropriate information security controls are in place.
In addition to its ongoing monitoring of the investment portfolio and transactions, the AIFM carries out a formal due diligence exercise on the Portfolio Manager annually, ensuring that the appropriate controls, processes and resourcing are in place to
manage the portfolio within the stated investment policies and guidelines.
Emerging Risks
The Board has in place a robust process to identify, assess and monitor the
principal risks and uncertainties and also to identify and evaluate newly
emerging risks. The Board, through the Audit and Risk Committee, regularly
reviews all risks to the Company, including emerging risks, which are
identified by a variety of means, including advice from the Company’s
professional advisors, the Association of Investment Companies (the
“AIC”), and Directors’ knowledge of markets, changes and events. During
the year, the Board identified the use of artificial intelligence (“AI”)
as a new risk. As well as offering investment
opportunities, the development and exploitation of technological
breakthroughs, including AI, may challenge and damage the addressable market,
revenue and operations of portfolio companies to the extent that they no
longer offer the promise of returns consistent with the Company’s investment
objective.
Going Concern
The Directors have reviewed the going concern basis of accounting for the
Company. The Company’s assets consist substantially of equity shares in
listed companies and in most circumstances are realisable within a short
timescale. The use of the going concern basis of accounting is appropriate
because there are no material uncertainties related to events or conditions
that may cast significant doubt about the ability of the Company to continue
as a going concern. The Directors therefore have a reasonable expectation that
the Company has adequate resources to continue in operational existence for 12
months from the date of the approval of these Financial Statements.
Accordingly, the Directors continue to adopt the going concern basis in
preparing the accounts. See note 1 for further detail.
Viability Statement
The Board makes an assessment of the longer-term prospects of the Company
beyond the timeframe envisaged under the going concern basis of accounting,
having regard to the Company’s current position and the principal and
emerging risks and uncertainties it faces. The AIFM and Portfolio Manager have
assisted the Board in making this assessment via financial modelling and
income forecasting, which demonstrates the financial viability of the Company.
Stress-testing scenarios, such as an extreme drop in equity markets, have also
been carried out and the projected financial position remains strong and all
payment obligations achievable.
The stress-testing scenarios used to assess future viability incorporate a
number of inputs. The financial structure of the Company is stable, with known
payment obligations that can be modelled for future years with a low
likelihood of any changes. Revenue expectations are modelled by the Portfolio
Manager and the AIFM for future years with decreasing levels of certainty over
time, based on the financial position and performance of investee companies.
This is combined with an expectation of the rate of dividend payments to be
made by the Company over the coming years to give an overall financial
projection in normal market conditions.
To stress-test this projection, scenarios are then modelled for a 20% and 50%
fall in both investee company valuations and the level of dividend payments
they make. In both cases, because the Company has both the ability to control
its own dividend payments and a liquid portfolio of investments, the impact to
reserves could be managed and the Company would remain viable during such
periods.
The Company is a long-term investment vehicle and the Directors, therefore,
believe that it is appropriate to assess its viability over a long-term
horizon. For the purposes of assessing the Company’s prospects in accordance
with the AIC Code of Corporate Governance (the “AIC Code”), the Board
considers that assessing the Company’s prospects over a period of five years
is appropriate given the nature of the Company and the inherent uncertainties
over a longer time period.
The Directors believe that a five-year period appropriately reflects the
long-term strategy of the Company and over which, in the absence of any
adverse change to the regulatory environment and the tax treatment afforded to
UK investment trusts, they do not expect there to be any significant change to
the current principal and emerging risks and to the adequacy of the mitigating
controls in place.
In assessing the viability of the Company, the Directors have conducted a
thorough assessment of each of the Company’s principal and emerging risks
and uncertainties set out on pages 39 to 41 of the Annual Report. Particular
scrutiny was given to the impact of a significant fall in equity markets on
the value of the Company’s investment portfolio.
The Directors have also considered the Company’s leverage and liquidity in
the context of its long-dated fixed-rate borrowings (see notes 8 and 15 for
further details on the borrowings), its income and expenditure projections and
the fact that the Company’s investments comprise mainly readily realisable
quoted securities which can be sold to meet funding requirements if necessary.
All of the key operations required by the Company are outsourced to
third-party providers and alternative providers could be secured at relatively
short notice if necessary.
Having taken into account the Company’s current position and the potential
impact of its principal and emerging risks and uncertainties, the Directors
have a reasonable expectation that the Company will be able to continue in
operation and meet its liabilities as they fall due for a period of five years
from the date of this Annual Report.
Modern Slavery Act
Due to the nature of the Company’s operational model and the fact that it
generates no turnover, the Board is satisfied that the Company is not subject
to the UK’s Modern Slavery Act 2015. The Company does not therefore make a
modern slavery and human trafficking statement. The Board however appreciates
the significance of Modern Slavery as an issue but considers the Company’s
supply chains, dealing predominantly with professional advisers and service
providers in the financial services industry, to represent a low risk of
exposure to modern slavery.
In relation to the Company’s investments, the Board has noted that the
Portfolio Manager has since 2023 signed a letter that is sent to FTSE 350
companies considered at that time not to be in compliance with the
requirements of the UK Modern Slavery Act 2015. The Portfolio Manager intends
to do so again in 2026. This initiative, coordinated by Rathbones, was awarded
the Stewardship Initiative of the Year award in 2022 by the UN Principles for
Responsible Investment. Infractions tend to be of a technical nature, such as
not having a Modern Slavery Statement available on websites, or not evidencing
that such Statements have approval from the board of the relevant
organisation. In 2025, the Portfolio Manager engaged with investee companies
to highlight where corrections were required to achieve compliance and worked
with Rathbones to monitor responses.
Within its investment process, Redwheel principally assesses the risk of
modern slavery exposure through reference to the Corporate Human Rights
Benchmark (which scores companies on governance and policies; remedies and
grievance mechanisms; and embedding respect and human
rights due diligence) and through company compliance with the UN
Global Compact, the UN Guiding Principles on Business and Human Rights,
and the Organisation for Economic Co-operation and Development Guidelines for
Multinational Enterprises.
The Portfolio Manager also uses Sustainalytics data to monitor breaches in
global norms and controversies including employee incidents. The Materiality
Map developed originally by the Sustainability Accounting Standards Board
helps improve understanding of the sectors in which companies are most at risk
of exposure to labour and modern slavery issues.
Gender Diversity
At the year-end, there were two male and three female Directors on the Board.
The Company has no employees and therefore there is nothing further to report
in respect of gender representation within the Company.
The Company’s policy on diversity is detailed in the Corporate Governance
Statement on page 57 of the Annual Report.
Bribery Act
The Company has a zero-tolerance policy towards bribery and is committed to
carrying out business fairly, honestly and openly. The Portfolio Manager also
adopts a zero-tolerance approach and has policies and procedures in place to
prevent bribery.
Criminal Finances Act 2017
The Company has a commitment to zero tolerance towards the criminal
facilitation of tax evasion.
Stewardship/Engagement
The Board requires the Portfolio Manager to adopt an active stewardship role,
including the effective exercising of shareholders’
ownership rights. It believes that this is central to the achievement of its
aim to preserve and grow the long-term real purchasing power of the assets
entrusted to it by shareholders.
The Portfolio Manager thus monitors, evaluates and if necessary, actively
engages or withdraws from investments with the aim of preserving or adding
value to the portfolio. It became a signatory to the UN Principles for
Responsible Investment in 2020, had been a signatory to the UK Stewardship
Code 2012, and in 2025 was again endorsed as a signatory to the UK Stewardship
Code 2020.
Both the Board and the Portfolio Manager firmly believe that environmental,
social and governance issues can have a material financial impact on the value
of a company along with its social licence to operate, and therefore on the
value of its investors’ capital. It is thus important for a long-term
responsible investor to integrate these issues into the investment process.
The Portfolio Manager believes that its stewardship role is wholly consistent
with supporting companies to grow in a sustainable way, for executive teams
and board members to run their companies for the long term and for the benefit
of all stakeholders. Moreover, it believes that, considered over the long
term, shareholder capital is put at greatest risk where companies are not run
in a sustainable manner, whether from lack of prudence on financial strength
or from recklessness in the pursuit of growth at the expense of the
environment and relations with business stakeholders. Conversely, companies
that are run more prudently and which take into greater consideration the
needs and expectations of stakeholders more broadly are believed to offer
greater potential to be successful, resilient, and financially rewarding for
shareholders.
Further detail on the Portfolio Manager’s approach to stewardship is
detailed within its Stewardship Policy 1 .
1 www.redwheel.com/uk/en/individual/resources
Environment
As an investment trust which outsources all of its operations, there are no
greenhouse gas emissions to report from the operations of the Company other
than those of the service providers and limited home working by the Board. The
Company does not have responsibility for any other emissions producing sources
reportable under the Companies Act 2006 (Strategic Report and Directors’
Report) Regulations 2013 or the Companies (Directors’ Report) and Limited
Liability Partnerships (Energy and Carbon Report) Regulations 2018.
Consequently, the Company consumed very little direct energy during the year
and therefore is exempt from the disclosures required under the Streamlined
Energy and Carbon Reporting criteria.
Environmental and climate considerations – both in a systemic sense and
idiosyncratically – have become increasingly important for many in the
investment industry and beyond over the past decade. Physical and transitional
climate risks remain very much at the top of the list of factors considered to
potentially have a material financial impact over the longer term. Attention
is now also increasing in relation to the use and management by companies of
natural resources, such as water, as well as biodiversity impacts arising in
particular from pollution and waste management practices. The Portfolio
Manager believes active engagement with portfolio companies is required to
address these kinds of challenges. Divesting simply does
not address the problem. Instead, by supporting companies as they transition
over time to more sustainable business models, the Portfolio Manager believes
that environmental impacts can be both reduced and mitigated.
Detail on the carbon characteristics of the Company is shown in the sections
below.
It is worth noting that in June 2024 our Portfolio Manager published its
entity level report on how it manages climate related risks and opportunities
in its investment portfolios and across its business operations in line with
the recommendations of the Taskforce on Climate-Related Financial Disclosures.
A product level report for the Company was made available on the Company’s
website from July 2025.
Approach
When monitoring and reporting the carbon credentials of the Company, we use
the metrics and methodologies recommended by the Taskforce on Climate-Related
Financial Disclosures (“TCFD”). Analysis focuses on the emissions of
companies that are considered to be either “Scope 1” or “Scope 2”.
Scope 1 emissions are the emissions directly attributable to a company’s
operations, whereas Scope 2 emissions are the emissions indirectly
attributable to a company’s operations (e.g. relating to the power it
consumes). Both are expressed in terms of tonnes of carbon dioxide equivalent
(t CO 2 eq), the universal unit of measurement used to
indicate the global warming potential of greenhouse gases, definition and
methodology by Greenhouse Gas Protocol.
The integration into the analysis of corporate “Scope 3” emissions remains
an aspiration as there are issues relating to data quality and the
double-counting of emissions within methodologies which continue to hamper
expansion of the analysis.
Total Scope 1 & 2 Emissions
An equity ownership approach is used to allocate both Scope 1 and Scope 2
emissions to investments. Under this approach, if an investor holds shares
equal in value to 5% of a company’s total market capitalisation, then the
investor is considered to own 5% of the Company; accordingly, it is considered
to be liable for 5% of the Company’s GHG (or carbon)
emissions.
The Company exhibits a lower value for its Scope 1 (-4.5%) but a higher Scope
2 emissions (+40%) compared to last year. The benchmark in contrast has
reported 22.6% and 15.3% lower scope 1 and lower scope 2 respectively.
