Annual Report and Accounts 2018 Ashmore Group plc Annual Report and Accounts 2018
A strategy for GROWTH through the cycle Contents Emerging Markets present Strategic report investors with significant Ashmore at a glance 2 long-term growth opportunities, A strategy for growth 4 Business model 12 as emerging countries’ wealth Key performance indicators 14 converges with that of the Chief Executive’s review 16 Market review 18 developed world. Business review 22 Risk management 28 Corporate responsibility 34 Ashmore’s strategy capitalises Governance on this growth trend. It recognises Board of Directors 43 Chairman’s statement 44 and benefits from the inefficiencies Corporate governance 45 of investing in Emerging Markets Audit and Risk Committee report 48 Nominations Committee report 51 and thus creates value for Remuneration report 53 Statement of Directors’ clients and shareholders responsibilities 70 through market cycles. Directors’ report 71 Financial statements Independent Auditor’s report 76 Consolidated financial statements 82 Company financial statements 86 Notes to the financial statements 89 Five-year summary 126 Information for shareholders 127
For the online version of the annual report, other announcements and details of upcoming events, please visit the Investor Relations section of the Ashmore Group plc website at www.ashmoregroup.com
More information Non-GAAP alternative performance measures are Read more Read about Ashmore’s three-phase defined on page 27 and a reconciliation to GAAP strategy for growth on pages 4-11 measures is provided on page 22. Five-year comparatives for other alternative performance measures are included in the five-year summary on page 126. 2018 Financial highlights Strategic report
Assets under management (AuM) Net revenue US$73.9bn £276.3m 2017: US$58.7bn 2017: £257.6m 2014 75.0 2014 262.9 2015 58.9 2015 283.3 2016 52.6 2016 232.5 2017 58.7 2017 257.6 2018 73.9 2018 276.3
Adjusted EBITDA margin Profit before tax 66% £191.3m 2017: 65% 2017: £206.2m 2014 67 2014 171.6 2015 67 2015 181.3 2016 62 2016 167.5 2017 65 2017 206.2 2018 66 2018 191.3
Diluted EPS Dividends per share 21.3p 16.65p 2017: 23.7p 2017: 16.65p 2014 18.6 2014 16.45 2015 19.3 2015 16.65 2016 18.1 2016 16.65 2017 23.7 2017 16.65 2018 21.3 2018 16.65
Ashmore Group plc | Annual Report and Accounts 2018 1 Ashmore at a glance An Emerging Markets specialist delivering strong performance
Focused on Emerging A specialist investment Markets approach
Ashmore has a strong investment track record Ashmore’s investment themes cover the full spectrum of established over more than 25 years of focusing Emerging Markets liquid and illiquid return opportunities. on the wide range of opportunities available in Superior performance is delivered through the consistent Emerging Markets. implementation of rigorous investment processes. Attractive long-term investment returns Group AuM by investment theme 3,100 2,350 External debt 20% 1,600 Local currency 23% Corporate debt 13% 850 Blended debt 27% Index 1992 100 Index 100 US$73.9bn Equities 6% Alternatives 2% 2010 2012 2014 2016 2018 1992 1994 1996 1998 2000 2002 2004 2006 2008 Multi-asset 1% EMLIP net EMBI GD S P 500 Overlay liquidity 8% Cumulative monthly returns since October 1992 Source: Ashmore, Bloomberg, JP Morgan –– Deep understanding of the broad range of Emerging Markets –– Emerging Markets account for the majority of the underpins active, value-based investment philosophy world’s population (87%) and GDP (59%) yet only a small –– Processes add risk when assets are mispriced relative to proportion (22%) of the world’s debt fundamentals –– The structural growth opportunity is therefore –– Investment committees mean no single individual substantial and inefficient asset classes mean specialist, manages funds and there is not a star culture active management is key to delivering superior investment returns –– Track record extends more than 25 years Extensive Highly diversified worldwide network client base
Ashmore has established a network of offices Ashmore has a high-quality, diversified client base with across 11 countries, providing global investment a growing AuM contribution from retail clients. management capabilities together with local asset management platforms. Group AuM by client type
Central banks 15% Sovereign wealth funds 8% Governments 15% Pension plans 28% Corporates/financial institutions 14% Funds sub-advisers 4% Third-party intermediaries 14% Foundations endowments 2%
–– Institutional clients represent 86% of AuM and on average have a relationship with Ashmore of more than six years –– Growing contribution from retail clients accessed through third-party intermediaries –– One-third of AuM sourced from clients domiciled in Emerging Markets invested Ashmore presence Emerging Markets
See page 18 for more on Emerging Markets performance See page 22 for a review of Ashmore’s performance
2 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report Consistent three-phase Delivering long-term strategy performance and value for
Ashmore has a consistent and distinctive three-phase Ashmore’s stakeholders strategy to capitalise on the growth trends in Emerging Markets.