These metrics are presented on an absolute basis; as the value of the Company
increases, we would expect the overall emissions attributable to the Company
to increase. The respective values for the Company and FTSE All-Share,
normalised by the value of the Company, which in essence is the carbon
footprint metric, are 130.23 and 88.22 tCO2eq/ GBPm, respectively. The
Company’s carbon footprint is 48% higher as it is more exposed to high
intensive carbon industries than the index.
Weighted Average Carbon Intensity (“WACI”):
Emissions intensity as a metric reflects the value of a company’s Scope 1
and Scope 2 carbon emissions (t CO 2 eq), normalised by
revenues derived (here, using GBP millions), over a particular period in line
with the carbon reporting one.
The weighted average carbon intensity of the Company is 10% lower than FTSE
All-Share.
Observations
As compared to FTSE All-Share, the Company has a higher allocation to the Oil
& Gas (Fund: 12%; benchmark: 8%) and the Automobiles (+3%) sectors. At the
same time, the Company’s allocation to the Materials and Utilities sectors
is roughly the same as FTSE All-Share. These are sectors responsible for a
significant amount of carbon emissions and the previous figures and charts
above demonstrate this.
That said, it is important to note that the Company has 94% reported emissions
and 6% estimated. This compares to 97% reported for the benchmark and 3%
estimated.
Social
The Portfolio Manager continues to believe that the financial impact from
social issues can be substantial.
Companies treating their employees, customers or suppliers inappropriately
store up future problems for the business in terms of human capital (lower
productivity, disruption to production, staff turnover), brand value
(dissatisfied customers, litigation) and reputation (supply-chain issues,
health and safety). Local communities are also important to consider,
particularly in extractive industries.
Cyber security is a notable risk for many companies, particularly for those
holding customer information, sensitive sectors such as banks or utilities or
where intellectual property is the basis of the value of a company.
The Portfolio Manager researches and monitors social risks, reviewing issues
for focus based on the Company’s composition. Exposure to conflict regions
is monitored for a risk of human rights abuses. Where there is potential
exposure the Portfolio Manager will monitor news flow and speak with the
investee companies to evaluate the risk. It may also speak to a company’s
wider stakeholders in order to seek a more holistic assessment of specific
situations. An example of engagement on social issues can be found in the
engagement section beginning on page 27 of the Annual Report.
Governance
The consideration of companies’ approaches to governance has been at the
heart of the Portfolio Manager’s process since inception. Governance
describes the controls and oversight processes in place to manage operational
risks (including environmental and social risks); it also sets the basis for
the culture of a firm. The Portfolio Manager seeks investee companies whose
management runs the business as owners, and thinks long term about customers,
employees, suppliers, and community. Such an approach is believed ultimately
to benefit shareholders.
The Portfolio Manager believes in the importance of investee companies
possessing a strong board, with non-executive directors possessing the
requisite skills, experience and independence to counter the impact of a
powerful or dominant chief executive officer. Diversity can support this aim
and helps to counter ‘group think’ and incorporate better the views of
wider stakeholders. Remuneration is an area of controversy, with management
pay ratcheting higher, often without consequence for failure or poor
performance. Compensation packages must be tied to long-term drivers of
sustainable value, rather than a function of financial engineering. The
timeframe for executive evaluations should be extended and there should also
be a downside risk by requiring management to put significant ‘skin in the
game’.
If companies behave responsibly and act sustainably there are benefits for
society in terms of economic prosperity, political stability, and trust in
free markets. This in turn drives further benefits for the companies
themselves. The Portfolio Manager therefore believes it makes sense to
integrate into the investment process the consideration of a company’s
performance in addressing sustainability issues, even if the advantages of
doing so take time to emerge.
Remuneration
The Portfolio Manager believes that governance within UK companies is
generally of a very high standard. This reflects the UK Corporate Governance
Code and the long history of efforts to raise standards. Whilst there are many
individual aspects of corporate governance that the Portfolio Manager
considers, remuneration – the design and implementation in practice of pay
structures to reward and incentivise behaviours that help the Company execute
against its strategy – remains one of the most important.
The Portfolio Manager’s view is that the basis of a good corporate
remuneration policy is a well-constituted remuneration committee. This
requires both the independence of the committee members and relevant
experience in the field of remuneration. A committee must guard against the
ratcheting upward of compensation awards, balancing this with attracting and
retaining talent.
The Portfolio Manager encourages companies to set remuneration metrics that
align with the overall strategy, reflecting appropriate financial incentives,
in combination with non-financial metrics relating to environment and social
issues. Environmental metrics should be calibrated to help address specific
operational challenges, while on social issues relations with employees,
customers, suppliers and the community should be reflected as appropriate.
Remuneration is a complex area and challenging to find the right balance
between the various objectives and agendas. Shareholders will invariably give
conflicting feedback to remuneration committees. Where the Portfolio Manager
can have significant influence, they will engage with companies in the
construction of the remuneration policy. Where they feel their shareholding in
a given company is too low to ensure a constructive basis for engagement, they
will share their own remuneration expectations document which sets out for
companies what the Portfolio Manager expects to see.
The Portfolio Manager in conjunction with the Board will continue to develop
the overall approach and push for higher standards, ensuring that they
collectively protect shareholder interests and promote long-termism, set in
the context of sustainability for all stakeholders.
Engagement Policy
Engagement is central to the Portfolio Manager’s process. Communicating with
investee companies on areas of concern is a key aspect of the Portfolio
Manager’s approach. Having a long-term investment horizon and concentrated
portfolio allows the Portfolio Manager to build meaningful relationships.
The engagement process is led and carried out by the Portfolio Manager,
consistent with the Redwheel Stewardship Policy. The specifics of each process
will be determined by the size of the exposure within the portfolio and the
materiality of the identified risk, amongst other factors. The Portfolio
Manager will draw from its own experience in assessing materiality risks as
well as both the Company’s own materiality assessment and independent
assessments on a sector basis, such as the Materiality Map developed
originally by the Sustainability Accounting Standards Board.
The method of engagement will depend on the engagement objectives. For
example, where the Portfolio Manager holds a position in an investee company
and is materially at odds with the Company’s strategic direction or specific
actions, it will usually set out its concerns in a letter to the Company and
follow up with a meeting. In some instances, the Portfolio Manager will go
further and set out a detailed analysis of the business or sector, with
proposed alterations to strategy, and discuss this analysis with management.
The Portfolio Manager will engage with the chair of an investee company,
particularly at times of management change or in relation to long-term
questions on strategic direction. It may also engage with the investee
company’s senior independent director should it have concerns about the
chair or about board effectiveness. Other engagements may take
place in response to a request from the investee company themselves, such
as engagements with the chair of the remuneration committee to discuss
incentive structures and policies. Engaging in collaboration with other
shareholders, and casting votes against management at a company’s AGM
provide further means to escalate concerns when direct bilateral engagement
fails. As regards remuneration, the Portfolio Manager aligns its approach to
reflect the guidance provided by the Pensions and Lifetime Savings Association
and The Investment Association, as updated from time to time.
The evaluation of the outcome of the Portfolio Manager’s engagements will
depend on the type of engagement and the extent to which the original
objective can be considered to have been achieved.
Where the Portfolio Manager looks for specific actions, it will assess the
outcome on whether management or the board engaged and subsequently chose to
act on the suggestions made. On other issues, the evaluation of the engagement
may be more qualitative and not as transparent. The Portfolio Manager tries to
be very open about the nature of its engagements and the outcomes of them.
Case studies of the Portfolio Manager’s engagement with investee companies
during the year are provided on pages 24
to 27 of the Annual Report and are just some of the numerous calls,
meetings and written correspondence that the Portfolio Manager had with
companies to discuss a variety of sustainability and ESG-related issues.
Externalities and Non-Environmental Issues
In addition to adopting a stewardship approach to investment and integrating
sustainability and ESG considerations into its investment approach, the Board
asks the Portfolio Manager to consider systemic externalities when assessing a
company’s suitability for inclusion in the portfolio. Systemic externalities
are costs, usually considered as costs to society or the environment, which
are not captured by market pricing. In particular, there are some areas where
companies operating legally and ethically may, through their joint actions
(whether or not coordinated), inadvertently contribute to the delivery of
unintended consequences for people and planet, particularly in relation to
climate change, global financial fragility, artificial intelligence, and
antimicrobial resistance.
These are areas where the Board believes that engagement with investee
companies, in conjunction with other asset owners, is of particular importance
in order to raise awareness amongst companies of the need for market-based
responses. The Portfolio Manager reports regularly to the Board with regard to
its engagement with portfolio companies in relation to such issues.
Future Developments
The future development of the Company is dependent on the success of its
investment strategy in the light of economic and equity market developments.
The outlook is discussed in the Chair’s Statement and the Portfolio
Manager’s Report.
Strategic Report
On behalf of the Board
Charles Cade
Chair
19 March 2026
Report of Directors
The Directors present the Annual Report & Financial Statements of the Company
for the year ended 31 December 2025.
Directors
The Directors of the Company who held office at 31 December 2025 and up to the
date of the signing of the Annual Report are detailed on pages 48 and 49 of
the Annual Report. Richard Wyatt served as Chair of the Company until his
retirement on 2 December 2025. As at 31 December 2025,
the Board of Directors of the Company comprised two male and three female
Directors.
All Directors will retire and stand for election or re-election at the
Company’s AGM on 6 May 2026. The rules concerning the appointment and
replacement of Directors are set out in the Company’s Articles of
Association. There are no agreements between the Company and its Directors
concerning any compensation for their loss of office.
Directors’ indemnities
Subject to the provisions of the Companies Act 2006, the Company may indemnify
any person who is a Director, secretary or other officer (other than an
auditor) of the Company, against (a) any liability whether in connection with
any negligence, default, breach of duty or breach of trust by them in relation
to the Company or any associated company or (b) any other liability incurred
by or attaching to him in the actual or purported execution and/or discharge
of his duties and/or the exercise or purported exercise of his powers and/or
otherwise in relation to or in connection with his duties, powers or office;
and purchase and maintain insurance for any person who is a Director,
secretary, or other officer (other than an auditor) of the Company in relation
to anything done or omitted to be done or alleged to have been done or omitted
to be done as Director, secretary or officer.
A policy of insurance against Directors’ and Officers’ liabilities is
maintained by the Company.
Ordinary Dividends
The interim dividends paid by the Company are set out in note 10 to the
financial statements.
Subsequent to the year-end, the Board approved a fourth interim dividend for
the year ended 31 December 2025 of 3.75p per ordinary share, which will be
paid on 2 April 2026.
Share Capital
At the AGM held on 6 May 2025, the Company was granted authority to allot
ordinary shares in the Company up to an aggregate nominal amount of
£1,423,021, being 10% of the total issued share capital at that date,
amounting to 28,460,437 ordinary shares. 5,045,000 shares were re-issued from
treasury during the year raising £18.6m.
The Company was also granted authority to purchase up to 14.99% of the
Company’s ordinary share capital in issue at that date, amounting to
42,662,196 ordinary shares.
The Company bought back 791,246 ordinary shares at a total cost of £2.2m
during the year. This represented 0.3% of the total voting rights at 31
December 2025. The shares bought back are held in treasury.
At 31 December 2025, the Company had 334,363,825 ordinary shares in issue,
44,714,447 of which were held in treasury. The total voting rights of the
Company at 31 December 2025 were 289,649,378.
Subsequent to the year-end and up to 18 March 2026, the Company re-issued
8,070,000 ordinary shares from treasury, raising £31.5m. At 18 March 2026,
the Company had 334,363,825 ordinary shares in issue, 36,644,447 of which were
held in treasury. The total voting rights at 18 March
2026 were 297,719,378.
Authorities given to the Directors at the 2025 AGM to allot shares, disapply
statutory pre-emption rights and buy back shares will expire at the
forthcoming AGM.
At general meetings of the Company, shareholders are entitled to one vote on a
show of hands and on a poll, for every share held. The ordinary shares carry
the right to receive dividends and have one vote per ordinary share. To the
extent that they exist, revenue, profits and certain of the Company’s
capital reserves (including accumulated revenue and realised capital reserves)
are available for distribution by way of dividends to holders of ordinary
shares.
Upon a winding-up, after meeting the liabilities of the Company, the surplus
assets would be distributed to the shareholders pro rata to their holding of
ordinary shares. There are no restrictions on the transfer of securities in
the Company or on the voting rights of each ordinary share. There are no
special rights attached to any of the shares and no agreements between holders
of shares regarding their transfer known to the Company and no agreements
which the Company is party to that might affect its control following a
takeover bid.
An amendment to the Company’s Articles of Association and the giving of
authority to issue or buy back the Company’s shares requires an appropriate
resolution to be passed by shareholders. Proposals for the renewal of the
Board’s current authorities to issue and buy back shares are set out in the
Notice of AGM on pages 97 to 100 of the Annual Report. Any issuance of shares,
whether new shares or the re-issuance of treasury shares, will only be made at
prices greater than the prevailing cum income NAV per share (with debt at fair
value).
Substantial Shareholders
As at 31 December 2025, the Company had been notified of the following
substantial interest in the Company’s voting right. There have not been any
new holdings notified between the year end and the date of this report.
Number of Percentage of
ordinary shares voting rights
Raymond James Wealth Management Limited 8,618,809 3.0
This table reflects those shareholders who have notified the Company of a
substantial interest in its shares when they have crossed certain thresholds
and may not reflect their current holding. The table does not reflect the full
range of investors in the Company. The shareholder register is principally
comprised of private wealth managers and retail investors owning their shares
through a variety of online platforms.
Management Arrangements
Under the terms of the Portfolio Management Agreement, Redwheel is paid a
management fee equal to 0.325% per annum of the Company’s total assets. The
Portfolio Management Agreement may be terminated on six months’ notice. The
Portfolio Management Agreement is also capable of termination in certain
circumstances including in the event that both Nick Purves and Ian Lance cease
to be responsible for the management of the Company’s assets or otherwise
become incapacitated.
Under the terms of the AIFM agreement, Frostrow Capital LLP (‘Frostrow’)
are paid 0.125% of market capitalisation up to £250m and 0.1% of market
capitalisation above £250m.
Continued Appointment of the AIFM and Portfolio Manager
The Board keeps the performance of the Portfolio Manager and the AIFM under
continual review, and the Management Engagement Committee conducts an annual
appraisal of their performance, and makes a recommendation to the Board about
their continuing appointment.
It is the opinion of the Board that the continuing appointment of the
Portfolio Manager, on the existing terms, is in the best interests of
shareholders as a whole. The reasons for this view are that the Portfolio
Manager has executed the investment strategy according to the Board’s
expectations and has produced positive returns relative to the broader market.
The Company appointed Frostrow as its AIFM with effect from 1 July 2023.
Frostrow is also responsible for the Company’s marketing and distribution
strategy. It is the Directors’ opinion that the continuing appointment of
Frostrow as AIFM is also in the best interests of the Company and its
shareholders as a whole.
Requirements of the UK Listing Rules
UK Listing Rule 6.6.6 requires the Company to include certain information in a
single identifiable section of the Annual Report or a cross reference table
indicating where the information is set out. The Directors confirm that there
are no disclosures to be made in this regard.
Streamlined Energy and Carbon Reporting
The Company’s approach to ESG is set out on page 22 of the Annual Report.
Stakeholder Engagement
While the Company has no employees, or customers, the Directors give regular
consideration to the need to foster the Company’s business relationships
with its stakeholders. The effect of this consideration upon the principal
decisions taken by the Company during the financial year is set out in further
detail in the Strategic Report on page 33 of the Annual Report.
Financial Risk Management
Information about the Company’s financial risk management objectives and
policies is set out in note 20 to the Financial Statements.
Disclosure of Information to the Auditor
The Directors who held office at the date of the approval of the Annual Report
confirm that, so far as they are aware, there is no relevant audit information
of which the Company’s Auditor is unaware, and each Director has taken all
reasonable steps that he/ she ought to have taken as a Director to make
himself/herself aware of any relevant audit information and to establish that
the Company’s Auditor is aware of that information.
Post Balance Sheet Events
Post balance sheet events are disclosed in note 21 on page 95 of the Annual
Report.
Future Developments
Details on the outlook of the Company are set out in the Chair’s Statement
and the Portfolio Manager’s Report.
Annual General Meeting (“AGM”)
The Notice of the AGM of the Company to be held on 5 May 2026 is on pages 97
to 100 of the Annual Report. In particular, resolutions regarding the
following items of business will also be proposed.
Dividend Policy
Resolution 11 set out in the Notice of AGM is for shareholders to approve the
Company’s dividend policy which authorises Directors of the Company to
declare and pay all dividends of the Company as interim dividends, and for the
last dividend referable to a financial year to not be categorised as a final
dividend.
As set out in the Chair’s Statement, it is confirmed that the dividend
policy continues the enhancement of the Company’s quarterly interim
dividends by the distribution of 3.0p per share per annum to be sourced from
the Company’s distributable capital reserves.
Authority to Allot Shares
Resolutions 12 and 13 set out in the Notice of AGM are ordinary resolutions
and will, if both are passed, authorise the Directors to allot up to a total
of 59,543,874 ordinary shares with a nominal value of £2,977,194 or a total
of 20% of the Company’s ordinary shares in issue at the date at which the
resolutions are passed. This will replace the current authority granted to the
Directors at the last AGM. These authorities will expire at the AGM to be held
in 2027 when resolutions to renew the authorities will be proposed.
The Directors intend to use the authorities whenever they believe they would
be in the best interests of shareholders to do so. Any such issuances would
only be made at prices greater than the prevailing NAV per share at the time
of issue, including current year income, as adjusted for the market value of
the Company’s debt and would therefore increase the assets underlying each
share. The issue proceeds would be available for investment in line with the
Company’s investment policy.
Authority to Disapply Pre-Emption Rights
When shares are to be allotted for cash, the Companies Act 2006 requires such
new shares to be offered first to existing shareholders in proportion to their
existing holdings of ordinary shares.
However, in certain circumstances, it is beneficial to allot shares for cash
otherwise than by pro rata to existing shareholders and the ordinary
shareholders can, by special resolution, waive their pre-emption rights.
Resolutions 15 and 16 set out in the Notice of AGM are special resolutions and
will, if both are passed, authorise the Directors to allot up to a total of
59,543,874 ordinary shares with a nominal value of £2,977,194 or a total of
20% of the Company’s ordinary shares in issue at the date at which the
resolutions are passed, for cash on a non-pre-emptive basis. This will replace
the current authority granted to the Directors at the last AGM. These
authorities will expire at the AGM to be held in 2027 when resolutions to
renew the authorities will be proposed.
The Directors intend to use these authorities whenever they believe they would
be in the best interests of shareholders to do so. Any such issuances
(including the re-issuance of shares held in treasury) would only be made at
prices greater than the prevailing NAV per share (with debt at fair value) at
the time of issue, including current year income, and would therefore increase
the assets underlying each share. The issue proceeds would be available for
investment in line with the Company’s investment policy.
No issuances of shares will be made which would alter the control of the
Company without the prior approval of shareholders in general meeting.
Authority to Purchase the Company’s Own Shares
The Directors consider it desirable to give the Company the opportunity to buy
back shares in circumstances where the shares may be bought for a price which
is below the NAV per share of the Company. The purchase of ordinary shares is
intended to reduce the discount at which ordinary shares trade in the market
through the Company becoming a source of demand for such shares, as well as
being accretive to the NAV per share. During the year, the Company continued
to buy back shares for this purpose with the shares being held in treasury.
Resolution 17 set out in the Notice of AGM is a special resolution and will,
if passed, authorise the Directors to buy back up to 14.99% of the Company’s
shares in issue at the date at which the resolution is passed. This will
replace the current authority granted to the Directors at the last AGM. This
authority will expire at the AGM to be held in 2026 when a resolution to renew
the authority will be proposed. 791,246 shares were bought back under this
authority during the year. The maximum price (exclusive of expenses) which may
be paid by the Company in relation to any such purchase is the higher of:
i) 5% above the average of the mid-market
value of shares for the five business days before the day of purchase; or
ii) the higher of the price of the last independent trade
and the highest current independent bid on the London Stock Exchange.
The minimum price which may be paid for an ordinary share is the nominal value
of 5p each.
The decision as to whether to buy back any ordinary shares is at the
discretion of the Board. Ordinary shares bought back in accordance with the
authority granted to the Board will either be held in treasury or cancelled.
Shares held in treasury may be reissued from treasury but will only be
reissued at a price that is in excess of the Company’s then prevailing NAV
per share with debt at fair value, including current year income. This
authority will expire at the AGM to be held in 2027 when a resolution to renew
the authority will be proposed.
Directors’ Fees
An ordinary resolution will be proposed at the AGM to increase the aggregate
limit on the fees paid to the Directors from £250,000 pa to £350,000 pa.
This aggregate limit has not been increased since 2009. See page 61 of the
Annual Report for more information.
Notice Period for General Meetings
Under the Companies Act 2006, the notice period of general meetings (other
than an AGM) is 21 clear days’ notice unless the Company: (i) has gained
shareholder approval for the holding of general meetings on a shorter notice
period (subject to a minimum of 14 clear days’ notice) by passing a special
resolution at the most recent AGM; and (ii) offers the facility for all
shareholders to vote by electronic means.
The Company would like the ability to call general meetings (other than an
AGM) on less than 21 clear days’ notice. The shorter notice period proposed
by Resolution 18, a special resolution, would not be used as a matter of
routine, but only where the flexibility is merited taking into account the
business of the meeting and is thought to be in the interests of shareholders
as a whole. The approval will be effective until the end of the AGM to be held
in 2027, when it is intended that a similar resolution will be proposed.
How to Vote
If you hold your shares directly you will have received a paper proxy form or
voting instruction card. For this year’s Annual General Meeting you should
ensure that this is returned to the Registrar, Equiniti, before 10.30am on 30
April 2026. Alternatively, you can vote online at
www.shareview.co.uk . Shareholders will require their
Shareholder Reference Number, which can be found on the personalised proxy
form or voting instruction card, to access this service. Before a proxy can be
appointed, shareholders will be asked to agree to the terms and conditions for
electronic proxy appointment. The use of the electronic proxy appointment
service offered through Equiniti Limited, the Company’s registrar, is
entirely voluntary. If you hold your shares via an investment platform or a
nominee, you should contact them to inquire about arrangements to vote.
Recommendation
The Board considers the resolutions to be proposed at the AGM to be in the
best interests of the Company and its shareholders as a whole. Accordingly,
the Directors unanimously recommend that shareholders should vote in favour of
the resolutions to be proposed at the AGM, as they intend to do so in respect
of their own beneficial holdings.
On behalf of the Board
Charles Cade
Chair
19 March 2026
Statement of Comprehensive Income
2025 2024
Revenue Capital Total Revenue Capital Total
Notes £000 £000 £000 £000 £000 £000
Total Income 4 45,054 – 45,054 38,981 – 38,981
Profit on investments 12 – 243,136 243,136 – 110,111 110,111
Currency exchange loss – (423) (423) – (128) (128)
Total income 45,054 242,713 287,767 38,981 109,983 148,964
Expenses
Portfolio management fees 6 (1,343) (2,015) (3,358) (1,128) (1,691) (2,819)
Other expenses 7 (1,541) (1,569) (3,110) (1,419) (885) (2,304)
Profit before finance costs and tax 42,170 239,129 281,299 36,434 107,407 143,841
Finance costs 8 (1,124) (1,685) (2,809) (1,123) (1,684) (2,807)
Profit before tax 41,046 237,444 278,490 35,311 105,723 141,034
Tax 9 (1,777) – (1,777) (1,488) – (1,488)
Profit for the year 39,269 237,444 276,713 33,823 105,723 139,546
Earnings per share 11 13.8p 83.2p 97.0p 11.8p 36.8p 48.6p
The total column of this statement represents the Statement of Comprehensive
Income prepared in accordance with IFRS. The supplementary revenue return and
capital return columns are both prepared under guidance issued by the AIC. All
items in the above statement derive from continuing operations.