Investment performance Establish Emerging Ashmore’s active investment processes have been proven through a number of Emerging Markets cycles. The ability to 1 Markets asset identify and capitalise on market inefficiencies delivers strong classes investment performance for clients. Diversify investment % of AuM outperforming benchmarks (gross) 2 themes and developed 2017: 86 world capital sources 94 92 91 89 87 86 81 81 73 73 69 63
Mobilise Emerging 60 3 Markets capital 38 23 Business model is robust, scalable and proven through 2014 2015 2016 2017 2018 1 year 1 year cycles 3 years 3 years
Active seed capital 5 years 5 years programme
Specialist focus Strong, liquid Active Adjusted EBITDA Strong conversion of balance sheet style margin adjusted earnings to cash management 66% 114%
Diversified client 2017: 65% 2017: 109% Diluted EPS Dividends per share Scalable operating base platform 21.3p 16.65p discipline 2017: 23.7p 2017: 16.65p Cost
Flexible remuneration philosophy
See pages 4 & 12 for Ashmore’s strategy and business model See page 14 for more on Ashmore’s KPIs
Ashmore Group plc | Annual Report and Accounts 2018 3 A strategy for growth Capitalising on Emerging Markets growth trends
Ashmore’s strategy captures the significant growth available across the broad range of diversified Emerging Markets asset classes. It has three distinct phases, each focused on growing or diversifying Ashmore’s business and delivering value to clients and shareholders.
Establish 1 Emerging Markets asset classes
Diversify investment 2 themes and developed world capital sources
Mobilise 3 Emerging Markets capital
4 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Developments in FY2017/18 Investor allocations to Emerging Ashmore is recognised as an established Markets are increasing, and Ashmore’s AuM grew 26% in the specialist Emerging Markets manager, and is financial year with record gross and therefore well positioned to capture investors’ net subscriptions. rising allocations to the asset classes
Ashmore continues to develop Ashmore is diversifying its revenue mix to products and capabilities within its eight investment themes. Retail provide greater revenue stability through the AuM increased by 47% in FY2017/18 cycle. There is particular focus on growing and represents 14% of total AuM. intermediary, equity and alternatives AuM
33% of Group AuM has been Ashmore’s growth will be enhanced by sourced from clients domiciled in the Emerging Markets and AuM accessing rapidly growing pools of investable managed by local platforms capital in Emerging Markets increased 26% over the year to US$4.9 billion.