No operations were acquired or discontinued during the year.
The Company does not have any income or expense that is not included in profit
for the year. Accordingly, the profit for the year is also the Total
Comprehensive Income for the year, as defined in IAS1 (revised).
The notes form an integral part of the financial statements.
Statement of Changes in Equity
Notes Called-up share Share Capital reserves Revenue reserve Total equity
capital premium account
£’000 £’000 £’000 £’000 £’000
At 1 January 2024 16,719 96,040 595,294 12,651 720,704
Total comprehensive income for the year – – 105,723 33,823 139,546
Cost of shares bought back for treasury – – (12,708) – (12,708)
Dividends paid 10 – – – (30,817) (30,817)
At 31 December 2024 16,719 96,040 688,309 15,657 816,725
Total comprehensive income for the year – – 237,444 39,269 276,713
Cost of shares bought back for treasury – – (2,171) (2,171)
Net proceeds of sale of shares from treasury – 6,983 11,591 18,574
Dividends paid 10 – – (6,422) (34,227) (40,649)
At 31 December 2025 16,719 103,023 928,751 20,699 1,069,192
As at 31 December 2025, the Company had distributable revenue reserves of
£20,699,000 (2024: £15,657,000) and distributable capital reserves of
£928,751,000 (2024: £668,309,000) for the payment of future dividends. Only
the revenue reserve and capital reserves are distributable.
The notes form an integral part of the financial statements.
Statement of Financial Position
31 December 2025 31 December 2024
Notes £’000 £’000 £’000 £’000
Non-current assets
Investments at fair value through profit or loss 12 1,114,430 880,603
Current assets
Investments at fair value through profit or loss 12 14,462 4,202
Cash and cash equivalents 12,782 6,354
Receivables 13 4,334 2,059
31,578 12,615
Total assets 1,146,008 893,218
Current liabilities
Payables 14 (1,998) (1,712)
Total assets less current liabilities 1,144,010 891,506
Non-current liabilities
Interest bearing borrowings 15 (74,818) (74,781)
Net assets 1,069,192 816,725
Capital and reserves
Ordinary share capital 16 16,719 16,719
Share premium 103,023 96,040
Capital reserves 928,751 688,309
Revenue reserve 20,699 15,657
Total equity attributable to equity holders 1,069,192 816,725
NAV per share 18 369.1p 286.2p
NAV per share with debt at fair value 1 18 373.4p 291.1p
1 Alternative Performance Measure – See glossary of
terms for definition and more information.
The notes form an integral part of the financial statements.
The financial statements of Temple Bar Investment Trust Plc (registered
number: 00214601) were approved by the Board of Directors and authorised for
issue on 19 March 2026. They were signed on its behalf by:
Charles Cade
Chair
Statement of Cash Flows
31 December 2025 31 December 2024
Notes £’000 £’000 £’000 £’000
Cash flows from operating activities
Profit before tax 278,490 141,034
Adjustments for:
Gains on investments (243,136) (110,111)
Finance costs 2,809 2,807
Dividend income 4 (44,756) (38,635)
Interest income 4 (298) (346)
Dividends received 42,855 38,999
Interest received 119 516
(Increase)/decrease in other receivables (344) 407
Increase/(decrease) in other payables 287 (652)
Net overseas withholding tax paid 9 (1,777) (1,488)
(244,241) (108,503)
Net cash flows from operating activities 34,249 32,531
Purchases of investments (325,858) (108,442)
Sales of investments 325,056 124,317
Net cash flows (used in)/from investing activities (802) 15,875
Cash flows from financing activities
Equity dividends paid 10 (40,649) (30,817)
Interest paid on borrowings (2,773) (2,772)
Shares bought back for treasury (2,171) (12,738)
Shares issued from treasury 18,574 –
Net cash flows used in financing activities (27,019) (46,327)
Net increase in cash and cash equivalents 6,428 2,079
Cash and cash equivalents at the start of the year 6,354 4,275
Cash and cash equivalents at the end of the year 12,782 6,354
The notes form an integral part of the financial statements.
Notes to the Financial Statements
General information
Temple Bar Investment Trust Plc was incorporated in England and Wales in 1926
with the registered number 00214601.
The Company carries on the business as an investment trust company within the
meaning of Sections 1158/1159 of the Corporation Tax Act 2010.
1. Principal Accounting Policies
Basis of accounting
The financial statements have been prepared on a going concern basis, under
the historical cost convention, modified by the valuation of investments at
fair value, prepared in accordance with UK adopted international accounting
standards.
The annual financial statements have also been prepared in accordance with the
AIC SORP for investment trusts issued by the AIC in July 2022, except to any
extent where it is not consistent with the requirements of IFRS. The principal
accounting policies adopted by the Company are set out below.
All values are rounded to the nearest thousand pounds unless otherwise
indicated.
Going concern
The Directors are required to make an assessment of the Company’s ability to
continue as a going concern and that the Company has adequate resources to
continue in operational existence for 12 months from the date when these
financial statements are approved.
In making this assessment, the Directors have considered a wide variety of
emerging and current risks to the Company, as well as mitigation strategies
that are in place. The Board has also reviewed stress-testing and scenario
analyses prepared by the AIFM to assist it in assessing the impact of changes
in market value and income with associated cash flows. In making this
assessment, the AIFM has considered plausible downside scenarios.
These tests are carried out as an arithmetic exercise, which can apply equally
to any set of circumstances in which asset value and income are significantly
impaired. It was concluded that in a plausible downside scenario, the Company
could continue to meet its liabilities. Whilst the economic future is
uncertain, the opinion of the Directors is that no foreseeable downside
scenario would be to a level which would threaten the Company’s ability to
continue to meet its liabilities as they fall due.
Based on the information available to the Directors at the time of this
report, including the results of the stress tests and scenario analyses, and
having taken account of the liquidity of the investment portfolio, the
Company’s cash flow and borrowing position (see notes 8 and 15 for further
details on borrowings), the Directors are satisfied that the Company has
adequate financial resources to continue in operation for 12 months from the
date of signing of these financial statements and that, accordingly, it is
appropriate to adopt the going concern basis.
Presentation of Statement of Comprehensive Income
In order to better reflect the activities of an investment trust company and
in accordance with guidance issued by the AIC, supplementary information which
analyses the Statement of Comprehensive Income between items of a revenue and
capital nature has been presented alongside the Statement of Comprehensive
Income.
Income
Dividend income from investments is recognised when the Company’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 income is recognised in line with coupon terms on a time-apportioned
basis using the effective interest method. Special dividends are credited to
capital or revenue according to their circumstances.
Foreign currency
The financial statements are prepared in pounds sterling because that is the
currency of the primary economic environment in which the Company operates.
The primary objective of the Company is to generate returns in pounds
sterling, its capital-raising currency. The liquidity of the Company is
managed on a day-to-day basis in sterling as the Company’s performance is
evaluated in that currency. Therefore, the Directors consider pounds sterling
as the currency that most faithfully represents the economic effects of the
underlying transactions, events and conditions.
Transactions involving foreign currencies are converted at the exchange rate
ruling at the date of the transaction. Foreign currency monetary assets and
liabilities as well as instruments carried at fair value are translated into
pounds sterling at the exchange rate ruling on the year-end date. Foreign
exchange differences arising on translation are recognised in the Statement of
Comprehensive Income.
Expenses
All expenses are accounted for on the accruals basis. In respect of the
analysis between revenue and capital items presented within the Statement of
Comprehensive Income, all expenses have been presented as revenue items except
as follows:
* transaction costs which are incurred on the purchases or sales of
investments designated as fair value through profit or loss are expensed to
capital in the Statement of Comprehensive Income; and
* expenses are split and presented partly as capital items where a
connection with the maintenance or enhancement of the value of the investments
held can be demonstrated and, accordingly, the investment management fee and
finance costs have been allocated 40% to revenue and 60% to capital, in order
to reflect the Directors’ long-term view of the nature of the expected
investment returns of the Company; this remains consistent with the prior
year.
Taxation
The tax expense represents the sum of the current tax expense. The tax
currently payable is based on the taxable profit for the year. The taxable
profit differs from profit before tax as reported in the Statement of
Comprehensive Income because it excludes items of income or expense that are
taxable or deductible in other years and it further excludes items that are
never taxable or deductible. The Company’s liability for current tax is
calculated using a blended rate as applicable throughout the year.
In line with the recommendations of the SORP, the allocation method used to
calculate tax relief on expenses presented against capital returns in the
supplementary information in the Statement of Comprehensive Income is the
‘marginal basis’. Under this basis, if taxable income is capable of being
entirely offset by expenses in the revenue column of the income statement,
then no tax relief is transferred to the capital column.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit and is accounted for using the balance sheet liability method. Deferred
tax liabilities are recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against which deductible temporary
differences can be utilised.
Deferred tax is calculated at the enacted tax rate that is expected to apply
in the period when the liability is settled or the asset is realised. Deferred
tax is charged or credited in the revenue return of the Statement of
Comprehensive Income, except when it relates to items charged or credited
directly to equity, in which case the deferred tax is also dealt with in
equity.
* Investment trusts which have approval under Section 1158 of the
Corporation Tax Act 2010 are not liable for taxation on capital gains.
* Irrecoverable withholding tax is recognised on any overseas
dividends on an accruals basis using the applicable rate for the country of
origin.
Financial instruments
The Company classifies its financial assets as subsequently measured at
amortised cost or measured at fair value through profit or loss on the basis
of its business model for managing the financial assets and the contractual
cash flow characteristics of the financial asset. Financial assets are
measured at fair value through profit or loss if their contractual terms do
not give rise to cash flows on specified dates that are solely payments of
principal and interest and at amortised cost if they do. Financial assets and
financial liabilities are recognised in the Statement of Financial Position
when the Company becomes party to the contractual provisions of the
instrument. The Company will offset financial assets and financial liabilities
if it has a legally enforceable right to offset the recognised amounts and
interest and intends to settle on a net basis. A financial asset is
derecognised when the right to receive cash flows from the asset expires or
the rights to receive cash flows from the asset have been transferred and a
financial liability is derecognised when the obligation under the liability is
discharged, cancelled or expired.
Investments
Equity investments are held at fair value through profit or loss as they fail
the contractual cash flows test under IFRS 9. Debt instruments that pass the
contractual cash flow test are held under a business model to manage them on a
fair value basis for investment income and fair value gains and are therefore
classified as fair value through profit or loss.
Upon initial recognition, investments are measured at fair value. Gains or
losses on investments measured at fair value through profit or loss are
included in net profit or loss as a capital item and transaction costs on
acquisition or disposal of investments are expensed. For investments that are
actively traded in organised financial markets, fair value is determined by
reference to stock exchange quoted market bid prices at the close of business
on the year-end date.
All purchases and sales of investments are recognised on the trade date, i.e.
the date that the Company commits to purchase or sell an asset.
Financial liabilities and equity instruments
Financial liabilities and equity instruments are classified according to the
substance of the contractual arrangements entered into. An equity instrument
is any contract that evidences a residual interest in the assets of the
Company after deducting all of its liabilities.