Read the Remuneration report on page 53 to learn how Ashmore aligns pay to performance and places an emphasis on long-term equity ownership
Ashmore Group plc | Annual Report and Accounts 2018 5 A strategy for growth Establish Emerging Markets 1 asset classes
Understanding the Emerging Markets opportunity
The investable Emerging Markets universe Understanding indices is large, diverse, growing rapidly, and mostly Benchmark indices offer poor coverage of the Emerging Markets investment universe, representing only 9% of total fixed income and local currency-denominated. This provides 19% of equity markets. Structurally, coverage should increase as significant opportunities to generate investment domestic capital markets become more accessible and replicable in performance from a broad range of fixed the popular indices. income, equity and illiquid asset markets across An active manager can extract significant value from this inefficiency more than 70 emerging nations. and deliver superior returns compared to a manager or product that is constrained by investing in the small fraction of the Emerging Markets Understanding diversity universe that is indexed. The Emerging Markets investment universe is highly diversified, with more than 70 Emerging Markets countries, each of which is at Investable Emerging Markets universe in excess of a different stage of economic, political and social development. This presents a large set of investment propositions for an active manager. US$53trn Importantly, the majority of the fixed income market is local currency- denominated and owned by domestic investors, providing not only Investable Emerging Markets universe diversity but also resilience to cope with tactical foreign capital flows. External Local currency The diversity of Emerging Markets investment opportunities is 9% reflected in the wide range of returns available to an active investment 46% manager. For example, the chart below shows the individual country Sovereign 91% US$1.2trn US$10.3trn returns of the 67-member external debt (EMBI GD) index over the debt past year. 54%
Diversity illustrated by wide range 2% of external debt returns 23% Corporate 98% +11% US$2.0trn US$10.8trn debt 77%
EMBI GD index -1.6% 5%
Total fixed 95% US$3.2trn 31% US$21.1trn income 69% -39% External debt country index returns over 12 months to 30 June 2018. Source: JP Morgan. 19%
Total equities US$28.9trn 81%
Securities in benchmark index Securities not in benchmark index
6 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Significant AuM growth opportunity from higher allocations
The typical institutional investor is heavily underweight Emerging Markets, with a target allocation of less than 10% versus the 15% to 20% weight in benchmark global indices. Therefore, increasing investors’ understanding of the nature and scale of the Emerging Markets investment opportunity should lead to higher allocations over time.
Increasing institutional allocations to Emerging Markets Typical EM target weight % 7. . . .2 3. 3.8 N A 2.0 2005 2010 2015 2017
Equity Fixed income
Source: Ashmore, annual reports of representative European and US pension funds collectively responsible for more than US$750 billion of assets.
Growth in Emerging Markets Number of countries in external Proportion of bonds issued in Typical Emerging Markets investment universe in 2017 debt index local currency weight in global indices +19% 67 87% 15% – 20%
Read more Read Ashmore’s Market review on page 18 to learn more about the growth opportunities available across Emerging Markets
Ashmore Group plc | Annual Report and Accounts 2018 7 A strategy for growth Diversify investment themes 2 and developed world capital sources
Diversify investment themes
Ashmore has been dedicated to Emerging Markets investing for more than 25 years. During this time it has established a diversified range of eight headline investment themes with focused Broad-based record net inflows in FY2017/18 strategies under each theme delivering either global Emerging Markets exposure US$16.9bn or specific regional or country exposure. The Group’s products are available in a wide range of fund structures, covering the full liquidity spectrum from daily-dealing pooled funds through to multi-year locked-up structures. Ashmore continually innovates by providing access to new investment strategies as Emerging Markets Size of bubble corresponds to investment continue to develop. theme AuM.
External debt Local currency Corporate debt Blended debt Invests in debt instruments Invests in local currencies and Invests in debt instruments Invests in external, local currency issued by sovereigns and local currency-denominated issued by public and private and corporate debt assets, quasi-sovereigns. instruments issued by sector companies. measured against tailor-made sovereigns, quasi-sovereigns blended indices.
and companies.
First fund: 1992 First fund: 1997 First fund: 2007 First fund: 2003 Theme AuM: US$14.5bn Theme AuM: US$17.0bn Theme AuM: US$9.8bn Theme AuM: US$19.7bn Size of universe: US$1.2trn Size of universe: US$10.3trn Size of universe: US$12.8trn Size of universe: US$24.3trn Equities Alternatives Multi-asset Overlay/liquidity Invests in equity and equity- Invests in private equity, Specialised and efficient Separates the currency risk of related instruments including healthcare, infrastructure, special asset allocation across an underlying asset class or global, regional, country, small situations, distressed debt and the full Emerging Markets portfolio in order to manage it cap and frontier opportunities. real estate opportunities. investment universe. effectively and efficiently. First fund: 1988 First fund: 2000 Theme AuM: US$4.2bn First fund: 1998 Theme AuM: US$1.0bn First fund: 2007 Size of universe: US$28.9trn Theme AuM: US$1.5bn Size of universe: US$53.2trn Theme AuM: US$6.2bn
8 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Broad distribution capabilities Strong growth in retail AuM
Ashmore’s distribution team sources capital Ashmore focuses on growing its retail AuM from a wide range of institutional and retail to diversify its historically institutional biased clients globally. client base. This is achieved through a network of intermediaries such as private banks and Group AuM by client type wealth advisers.
Central banks 15%
Sovereign wealth funds 8% Efficient diversification through Governments 15% retail intermediaries
Pension plans 28%
Corporates/financial institutions 14%
Funds/sub-advisers 4%
Third-party intermediaries 14%
Foundations endowments 2% Intermediary Diverse and balanced AuM by client location
Americas 24%
Europe ex UK 24%
UK 10%
Middle East Africa 19%
Asia Pacific 23% High als net worth individu
Intermediary distribution is efficient and sources Ashmore’s 39-strong global Ashmore has a strategic focus capital from high net worth retail clients in Asia, distribution team has established to increase the proportion of Europe and the United States. Ashmore provides direct, long-standing relationships its AuM originated through access to a broad range of Emerging Markets with a broad range of institutional intermediary channels, which investment themes through its SICAV and 40-Act investors and intermediaries. has risen from 8% in 2015 mutual fund platforms. to 14% today. This provides The strength of this model is Retail AuM growth diversification from the demonstrated in the longevity of +47% in FY2017/18 institutional client base, enhances client relationships, with Ashmore the Group’s revenue margin, and, managing capital for institutional through the use of intermediary clients for an average of more networks such as private banks, than six years. Ashmore’s wealth advisers and platforms, Read more Read Ashmore’s Business review on deep experience in managing is an efficient way to access page 22 to learn more about the strong Emerging Markets investments retail investors. growth delivered in 2018 means this client tenure has increased during the most recent cycle between 2013 and 2016.
Ashmore Group plc | Annual Report and Accounts 2018 9 A strategy for growth Mobilise Emerging 3 Markets capital
Accessing superior economic and industry growth rates
Emerging economies’ capital markets are Average EM GDP growth EM share of world GDP growing and becoming more sophisticated over 2019-2023 (IMF) 2018 (IMF) time. Domestic institutional and retail investors are shifting from relatively simple deposit +5.0% 59% products to higher return fixed income and Average DM GDP growth EM share of world GDP equity investments, and over time into illiquid 2019-2023 (IMF) 2023 (IMF) assets. Ashmore has established local onshore asset management platforms to participate in these growth trends, and to augment the +1.7% 63% growth available in managing global capital for larger Emerging Markets institutions. Rapid growth of Emerging Markets capital pools
US$ trillion Given the nascent stage of development of capital markets in many emerging countries, while the investable capital pools are smaller 10 than in the developed world, the rapid pace of progress means that growth rates are significantly higher, approximately 3x the rate 8 observed for Developed Markets. Based on this trend, Emerging Markets capital pools will exceed 6 those in the developed world within the next 25 years. The third CA R 11 phase of Ashmore’s strategy is designed to identify and capitalise upon opportunities to participate in this superior growth trajectory. 4
2
0 2007 2017
Latin America Asia Middle East Africa
CAGR: compound annual growth rate Source: BCG, Ashmore
10 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Local offices provide diversification benefits...
Colombia Peru Saudi Arabia Long-term private equity and Manages private equity Invests in listed and private senior debt funds investing in infrastructure and domestic equity opportunities. infrastructure projects, together and regional equity Significant industry growth with listed equity capabilities. investments in conjunction expected following the with the Colombian office. opening of the equity market to foreign investors.