Interest bearing borrowings
Interest bearing borrowings, being the debenture stock and loans issued by the
Company, are initially recognised at a fair value equivalent to the proceeds
received net of issue costs associated with the borrowings. After initial
recognition, interest bearing borrowings are subsequently measured at
amortised cost using the effective interest rate method.
When calculating the NAV with debt at fair value the fair value of the private
placement loans is determined using discounted cash flow techniques which
utilise inputs including interest rates obtained from comparable loans in the
market.
Equity dividends payable
Equity dividends payable are recognised when the shareholders’ right to
receive payment is established. For interim dividends this is when they are
paid and for final dividends this is when they are approved by shareholders.
Cash and cash equivalents
Cash and cash equivalents (which are presented as a single class of asset on
the Statement of Financial Position) comprise cash at bank and in hand, and
deposits with an original maturity of three months or less.
The carrying value of these assets approximates their fair value.
Reserves
The share capital represents the nominal value of the Company’s ordinary
shares.
The share premium account represents the excess over nominal value of the fair
value of consideration received for the Company’s ordinary shares, net of
expenses of the share issue. This reserve cannot be distributed.
The capital reserve represents realised and unrealised capital and exchange
gains and losses on the disposal and revaluation of investments and of foreign
currency items. ‘Realised’ gains include gains and losses resulting from
changes in fair value, to the extent that they are readily convertible to
cash. Realised gains can be distributed, unrealised gains cannot be
distributed.
The revenue reserve represents retained profits from the income derived from
holding investment assets less the costs and interest on cash balances
associated with running the Company. This reserve can be distributed.
2. Significant Accounting Judgements, Estimates and Assumptions
There are no significant judgements, estimates or assumptions involved in the
presentation of the Company’s accounts, other than the judgement on the
functional and presentational currency of the Company as set out in the
preceding note.
3. Adoption of New and Revised Standards New standards, interpretations and
amendments adopted from 1
January 2025
There are no new standards impacting the Company that have had a significant
effect on the annual financial statements for the year ended 31 December 2025.
Standards issued but not yet effective
IFRS 18 – Presentation and disclosure in financial statements (effective 1
January 2027). The IASB issued IFRS 18, which replaces IAS 1 Presentation of
Financial Statements. IFRS 18 introduces new requirements for presentation
within the statement of profit or loss, including specified totals and
subtotals. Furthermore, entities are required to classify all income and
expenses within the statement of profit or loss into one of five categories:
operating, investing, financing, income taxes and discontinued operations,
whereof the first three are new. It also requires disclosure of newly defined
management defined performance measures, subtotals of income and expenses, and
includes new requirements for aggregation and disaggregation of financial
information based on the identified ‘roles’ of the primary financial
statements and the notes.
This standard is expected to result in material changes to the presentation of
the primary financial statements and note disclosures, however, it is not
expected to have a material impact on the Company.
4. Income
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Investment Income
UK dividends 28,140 – 28,140 24,718 – 24,718
Overseas dividends 16,616 – 16,616 13,917 – 13,917
Interest from fixed-interest securities 287 – 287 297 – 297
45,043 – 45,043 38,932 – 38,932
Other income
Deposit interest 11 – 11 49 – 49
Total income 45,054 – 45,054 38,981 – 38,981
During the year ended 31 December 2025, the Company received no special
dividends (2024: £nil).
5. Segmental Reporting
The Directors are of the opinion that the Company is engaged in a single
segment of business being investment business.
6. Portfolio Management Fee
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Portfolio management fee 1,343 2,015 3,358 1,128 1,691 2,819
1,343 2,015 3,358 1,128 1,691 2,819
Under the terms of the Portfolio Management Agreement, Redwheel is entitled to
a management fee, details of which are set out in the Directors’ Report. As
at 31 December 2025, an amount of £937,000 (2024: £728,000) was payable to
Redwheel in relation to the management fees.
7. Other Expenses
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Transaction costs on fair value through profit or loss assets 1 – 947 947 – 386 386
Directors’ fees
(see Report on Directors’ Remuneration) 171 – 171 152 – 152
AIFM fee 414 622 1,036 333 499 832
Registrar’s fee 112 – 112 159 – 159
Marketing costs 95 – 95 109 – 109
Auditor’s remuneration – annual audit2 58 – 58 56 – 56
Depositary fee 109 – 109 96 – 96
Other expenses 582 – 582 514 – 514
1,541 1,569 3,110 1,419 885 2,304
All expenses are inclusive of VAT where applicable.
1 Transaction costs represent costs
incurred on both the purchase and sale of investments. Transaction costs on
purchases amounted to £841,000 (2024: £349,000) and on sales amounted to
£106,000 (2024: £37,000).
2 During the year audit fees of £48,100 (2024: £46,500)
(excluding VAT) were due to the Auditor.
8. Finance Costs
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
4.05% Private Placement Loan 2028 823 1,234 2,057 823 1,233 2,056
2.99% Private Placement Loan 2047 301 451 752 300 451 751
Total finance costs 1,124 1,685 2,809 1,123 1,684 2,807
The amortisation of the loan issue costs is calculated using the effective
interest method.
9. Taxation
The Company has no corporation tax liability for the year ended 31 December
2025 (2024: nil).
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Analysis of charge for the year:
Overseas withholding tax suffered 1,777 – 1,777 1,488 – 1,488
1,777 – 1,777 1,488 – 1,488
The charge for the year can be reconciled to the profit per the Statement of
Comprehensive Income as follows:
2025 2024
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Profit before taxation 41,046 237,444 278,490 35,311 105,723 141,034
Tax at UK corporation tax rate of 25% (2024: 25%) 10,261 59,360 69,621 8,828 26,430 35,258
Tax effects of:
Non–taxable gains on investments¹ – (60,678) (60,678) – (27,496) (27,496)
Disallowed expenses – 237 237 – 96 96
Non–taxable UK dividends (7,035) – (7,035) (6,180) – (6,180)
Overseas withholding tax suffered 1,777 – 1,777 1,488 – 1,488
Non–taxable overseas dividends (4,154) – (4,154) (3,479) – (3,479)
Excess management expenses 928 1,081 2,009 831 970 1,801
Total tax charge for the year 1,777 – 1,777 1,488 – 1,488
1 Investment trusts are not subject to corporation tax on
these items.
No provision for deferred taxation has been made in the current year. The
Company has not provided for deferred tax on capital profits arising on the
revaluation of investments, as it is exempt from tax on these items because of
its status as an investment trust company.
The Company has not recognised a deferred tax asset as at 31 December 2025 on
the excess management expenses of £144,747,000 (2024: £137,227,000). The
Company is not expected to generate sufficient taxable income in the near
future periods in excess of the available deductible expenses and accordingly,
the Company is unlikely to be able to reduce future tax liabilities through
the use of existing surplus expenses.
10. Dividends
2025 2024
£’000 £’000
Amounts recognised as distributions to equity holders in the year
Fourth interim dividend for year ended 31 December 2024 of 3.0p per share (2024: Fourth interim dividend for year ended 31 December 2023 of 2.5p per share) 8,538 7,212
Interim dividends for year ended 31 December 2025 of three payments of 3.75p per share (2024: One payment of 2.5p, one payment of 2.75p and one payment of 3.0p per share) 32,111 23,605
40,649 30,817
Fourth interim dividend for the year ended 31 December 2025 of 3.75p (Fourth interim dividend 2024: 3.0p per share) 11,146 8,538
The fourth interim dividend is not included as a liability in these financial
statements.
Therefore, also set out below is the total dividend payable in respect of
these financial years, which is the basis on which the requirements of Section
1158 of the Corporation Tax Act 2010 are considered.
2025 2024
£’000 £’000
Interim dividends (three) 32,111 23,605
Fourth interim dividend for year ended 31 December 2025 of 3.75p (2024: 3.0p) per share 11,146 8,538
43,257 32,143
11. Earnings per Share
2025 2024
Revenue Capital Total Revenue Capital Total
Basic and diluted
Profit for the year (£000’s) 39,269 237,444 276,713 33,823 105,723 139,546
Weighted average number of ordinary shares 285,271,120 286,995,073
Earnings per ordinary share (pence) 13.8 83.2 97.0 11.8 36.8 48.6
12. Investments
(a) Investment portfolio summary
2025 2024
Quoted Debt Quoted Debt
equities securities Total equities securities Total
£’000 £’000 £’000 £’000 £’000 £’000
Opening cost at the beginning of the year 764,962 4,203 769,165 733,313 13,652 746,965
Opening unrealised appreciation/(depreciation) at the beginning of the year 115,641 (1) 115,640 43,562 61 43,623
Opening fair value at the beginning of the year 880,603 4,202 884,805 776,875 13,713 790,588
Movements in the year:
Purchases at cost 304,981 21,026 326,007 100,405 8,018 108,423
Sales proceeds (314,262) (10,794) (325,056) (106,870) (17,447) (124,317)
Realised gain/(loss) on sale of investments 89,819 3 89,822 38,114 (20) 38,094
Change in unrealised appreciation/(depreciation) 153,289 25 153,314 72,079 (62) 72,017
Closing fair value at the end of the year 1,114,430 14,462 1,128,892 880,603 4,202 884,805
Closing cost at the end of the year 845,500 14,438 859,938 764,962 4,203 769,165
Closing unrealised appreciation/(depreciation) at the end of the year 268,930 24 268,954 115,641 (1) 115,640
Closing fair value at the end of the year 1,114,430 14,462 1,128,892 880,603 4,202 884,805
The Company received £325,056,000 (2024: £124,317,000) from investments sold
in the year. The book cost of these investments when they were purchased was
£235,234,000 (2024: £86,223,000 ). These investments have been revalued over
time and until they were sold any gains/losses were included in the fair value
of the investments.
(b) Fair value of financial instruments
IFRS 13 requires an entity to classify fair value measurements using a fair
value hierarchy that reflects the significance of the inputs used in making
the measurements. The fair value hierarchy has the following classifications:
* Level 1 – valued using quoted prices in active markets for
identical investments.
* Level 2 – valued using other significant observable inputs
(including quoted prices for similar investments, interest rates, prepayments,
credit risk, etc). There are no level 2 financial assets (2024: £nil).
* Level 3 – valued using significant unobservable inputs
(including the Company’s own assumptions in determining the fair value of
investments). There are no level 3 financial assets (2024: £nil).
All of the Company’s investments are in quoted securities actively traded on
recognised stock exchanges, with their fair value being determined by
reference to their quoted bid prices at the reporting date and have therefore
been determined as Level 1.
There were no transfers between levels in the year (2024: no transfers) and as
such no reconciliation between levels has been presented.
13. Receivables
2025 2024
£’000 £’000
Accrued income 3,355 1,424
Other receivables 979 635
4,334 2,059
Accrued income includes dividends and fixed-interest income.
14. Current Liabilities
2025 2024
£’000 £’000
Accruals 1,998 1,711
Due to broker – 1
1,998 1,712
Accruals include the interest payable on borrowings amount to £800,000 (2024:
£800,000).
15. Borrowings
2025 2024
£’000 £’000
Interest bearing borrowings
Amounts payable after more than one year:
4.05% Private Placement Loan 2028 1 49,914 49,882
2.99% Private Placement Loan 2047 1 24,904 24,899
Total 74,818 74,781
2025 2024
£’000 £’000
Opening balance as per the Statement of Financial Position 74,781 74,744
Interest movement (2,772) (2,770)
Finance costs for the year as per the Statement of Comprehensive Income 2,809 2,807
Closing balance as per the Statement of Financial Position 74,818 74,781
The 4.05% Private Placement Loan is secured by a floating charge over the
assets of the Company. The loan is repayable at par, £50,000,000, on 3
September 2028.
The 2.99% Private Placement Loan is secured by a floating charge over the
assets of the Company. The loan is repayable at par, £25,000,000, on 24
October 2047.