India Indonesia United Arab Emirates Focused on domestic listed Invests in a broad range of Private equity investments equities and managing domestic equity and fixed focused on private high net worth capital. income markets. healthcare provision.
...and strong AuM growth
Local offices’ AuM increased by 26% over the year to US$4.9 billion. The Group continues to pursue opportunities to add further scale to the local platforms and to consider additional markets, in order to broaden investment capabilities and provide further diversification benefits.
Local office AuM (US$bn)
Colombia Peru The business model and ownership structure is tailored to each market opportunity. Ashmore is typically the majority shareholder 0.3 Saudi Arabia 1.2 and achieves an alignment of interests through a significant minority United Arab Emirates equity ownership by local employees and strategic partners. India Local offices have their own investment processes, managing 1. Indonesia capital raised by local distribution teams. Competitive advantage is China achieved through local knowledge supported by the resources of a large global investment manager. 0.1 0.9 Ashmore’s global clients access the local investment management capabilities with dedicated single-country or regional mandates. 0.8 Read more Read the Remuneration report on page 53 to learn how Ashmore aligns Local asset management platforms operate within an appropriate pay to performance risk management, control and governance framework. The investment teams have autonomy but interact regularly with Ashmore’s global investment committees.
Ashmore Group plc | Annual Report and Accounts 2018 11 Business model A robust and scalable business model
Ashmore’s business model supports its growth strategy and delivers value to clients and shareholders through market cycles
Structural growth Distinctive business model
opportunities characteristics
High-return, diversified range of
Emerging Markets Active seed capital programme investment themes
Specialist focus
Strong, liquid Active balance sheet
management style Political, social and economic
convergence trends Diversified client
Scalable operating base platform Cost discipline
Flexible Investors are remuneration typically underweight philosophy Emerging Markets
12 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Delivering value through the cycle
Strong long-term investment performance for clients
Significant alpha 94% AuM delivered through market cycles outperforming over three years
Interests aligned through employee equity ownership
Variable remuneration Employees own biased towards approximately 46% of shares long-dated equity awards
Value for shareholders
66% adjusted Strong cash Progressive EBITDA margin generation dividends
Ashmore Group plc | Annual Report and Accounts 2018 13 Key performance indicators Delivering long-term growth
Measure Assets under management Investment performance
Definition The movement between opening and The proportion of relevant Group AuM closing AuM provides an indication of the that is outperforming benchmarks on a overall success of the business during gross basis, over one year, three years the period, in terms of subscriptions, and five years. The gross basis reflects redemptions and investment performance. the largely institutional nature of the client base, typically with the ability to agree The average AuM level during the period, bespoke fee arrangements. Funds without along with the average margins achieved, a performance benchmark are excluded, determines the level of management specifically those in the Alternatives and fee revenues. Overlay/liquidity themes.
Relevance to strategy The Group’s strategy seeks to capitalise The Group’s success is dependent on on the growth trends across Emerging delivering investment performance for Markets. This is ultimately reflected in clients, who typically look at performance AuM growth over time. over the medium to long term.
Long-term performance Assets under management Investment performance (three years) US$73.9bn 94% U2017:S$ US$58.7bn73.9bn 92017:4% 86% 2017: US$58.7bn 2017: 86% 94 75.0 73.9 92 91 89 87 86 81 81 58.9 58.7 73 73 69 52.6 63 60 38 23
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
1 year 1 year AuM increased by US$15.2 billion (+26%) 3 years 3 years through net inflows of US$16.9 billion partially offset by negative market 5 years 5 years performance of US$1.4 billion and other movements of US$0.3 billion. Ashmore’s investment processes More information continue to deliver strong performance Non-GAAP alternative performance measures are Average AuM increased by 26% to defined on page 27 and a reconciliation to GAAP US$69.2 billion. for clients over one, three and five years. measures is provided on page 22. Five-year comparatives for other alternative performance measures are included in the five-year summary on page 126.
14 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Adjusted EBITDA margin Diluted EPS Balance sheet strength
The adjusted EBITDA margin measures Profit attributable to equity holders of the The Group maintains a strong balance operating profit excluding depreciation parent divided by the weighted average of sheet through the cycle. This is measured and amortisation against net revenues. all dilutive potential ordinary shares. by the total value of net capital resources To provide a meaningful assessment available to the Group, defined as capital of the Group’s operating performance, and reserves attributable to equity the measure excludes foreign exchange holders of the parent less goodwill and translation and seed capital items. intangible assets less material holdings, and comparing this with the consolidated regulatory capital requirement (see note 21 to the financial statements), to provide a solvency ratio.
Delivering a high profit margin The earnings per share reflect the overall A strong balance sheet enables the Group demonstrates the Group’s scalable financial performance of the Group in the to build a diversified client base, provides operating platform, enables investment period, and represent an aspect of value opportunities for investment to grow the in future growth opportunities, supports creation for shareholders. business including the seeding of funds, cash generation to sustain a strong and supports the Group’s dividend policy. balance sheet, and provides for attractive returns to shareholders.
Adjusted EBITDA margin Diluted EPS Solvency ratio 66% 21.3p 401% 62017:6% 65% 22017:1.3 23.7pp 42017:00% 404% 2017: 65% 2017: 23.7p 2017: 404%
527
23.7 425 407 404 401 21.3 67 67 66 65 62 19.3 18.6 18.1 599 559 506 495 457 119 111 94 100 73 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
Financial resources (£m) Financial resources (£m) The margin increased to 66%, reflecting The decline in diluted EPS compared 11% operating revenue growth and to the prior financial year reflects lower Capital requirement (£m) Capital requirement (£m) the Group’s disciplined cost control mark-to-market foreign exchange Solvency ratio (%) that limited adjusted operating cost translation and seed capital gains, growth to 7%. This delivered cash which offset the strong growth of 15% Ashmore maintains a strong capital from operations excluding consolidated in adjusted EBITDA. position, with total financial resources funds of £210.1 million, or 114% of equivalent to approximately four times its adjusted EBITDA. regulatory capital requirement.
Ashmore Group plc | Annual Report and Accounts 2018 15 Chief Executive’s review Delivering growth through the cycle
Ashmore’s strategy capitalises The progress made in 2018 is illustrated by Strategic developments on the substantial growth the following developments: Ashmore’s three-phase strategy delivers growth and value for clients and shareholders –– Ashmore’s investment processes actively opportunities available across through market cycles. In the financial year, buy risk in periods of market dislocation progress was made on a number of important Emerging Markets, and its and this consistent approach is delivering strategic initiatives. business model adapts to significant outperformance, with 73% of market cycles within the AuM outperforming over one year, 94% Phase 1: Establish Emerging Markets longer-term growth trend. over three years and 89% over five years. asset class –– Record gross and net inflows resulted Investor allocations to Emerging Markets Ashmore therefore consistently deploys in AuM growth of 26% as the Group’s are underweight but increasing steadily. active investment processes, controls its global distribution team capitalised on the The typical investor has an allocation below operating costs in response to the revenue strong performance and investors began 10% compared to a global benchmark environment, maintains a strong and liquid to address their underweight positions in neutral weight of 15% to 20%. balance sheet and invests in future growth Emerging Markets. opportunities through the full market cycle. This underweight positioning combined –– A continuous focus on cost control drove with compelling valuations available across This approach generates value for clients a 4% reduction in adjusted operating Emerging Markets, strong outperformance through strong investment outperformance, costs excluding variable compensation, across Ashmore’s product range, and and for shareholders through the delivery and an inherently flexible remuneration the global distribution team’s extensive of a high adjusted EBITDA margin, policy means operating revenue growth direct client relationships delivered record consistent conversion of profits to cash, of 11% resulted in adjusted EBITDA net inflows of US$16.9 billion in the year. and a progressive dividend policy. It growth of 14%. Demand was broad-based across the Group’s also underpins and sustains Ashmore’s –– Earnings are consistently converted to cash. client base and investment themes, with culture, with a demonstrable alignment of In this period, operating cash flows excluding the most significant flows into blended debt, employees’ interests with