See note 20 for the disclosure and fair value categorisation of the financial
liabilities.
1 The 4.05% and 2.99% Private Placement
Loans contain the following principal financial or other covenants, with which
failure to comply could necessitate the early repayment of the loan.
These were all complied with during the current and previous year:
· net tangible assets of at least £275 million;
· aggregate principal amount of financial indebtedness
not to exceed 50% of net tangible assets;
· prior approval by the note holder of any change of
Portfolio Manager; and
· prior approval by the note holder of any change in the
Company’s investment objective and policy.
16. Ordinary Share Capital
2025 2024
Number of shares Number of shares
As at 1 January 285,395,624 290,612,881
Purchase of shares into treasury (791,246) (5,217,257)
Sale of shares from treasury 5,045,000 –
As at year-end:
In circulation 289,649,378 285,395,624
In Treasury 44,714,447 48,968,201
Listed 334,363,825 334,363,825
Nominal Value of 5p ordinary shares (£’000) 16,719 16,719
During the year, the Company bought back ordinary shares at a cost of
£2,171,000 (Year ended 31 December 2024: £12,708,000). During the year, the
Company reissued ordinary shares from treasury for £18,574,000 (Year ended 31
December 2024: £Nil).
17. Contingent Liabilities And Capital Commitments
As at 31 December 2025, there were no contingent liabilities or capital
commitments for the Company (2024: £nil).
18. Net asset value (“NAV”) per share
The NAV per share is based on the net assets attributable to the equity
shareholders of £1,069,192,000 (31 December 2024: £816,725,000) and
289,649,378 (31 December 2024: 285,395,624) shares being the number of shares
in issue at the year-end.
The NAV per share with debt at fair value is based on the net assets
attributable to the equity shareholders, adjusted for the difference between
the debt at book value and fair value as shown in note 20, and the number of
shares in issue at the year-end. Adjusting for debt at fair value resulted in
an increase in net assets of £12,225,000 or 4.2p per share (31 December 2024:
increase of £14,039,000 or 4.9p per share).
19. Related Party Transactions
The Board of Directors are defined as a related party. Under the FCA Listing
Rules, the Manager is also defined as a related party. However, under the AIC
SORP, in accordance with which these financial statements are prepared, the
Manager is not considered to be a related party. Accordingly, the disclosure
required are set out below:
Directors – The remuneration of the Directors is set out
in the Report on Directors’
Remuneration on pages 60 to 62 of the Annual Report. There were no contracts
existing during or at the end of the year in which a Director of the Company
is or was interested and which are or were significant in relation to the
Company’s business. There were no other material transactions during the
year with the Directors of the Company. See page 62 of the Annual Report for
details of Directors’ shareholdings.
At 31 December 2025, there was £nil (2024: £nil) payable to the Directors
for fees and expenses.
20. Risk Management and Financial Instruments
The Company’s investing activities undertaken in pursuit of its investment
objective, as set out on page 2 of the Annual Report, involve certain inherent
risks. The main financial risks arising from the Company’s financial
instruments are market price risk, interest rate risk, liquidity risk, credit
risk and currency risk. The Board reviews and agrees policies for managing
each of these risks as summarised below. The Board has also established a
series of investment parameters, which are reviewed annually, designed to
limit the risk inherent in managing a portfolio of investments. These policies
have remained substantially unchanged during the current and preceding
periods. The Board meets on four scheduled occasions in each year and at each
meeting it receives sufficient financial and statistical information to enable
it to monitor adequately the investment performance and status of the
business.
Market price risk
Market price risk arises mainly from uncertainty about future prices of
financial instruments used in the Company’s business. It represents the
potential loss the Company might suffer through holding market positions in
the face of price movements. The Company’s borrowings have the effect of
increasing the market risk faced by shareholders.
Interest rate risk
Interest rate risk is the risk of movements in the value of financial
instruments or interest income cash flows that arise as a result of
fluctuations in interest rates. The Company finances its operations through
retained profits including capital profits, and additional financing is
obtained through the two Private Placement Loans, on both of which interest is
paid at a fixed rate and therefore subject to fair value interest rate risk.
Cash flow interest rate risk
The majority of the Company’s financial assets are equity shares and other
investments which neither pay interest nor have a maturity date. The
Company’s fixed-interest holdings have a market value of £14,462,000,
representing 1.35% of net assets (2024: £4,202,000; 0.51%). The weighted
average running yield as at 31 December 2025 was 1.5% (2024: 5.0%) and the
weighted average remaining life was 0.6 years (2024: 0.5 years). The
Company’s cash balance of £12,782,000 (2024: £6,354,000) earns interest,
calculated on a tiered basis, depending on the balance held, by reference to
the base rate. Cashflow interest rate risk is not considered a significant
risk to the Company.
Fair value interest rate risk
The Company is exposed to fair value interest rate risk through its fixed-rate
borrowings and its investments in debt securities. The 4.05% Private Placement
Loan and the 2.99% Private Placement Loan, which are repayable in 2028 and
2047 respectively, pay interest at fixed rates. The weighted
average period until maturity of the loans is 9 years (2024: 10 years) and the
weighted average interest rate payable is 3.7% (2024: 3.7%) per annum. The
fair value of the loans will vary with changes in interest rates. As interest
rates increase the fair value of the loan liability is expected to decrease,
while when interest rates decrease the fair value of the loan liability is
expected to increase. In addition, the Company's investments in fixed-rate
gilts are also measured at fair value and are subject to interest rate risk.
The fair value of the borrowings and the debt investments, are used for
disclosure purposes only in the Annual Report, and therefore this risk will
not impact the measurement of the financial statements.
Liquidity risk
The Company’s assets comprise mainly readily realisable securities, which
can be sold to meet funding commitments if necessary. Short-term flexibility
is achieved through the use of cash balances and short-term bank deposits.
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to
discharge an obligation and cause the other party to
incur a financial loss. This is mitigated by the Portfolio Manager reviewing
the credit ratings of broker counterparties. The Company’s Custodian is
responsible for the collection of income on behalf of the Company. Cash is
held either with reputable banks with high quality external credit ratings or
in liquidity/cash funds providing a spread of exposures to various underlying
banks in order to diversify risk. The carrying amounts of financial assets
represent their maximum exposure to credit risk at the Statement of Financial
Position date, and the main exposure to credit risk is via the Custodian which
is responsible for the safeguarding of the Company’s investments and cash
balances. The full portfolio can be found on pages 28 and 29 of the Annual
Report. The debt security held at the year-end has a credit rating of AA
(2024: AA).
Currency risk
The income and capital value of the Company’s investments and liabilities
can be affected by exchange rate movements as some of the Company’s assets
and income are denominated in currencies other than Pounds Sterling, which is
the Company’s reporting currency. The Company does not currently hedge its
currency exposure. The key areas where foreign currency risk could have an
impact on the Company are:
* movements in rates that would affect the value of investments;
and
* movements in rates that would affect the income received.
The Company had the following currency exposures, all of which are included in
the Statement of Financial Position based on the exchange rates ruling at the
respective year ends. Exposures vary throughout the year as a consequence of
changes in the composition of the net assets of the Company arising out of the
investment and risk-management processes.
2025
Investments Cash Receivables Payables Borrowings Total
£’000 £’000 £’000 £’000 £’000 £’000
Euro 132,437 – 446 – – 132,883
US Dollar 65,401 – 486 – – 65,887
Hong Kong Dollar 18,404 – – – – 18,404
Japanese Yen 17,462 – – – – 17,462
South Korean Won 51,679 – – – – 51,679
Pounds Sterling 843,509 12,782 3,402 (1,998) (74,818) 782,877
1,128,892 12,782 4,334 (1,998) (74,818) 1,069,192
2024
Investments Cash Receivables Payables Borrowings Total
£’000 £’000 £’000 £’000 £’000 £’000
Euro 118,002 – – – – 118,002
US Dollar 43,033 – 200 – – 43,233
Canadian Dollar 8,587 – – – – 8,587
Hong Kong Dollar 10,554 – – – – 10,554
Japanese Yen 13,992 – – – – 13,992
Pounds Sterling 690,637 6,354 1,859 (1,712) (74,781) 622,357
884,805 6,354 2,059 (1,712) (74,781) 816,725
Foreign currency sensitivity
2025 2024
£’000 £’000 £’000 £’000
Projected movement +10% -10% +10% -10%
Effect on net assets for the year (26,029) 31,813 (17,851) 21,374
Other price risk exposure
If the investment valuation fell by 20% at 31 December 2025, the impact on the
profit or loss and net assets would have been negative £225.8 million (2024:
20% negative £177.0million). If the investment portfolio valuation rose by
20% at 31 December 2025, the impact on the profit or loss and net assets would
have been positive £225.8 million (2024: 20% positive £177.0 million). The
calculations are based on the portfolio valuation as at the respective
year-end dates.
The Company held the following categories of financial instruments, all of
which are included in the Statement of Financial Position at fair value or
amortised cost which is an approximation of fair value, with the exception of
interest-bearing borrowings which are shown at amortised cost at 31 December.
2025 2024
Amortised Amortised
cost Fair value cost Fair value
£’000 £’000 £’000 £’000
Assets at fair value through profit or loss – 1,128,892 – 884,805
Cash 12,782 12,782 6,354 6,354
Receivables and Payables
Investment income receivable 3,355 3,355 1,424 1,424
Other receivables 979 979 635 635
Payables (1,998) (1,998) (1,712) (1,712)
Interest- bearing borrowings:
4.05% Private Placement Loan (49,914) (48,382) (49,882) (46,830)
2.99% Private Placement Loan (24,904) (14,211) (24,899) (13,912)
The 4.05% Private Placement Loan 2028 and the 2.99% Private Placement Loan
2047 do not have prices quoted on an active market, however their fair values
have been calculated using observable inputs. As such they have been
classified as Level 2 instruments (2024: Level 2).
Liquidity risk exposure
This is the risk that the Company will encounter difficulty in meeting
obligations associated with financial liabilities.
Contractual maturities of the financial liabilities at the year-end, including
future interest payments not yet accrued for, based on the earliest date on
which payment can be required, are as follows:
2025
Three months or less £’000 Not more than one year £’000 More than one year but not more than two years £’000 More than two years but not more than three years £’000 More than three years £’000 Total £’000
Loan Interest due 1,012 1,760 2,772 2,772 14,203 22,519
Loan principle – – – 50,000 25,000 75,000
Accruals 1,198 – – – – 1,198
2024
Three months or less £’000 Not more than one year £’000 More than one year but not more than two years £’000 More than two years but not more than three years £’000 More than Total £’000 £’000
Loan Interest due 1,012 1,760 2,772 2,772 16,975 25,291
Loan principle – – – – 75,000 75,000
Accruals 912 – – – – 912
Capital management policies and procedures
The Company’s capital management objectives are to ensure that it will be
able to continue as a going concern, and to provide long-term growth in
revenue and capital, principally by investment in UK securities. There have
been no changes in the Company’s objectives, policies and processes for
managing capital from the prior year.
The Company’s capital is its equity share capital and reserves that are
shown in the Statement of Financial Position and fixed-term loans (see note
15) at a gross total of £1,144,010 (2024: £891,506,000).
The Company is subject to several externally imposed capital requirements:
* as a public Company, the Company has a minimum share capital of
£50,000;
* in order to be able to pay dividends out of profits available for
distribution by way of dividends, the Company has to be able to meet one of
the two capital restriction tests imposed on investment companies by company
law; and
* the Note Purchase Agreements governing the terms of the Private
Placement Loans also contain certain financial covenants as set out in note 8.
These are measured in accordance with the policies used in the Annual Report &
Financial Statements.
The Company has complied with all of the above requirements during the current
and prior year.