those of clients consolidated funds were £210.1 million and local currency, short duration and specialist and shareholders. represented 114% of adjusted EBITDA. equity products. As Emerging Markets continue to grow, –– New seed capital investments of £65 Phase 2: Diversify investment themes and Ashmore’s strategy and business model will million were made. This takes total developed world capital sources remain consistent to generate value for the investments over the past nine years to Ashmore is diversifying its revenue mix to Group’s clients, shareholders and employees. £640 million, of which 71% has been provide greater revenue stability through Strong operating and financial successfully redeemed and at a profit. the cycle. From a client mix perspective, performance –– The Group successfully managed the the focus on building a larger retail business Ashmore has delivered a strong operating introduction of the Markets in Financial generated 47% growth in AuM sourced and financial performance and made further Instruments Directive II (MiFID II) in January through intermediary channels. Retail clients progress on strategic initiatives in this financial 2018 and has achieved the cost control now represent 14% of Group AuM. year. Significant investment outperformance described above, notwithstanding the Group Ashmore has also maintained the strength combined with the Group’s diverse client absorbing payments for broker research. of its institutional client base with a balanced base and global distribution capabilities have –– Ashmore’s balance sheet strength mix of client types and an average tenure of resulted in record net flows in the period and represents a source of strategic and institutional client relationship of more than strong growth in AuM. A continued focus on competitive advantage through the cycle. six years. cost control means adjusted EBITDA grew Total net capital resources of £599.2 million faster than revenues and the adjusted EBITDA are in excess of the Group’s regulatory Product diversification continues to be margin increased to 66%. Importantly, the capital requirement of £119.5 million. important as Ashmore’s objective is to investments made in local platforms and provide clients with a full range of scalable intermediary distribution channels are delivering Market performance Emerging Markets investment opportunities. strong AuM growth, and the Group’s equity As described in the Market review, Emerging During the year, the Group’s global and investment capabilities were enhanced over Markets delivered strong returns for most of specialist equities capabilities were enhanced the period. the financial year, reflecting the favourable through the recruitment of a number of senior economic trends underpinning the vast investment professionals in London. Over the majority of countries. Global risk aversion medium term, Ashmore’s goal is to increase increased in the final quarter, leading to a the proportion of AuM managed in equity decline in Emerging Markets asset prices strategies from 6% today. and so presenting attractive investment opportunities for active managers to exploit.
16 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
In the alternatives theme, Ashmore recently Active seed capital programme These factors result in a successful alignment acquired a majority stake in a Colombian real Ashmore has used its balance sheet to seed of interests between clients, shareholders estate business with AuM of approximately its own funds since 2009, with the primary and employees through market cycles, and US$300 million. This provides a platform to purpose to deliver growth in third-party AuM also mean that unplanned staff turnover expand into other Latin American markets and thus to secure long-term revenues. remains at relatively low levels, such as the and, over time, to develop additional real This activity supports all three phases of 8.6% experienced this year. estate businesses in other Emerging Markets. the Group’s strategy and continues through Outlook market cycles, with new investments Phase 3: Mobilise Emerging Markets capital The recent weakness in Emerging Markets and successful redemptions of previous Local platforms’ AuM grew by 26% in asset prices has not, with one or two commitments made on a regular basis the year to US$4.9 billion AuM, or 7% of exceptions, been caused by a deterioration subject to funds achieving scale and the the Group’s total AuM, and all contribute in economic fundamentals, but rather by a investment generating a positive return. positively to operating profits. Importantly, number of developed world events that have they offer diversification benefits, through Over the past nine years, Ashmore has led to broader risk aversion in global markets. access to a local client base and by focusing invested £640 million in its funds and Asset prices have extrapolated the challenges on different underlying asset classes. successfully redeemed £455 million or 71% faced by a small number of Emerging Markets For example, Colombia principally manages of these investments to date. The primary countries across the broader universe. This infrastructure funds and is growing a measure of the success of this