21. Post Balance Sheet Events
Subsequent to the year-end and up to 18 March 2026, the Company issued
8,070,000 ordinary shares for treasury, raising of £31.5m, representing 2.7%
of the issued share capital as at 31 December 2025.
On 10 February 2026, the Board approved a fourth interim dividend for the year
ended 31 December 2025, of 3.75p per ordinary share payable on 2 April 2026.
Notice of Annual General Meeting
THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to the action you take you should consult your
stockbroker, bank manager, solicitor, accountant or other independent
financial adviser authorised under the Financial Services and Markets Act 2000
immediately.
If you have sold or otherwise transferred all of your ordinary shares in
Temple Bar Investment Trust Plc, please forward this document and the
accompanying form of proxy as soon as possible to the purchaser or transferee
or to the stockbroker, bank or other agent through whom the sale or transfer
was or is being effected for delivery to the purchaser or transferee.
NOTICE IS HEREBY GIVEN that the 100th Annual General Meeting (“AGM”) of
Temple Bar Investment Trust Plc will be held at Barber-Surgeons’ Hall,
Monkwell Square, Wood Street, Barbican, London EC2Y 5BL on Tuesday, 5 May 2026
at 11.30 am for the purpose of considering and, if thought fit, passing the
resolutions below.
ORDINARY RESOLUTIONS
1. To approve the Company’s Annual Report & Financial Statements
for the year ended 31 December 2025 (together with the reports of the
Directors and Auditor therein).
2. To approve the Report on Directors’ Remuneration for the year
ended 31 December 2025.
3. To approve the Company’s Remuneration Policy.
4. To re-elect Mrs Carolyn Sims as a Director of the Company.
5. To re-elect Mr Charles Cade as a Director of the Company.
6. To re-elect Dr Shefaly Yogendra as a Director of the Company.
7. To elect Mr Nick Bannerman as a Director of the Company.
8. To elect Ms Wendy Colquhoun as a Director of the Company.
9. To re-appoint BDO LLP as the Auditor to the Company, to hold
office from the conclusion of this meeting until the conclusion of the next
meeting at which financial statements are laid before the Company.
10. To authorise the Audit and Risk Committee to determine the
remuneration of the Auditor.
11. To approve the Company’s dividend policy, authorising the
Directors of the Company to declare and pay all dividends of the Company as
interim dividends, and for the last dividend referable to a financial year not
to be categorised as a final dividend that is subject to shareholder approval.
12. That, in substitution of all existing authorities, the
Directors be and are hereby generally and unconditionally authorised in
accordance with Section 551 of the Companies Act 2006 (the “Companies
Act”) to allot ordinary shares in the Company or grant rights to subscribe
for or to convert any security into ordinary shares in the Company
(‘Rights’) up to an aggregate maximum nominal amount of £1,488,597, being
10% of the issued share capital of the Company as at 18 March 2025 and
representing 29,771,937 ordinary shares in the capital of the Company (or if
changed, the number representing 10% of the issued share capital of the
Company at the date at which this resolution is passed), such authority to
expire at the conclusion of the AGM of the Company to be held in 2027 (unless
previously renewed, varied, revoked or extended by the Company in general
meeting), save that the Company may, before such expiry, make offers or
agreements which would or might require ordinary shares to be allotted after
such expiry, and the Directors may allot ordinary shares in pursuance of such
offers or agreements as if the authority conferred by this resolution had not
expired.
1. That, subject to the passing of Resolution 12, the
Directors be generally and unconditionally authorised in accordance with
section 551 of the Companies Act 2006 (the “Companies Act”) to allot
shares in the Company or grant rights to subscribe for or to convert any
security into shares in the Company (‘Rights’) up to a further aggregate
maximum nominal amount of £ 1,488,597, being 10% of the issued share capital
of the Company as at 18 March 2026 and representing 29,771,937 ordinary shares
in the capital of the Company (or if changed, the number representing 10% of
the issued share capital of the Company at the date at which this resolution
is passed), such authority to expire at the conclusion of the AGM of the
Company to be held in 202 7 (unless previously renewed, varied, revoked or
extended by the Company in general meeting), save that the Company may, before
such expiry, make offers or agreements which would or might require ordinary
shares to be allotted after such expiry, and the Directors may allot ordinary
shares in pursuance of such offers or agreements as if the authority conferred
by this resolution had not expired.
1. That Article 100 of the Articles of Association of the Company,
concerning the limit on the annual aggregate fees payable to the Directors, be
amended by substituting “£350,000” for “£250,000”.
SPECIAL RESOLUTIONS
1. That, subject to the passing of resolution 12 set out above, the
Directors be and they are hereby generally empowered pursuant to Sections 570
and 573 of the Companies Act to allot equity securities (as defined in Section
560 of the Companies Act) for cash, including for the avoidance of doubt, the
sale of shares held by the Company as treasury shares, in accordance with the
authority conferred on the Directors by resolution 12, as if Section 561 of
the Companies Act did not apply to the allotment or sale, up to an aggregate
nominal amount of £1,488,597 (being 10% of the issued ordinary share capital
of the Company at 18 March 2026), (or, if changed, the number representing 10%
of the issued share capital of the Company at the date at which this
resolution is passed), such power to expire at the conclusion of the AGM of
the Company to be held in 2027 (unless previously renewed, varied, revoked or
extended by the Company in general meeting) save that the Company may, at any
time prior to the expiry of such power, make an offer or enter into an
agreement which would or might require ordinary shares to be allotted or sold
from treasury after the expiry of such power and the Directors may allot or
sell ordinary shares from treasury in pursuance of such an offer or agreement
as if such power had not expired.
2. That, subject to the passing of resolution 13 set out above, the
Directors be and they are hereby generally empowered pursuant to Sections 570
and 573 of the Companies Act 2006 (the “Companies Act”) to allot equity
securities (as defined in Section 560 of the Companies Act) for cash,
including for the avoidance of doubt, the sale of shares held by the Company
as treasury shares, in accordance with the authority conferred on the
Directors by resolution 13, as if Section 561 of the Companies Act did not
apply to the allotment or sale, up to a further aggregate nominal amount of
£1,488,597 (being 10% of the issued ordinary share capital of the Company at
18 March 2026), (or, if changed, the number representing 10% of the issued
share capital of the Company at the date at which this resolution is passed),
such power to expire at the conclusion of the AGM of the Company to be held in
2027 (unless previously renewed, varied, revoked or extended by the Company in
general meeting) save that the Company may, at any time prior to the expiry of
such power, make an offer or enter into an agreement which would or might
require ordinary shares to be allotted or sold from treasury after the expiry
of such power and the Directors may allot or sell ordinary shares from
treasury in pursuance of such an offer or agreement as if such power had not
expired. This resolution is in addition to the authority granted pursuant to,
but without prejudice to that granted to, the Directors in Resolution 15
above.
3. That, the Company generally be and is hereby authorised for the
purpose of Section 701 of the Companies Act to make market purchases (as
defined in Section 693 of the Companies Act) of its ordinary shares in issue,
either for retention as treasury shares for future reissue, resale, transfer
or cancellation provided that:
i) the maximum number of ordinary shares
hereby authorised to be purchased is 14.99% of the issued share capital of the
Company as at the date of the passing of this resolution;
ii) the minimum price (exclusive of expenses
payable by the Company) which may be paid for such ordinary shares is the
nominal value per share;
iii) the maximum price (exclusive of expenses
payable by the Company) which may be paid for such ordinary shares shall be
the higher of:
i) an amount equal to 105% of the middle
market quotations for an ordinary share as derived from the London Stock
Exchange Daily Official List for the five business days immediately preceding
the date on which the ordinary shares are purchased; and
ii) the higher of the price of the last
independent trade and the highest current independent bid on the trading venue
where the purchase is carried out.
This authority shall expire at the conclusion of the AGM of the Company to be
held in 2027 (unless previously revoked, varied, renewed or extended by the
Company in general meeting) save that the Company may, before such expiry,
enter into a contract to purchase shares which will or may be executed wholly
or partly after the expiry of such authority.
1. That a general meeting, other than an annual general meeting,
may be called on not less than 14 clear days’ notice.
By order of the Board Frostrow Capital LLP 19 March 2026 Registered Office: 25 Southampton Buildings London WC2A 1AL
NOTES
1. Entitlement to attend and vote
Members who hold ordinary shares in the Company in uncertificated form must
have been entered on the Company’s register of members by 6.30pm on
Thursday, 30 April 2026 in order to be able to attend and vote at the meeting,
or if the meeting is adjourned, 6.30pm on the day two business days before the
time fixed for the adjourned meeting. Such members may only vote at the
meeting in respect of ordinary shares held at the time.
2. Proxies
A member entitled to attend and vote at the above meeting is entitled to
appoint a proxy to attend the meeting to speak and vote on a show of hands
and, on a poll, to vote instead of them. A proxy need not be a member of the
Company. A member wishing to appoint more than one proxy must appoint each
proxy in respect of a specified number of shares within their holding. For
this purpose, a member may photocopy the enclosed form of proxy before
completion and must indicate the number of shares in respect of which each
proxy is appointed.
Instruments of proxy should be sent to Equiniti Limited, Aspect House, Spencer
Road, Lancing, West Sussex BN99 6DA so as to arrive no later than 11.30 am on
Thursday, 30 April 2026. Completion and return of the form of proxy will not
preclude shareholders from attending and voting at the meeting should they
wish to do so.
It is possible for you to submit your proxy votes online by going to
Equiniti’s Shareview website, www.shareview.co.uk
, and logging in to your Shareview Portfolio. Once you have
logged in, simply click ‘View’ on the ‘My Investments’ page and then
click on the link to vote and follow the on-screen instructions. If you have
not yet registered for a Shareview Portfolio, go to
www.shareview.co.uk and enter the requested information.
It is important that you register for a Shareview Portfolio with enough time
to complete the registration and authentication processes.
CREST members who wish to appoint a proxy or proxies by utilising the CREST
electronic proxy appointment service may do so for the meeting and any
adjournment(s) there of by using the procedures described in the CREST Manual.
CREST personal members or other CREST sponsored members and those CREST
members who have appointed a voting service provider(s) should refer to their
CREST sponsor or voting service provider(s) who will be able to take the
appropriate action on their behalf. In order for a proxy appointment made
using the CREST service to be valid, the appropriate CREST message (a “CREST
proxy instruction”) must be properly authenticated in accordance with
Euroclear’s specifications and must contain the information required for
such instructions, as described in the CREST Manual (available via
www.euroclear.com ). The CREST message must be
transmitted so as to be received by the issuer’s agent (ID RA19) by not
later than 48 hours (excluding non-working days) before the time appointed for
the holding of the meeting or the adjourned meeting. For this purpose, the
time of receipt will be taken to be the time (as determined by the timestamp
applied to the CREST message by the CREST Applications Host) from which the
issuer’s agent is able to retrieve the CREST message by enquiry to CREST in
the manner prescribed by CREST.
After this time any change of instructions to proxies appointed through CREST
should be communicated to the appointee through other means. CREST members
and, where applicable, their CREST sponsors or voting service provider(s),
should note that Euroclear does not make available special procedures in CREST
for any particular messages. Normal system timings and limitations will
therefore apply in relation to the input of CREST proxy instructions. It is
the responsibility of the CREST member concerned to take (or, if the CREST
member(s) is/are a CREST personal member or sponsored member or has appointed
a voting service provider(s), to procure that the CREST sponsor or voting
service provider takes) such action as shall be necessary to ensure that a
CREST message is transmitted by means of the CREST system by any particular
time. In this connection, CREST members and, where applicable, their CREST
sponsors or voting service provider(s) is/are referred, in particular, to
those sections of the CREST Manual concerning practical limitations of the
CREST system and timings. The Company may treat as invalid a CREST proxy
instruction in the circumstances set out in Regulation 35(5) (a) of the
Uncertificated Securities Regulations 2001.
3. Proxymity
If you are an institutional investor you may be able to appoint a proxy
electronically via the Proxymity platform, a process which has been agreed by
the Company and approved by the Registrar. For further information regarding
Proxymity, please go to www.proxymity.io
. Your proxy must be lodged by 11.30 am on Thursday, 30 April 2026 in order
to be considered valid. Before you can appoint a proxy via this process you
will need to have agreed to Proxymity’s associated terms and conditions. It
is important that you read these carefully as you will be bound by them and
they will govern the electronic appointment of your proxy.
4. Corporate representatives
A member of the Company which is a corporation may authorise a person or
persons to act as its representative(s) at the AGM. In accordance with the
provisions of the Companies Act, each such representative may exercise (on
behalf of the corporation) the same powers as the corporation could exercise
if it were an individual member of the Company, provided that they do not do
so in relation to the same shares. It is no longer necessary to nominate a
designated corporate representative.
5. Nominated persons
In accordance with Section 325 of the Companies Act, the right to appoint
proxies does not apply to persons nominated to receive information rights
under Section 146 of the Companies Act. Persons nominated to receive
information rights under Section 146 of the Companies Act who have been sent a
copy of this Notice are hereby informed, in accordance with Section 149 (2) of
the Companies Act, that they may have a right under an agreement with the
registered member by whom they were nominated to be appointed, or to have
someone else appointed, as a proxy for this meeting. If they have no such
right, or do not wish to exercise it, they may have a right under such an
agreement to give instructions to the member as to the exercise of voting
rights. Nominated persons should contact the registered member by whom they
were nominated in respect of these arrangements.
6. Joint holders
In the case of joint holders, the signature of only one of the joint holders
is required on the proxy form and, where more than one joint holder has signed
the proxy form or where more than one joint holder purports to appoint a
proxy, only the signature of, or the appointment submitted by the most senior
holder will be accepted to the exclusion of the other joint holders. Seniority
is determined by the order in which the names of the joint holders appear in
the Company’s Register of Members in respect of the joint holding (the first
named being the most senior).
7. Members’ requests under Section 527 of the Companies Act
Under Section 527 of the Companies Act, members meeting the threshold
requirements set out in that section have the right to require the Company to
publish on a website a statement setting out any matter relating to (i) the
audit of the Company’s accounts (including the Auditor’s report and the
conduct of the audit) that are to be laid before the AGM for the financial
year ended 31 December 2025; or (ii) any circumstance connected with an
Auditor of the Company appointed for the financial year ended 31 December 2025
ceasing to hold office since the previous meeting at which annual accounts and
reports were laid. The Company may not require the shareholders requesting any
such website publication to pay its expenses in complying with Sections 527 or
528 (requirements as to website availability) of the Companies Act. Where the
Company is required to place a statement on a website under Section 527 of the
Companies Act, it must forward the statement to the Company’s Auditor not
later than the time when it makes the statement available on the website. The
business which may be dealt with at the AGM for the relevant financial year
includes any statement that the Company has been required under Section 527 of
the Companies Act to publish on a website.
8. Members’ rights to ask questions
Any member attending the meeting has the right to ask questions. The Company
must cause to be answered any such question relating to the business being
dealt with at the meeting but no such answer need be given if (a) to do so
would interfere unduly with the preparation for the meeting or involve the
disclosure of confidential information, (b) the answer has already been given
on a website in the form of an answer to a question, or (c) it is undesirable
in the interests of the Company or the good order of the meeting that the
question be answered.
9. Members’ rights under Sections 338 and 338A of the Companies Act
Shareholders meeting the threshold under Sections 338 and 338A of the
Companies Act can instruct the Company: (i) to give shareholders (entitled to
receive notice of the AGM) notice of a resolution which may properly be
proposed and is intended to be proposed at the AGM; and/or (ii) to include in
the business to be dealt with at the AGM any matter (other than a proposed
resolution) which may be properly included in the business. A resolution may
properly be proposed or a matter may properly be included in the business
unless: (a) (in the case of a resolution only) it would, if passed, be
ineffective; (b) it is defamatory of any person; or (c) it is frivolous or
vexatious. Such a request may be in hard copy form or in electronic form, must
identify the resolution of which notice is to be given or the matter to be
included in the business, must be authorised by the person or persons making
it, must be received by the Company not later than 24 March 2026, being the
date six weeks before the meeting, and (in the case of a matter to be included
in the business only) must be accompanied by a statement setting out the
grounds for the request.
10. Total number of shares and voting rights
As at 18 March 2026, the latest practicable date prior to publication of this
Notice, the Company had 334,363,825 ordinary shares in issue, with a total of
297,719,378 voting rights. 36,644,447 shares were held in treasury.
11. Website
In accordance with Section 311A of the Companies Act, the contents of this
Notice, details of the total number of shares in respect of which members are
entitled to exercise voting rights at the AGM and, if applicable, any
members’ statements, members’ resolutions or members’ matters of
business received by the Company after the date of this Notice will be
available on the Company’s website at:
www.templebarinvestments.co.uk .
12. Documents available for inspection
Copies of letters of appointment between the Company and the Non-Executive
Directors may be inspected during usual business hours on any weekday (public
holidays excepted) at the registered office of the Company from the date of
this Notice until the date of the AGM and at the place of the Meeting from
11.15 am until the Meeting’s conclusion. Any shareholders wishing to inspect
the documents are requested to contact the Company Secretary by email at
cosec@frostrow.com in advance of any visit to ensure that appropriate
arrangements can be made and access can be arranged.
Glossary of Terms
Alternative performance measure (“APM”)
An APM is a numerical measure of the Company’s current, historical or future
financial performance, financial position or cash flows, other than a
financial measure defined or specified in the applicable financial framework.
In selecting these APM’s, the Directors considered the key objectives and
expectations of typical investors in an investment trust such as the Company.
Discount or Premium of share price to NAV per share*
A description of the difference between the share price and the net asset
value per share. The size of the discount or premium is calculated by
subtracting the share price from the net asset value per share and is usually
expressed as a percentage (%) of the net asset value per share. If the share
price is higher than the net asset value per share the result is a premium. If
the share price is lower than the net asset value per share, the shares are
trading at a discount.
Fixed Interest
Fixed-interest securities, also known as bonds, are loans usually taken out by
a government or company which normally pay a fixed rate of interest over a
given time period, at the end of which the loan is repaid.
FTSE All-Share Index
A comparative index that tracks the market price of the UK’s leading
companies listed on the London Stock Exchange. Covering around 600 companies,
including investment trusts, the name FTSE is taken from the Financial Times
and the London Stock Exchange, who are its joint owners.
FTSE 350 Index
A comparative index that tracks the market price of the UK’s 350 largest
companies, by market value, listed on the London Stock Exchange.
Gilts
A bond that is issued by the British government which is generally considered
low risk.
Gross Gearing
Total assets divided by shareholders funds expressed as a percentage.
Liquidity
The ease with which an asset can be purchased or sold at a reasonable price
for cash.
Market Capitalisation
The total value of a company’s equity, calculated by the number of shares
multiplied by their market price.
NAV (‘Net Asset Value’) per Share
The value of total assets less liabilities, with debenture and loan stocks at
book value. Book value is the amount borrowed less the current loan
arrangement fee debtor still to be expensed. The NAV per share is calculated
by dividing this amount by the number of ordinary shares outstanding.
NAV per Share with debt at fair value*
The value of total assets less liabilities, with the loans at fair value. The
NAV per share with debt at fair value is calculated by dividing this amount by
the number of ordinary shares outstanding.
Net asset value (NAV) per share total return with debt at fair value*
The theoretical total return on shareholders’ funds per share, reflecting
the change in NAV with debt at fair value assuming that dividends paid to
shareholders were reinvested at NAV with debt at fair value at the time the
shares were quoted ex-dividend. A way of measuring performance which is not
affected by movements in discounts/premiums.
Year to 31 December 2025 (p) Year to 31 December 2024 (p)
Opening NAV with debt at fair value 291.1 252.2
Increase /(decrease) in NAV 97.2 49.0
Less dividends paid (14.25) (10.75)
Adjustment for movement in fair value of debt (0.70) 0.7
Closing NAV with debt at fair value 373.4 291.1
% increase in NAV with debt at fair value 33.2% 19.7%
Impact of reinvesting dividends 0.7% 0.2%
NAV total return with debt at fair value 33.9% 19.9%
Net Gearing
Total assets (less cash and cash equivalents) divided by shareholders’ funds
expressed as a percentage.
Ongoing Charges*
Ongoing charges are calculated on an annualised basis. This figure excludes
any portfolio transaction costs and may vary from period to period. The
calculation below is in line with AIC guidelines.
Year to 31 December 2025 (p) Year to 31 December 2024 (p)
Investment management fee 3,358 2,819
Other expenses (excluding transaction costs) 2,163 1,918
Less: one off legal and professional fees (54) –
Total (a) 5,467 4,737
Average cum income net asset value throughout the period (b) 928,228 780,321
Ongoing charges (c=a/b) (c) 0.59% 0.61%
* Alternative Performance Measure.
Portfolio Turnover
The portfolio turnover rate measures the Company’s trading activity. It is
calculated by taking the lower of investment purchases and sales and dividing
by the average gross asset value (net assets with debt added back) of the
Company. It is expressed as a % and the lower the % the lower the turnover.
For example a turnover rate of 25% would suggest that the fund holds stocks
for four years on average, while a 50% turnover rate would suggest a two year
holding period.
Transactions in gilts are excluded from the investment purchases and sales for
the purposes of calculating the turnover rate.
Share Price Total Return*
Return to the investor on mid-market prices assuming that all dividends paid
were reinvested at the share price at the time the shares were quoted
ex-dividend.
Year to 31 December 2025 (p) Year to 31 December 2024 (p)
Opening share price 272.0 238.0
Increase in share price 120.8 44.8
Less: dividends paid (14.25) (10.75)
Closing share price 378.50 272.0
% increase in share price 44.4% 18.8%
Impact of reinvesting dividends 0.9% 0.3%
Share price total return 45.3% 19.1%
Value Investing
An investment strategy that aims to identify undervalued yet good quality
companies with strong cash flows and robust balance sheets, putting an
emphasis on financial strength.
Dividend Yield*
A measure of the income return earned on an investment. In the case of a share
the yield expresses the annual dividend payment as the percentage of the
market price of the share.
* Alternative Performance Measure.
Annual Report and Financial Statements
Copies of the Annual Report and Financial Statements will be posted to
shareholders on 30 March 2026 and will be available on the Company’s website
( www.templebarinvestments.co.uk
) or in hard copy format from the Company Secretary.
The Company's Annual Report and Financial Statements for
the year ended 31 December 2025 have been submitted to
the Financial Conduct Authority and will shortly be available for inspection
on the National Storage Mechanism (NSM) via
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
.
The Annual General Meeting will be held on Tuesday, 5 May 2026.
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.
-ENDS-
For further information please contact
Mark Pope
For and on behalf of Frostrow Capital LLP
Company Secretary
0203 008 4913
1 (#_ftnref1) Source: Frostrow
2 (#_ftnref2) Source: Redwheel
Copyright (c) 2026 PR Newswire Association,LLC. All Rights ReservedRecent news on Temple Bar Investment Trust
See all newsREG-Temple Bar Investment Trust Plc: Net Asset Value(s)
AnnouncementREG-Temple Bar Investment Trust Plc: Sale of Shares from Treasury
AnnouncementREG-Temple Bar Investment Trust Plc: Net Asset Value(s)
AnnouncementREG-Temple Bar Investment Trust Plc: Net Asset Value(s)
AnnouncementREG-Temple Bar Investment Trust Plc: Total Voting Rights
Announcement