programme therefore presents another highly attractive domestic listed equity business; Indonesia is that 14%, or more than US$10 billion, of entry point with valuations back to levels seen offers a broad range of equity and fixed the Group’s AuM is in funds that have been 18 months ago immediately following the US income mutual funds; Saudi Arabia invests seeded. Additionally, the seeding programme election, and which underpinned a subsequent in listed and private equity opportunities; has contributed £103 million to the Group’s period of strong returns. For example, local and the UAE business is focused on private pre tax profits over the past nine years. currency bonds, which are predominantly equity financing of healthcare projects. The investment grade, have an average real yield The market value of the seed capital success of these businesses is increasingly of 3%, far in excess of anything available from and commitments at 30 June 2018 recognised by Ashmore’s global client base, developed country bonds of similar quality and is £261 million, broadly spread across and so in certain locations the locally sourced duration. External debt trades at more than investment themes, but with a focus on capital is managed alongside single-country 300 basis points over US Treasury bonds, strategic growth initiatives in the equities or regional allocations from developed compared with historical lows of 170 basis and alternatives themes, which together world investors. points. Corporate credit offers higher yields and represent two-thirds of the total market value. lower default rates than the equivalent US high Ashmore will continue to focus on yield market, and equities trade at valuations building scale in the existing network of Brexit that heavily discount the improving business local asset management businesses, and The two-year period to determine the and profit cycles across Emerging Markets. will also consider additional markets as terms of the UK’s exit from the European Through its consistent active investment opportunities arise. Union ends in March 2019, however there remains substantial uncertainty regarding processes, Ashmore is able to capitalise on these terms and the implications for the these investment opportunities. “Ashmore’s strategic focus financial services industry. In order to ensure While the very strong net flows delivered on the significant Emerging continued access to EU-based institutional in 2018 may not be repeated in the near clients, subject to regulatory approval Markets growth opportunity, term, attractive valuations, Ashmore’s Ashmore is in the process of establishing an strong investment performance track record combined with a distinctive and office in Ireland. Therefore, notwithstanding and investors’ underweight allocations to highly effective business model the uncertainty, the operational impact of Emerging Markets mean that the outlook Brexit is expected to be manageable and remains positive. that performs through market the financial impact immaterial. cycles, creates long-term value Ashmore’s experience of investing in Emerging People and culture for clients and shareholders” Markets over more than 25 years, placing Ashmore’s culture is supported and sustained itself at the forefront of market developments, by its specialist focus on the Emerging and establishing deep and long-standing client Markets asset classes, its distinctive relationships, means it is well positioned to remuneration philosophy and its committee- continue to deliver significant growth and value based approach to investment management. to clients and shareholders. Mark Coombs Chief Executive Officer
6 September 2018
Ashmore Group plc | Annual Report and Accounts 2018 17 Market review Growth opportunities across Emerging Markets
Importantly, the decline in asset prices at Positive short-term outlook... Year in review the end of the period was not the result of The period of market weakness experienced any significant changes in the fundamental in the final quarter of the financial year was Emerging Markets assets economic and political backdrop across the principally caused by increased risk aversion produced consistently strong majority of emerging nations. The positive as a result of developed world events rather returns for most of the financial trends of faster GDP growth, low and than a broad deterioration in Emerging stable inflation, improving current account Markets’ prospects. year, as economic growth positions, and supportive electoral cycles all continued to accelerate remain intact. However, the popular narrative has focused on a small number of emerging countries that and momentum in capital Therefore a change in asset prices, influenced have specific and self-inflicted challenges, flows followed suit, and by risk aversion as a consequence of some and has painted this picture across the notwithstanding the three US events primarily in the developed world, for broader Emerging Markets universe. rate increases during the period. example weak European economic data The role of an active specialist investor is and Italian political uncertainty resulting to challenge this simplistic view through For example, in the nine in a depreciation of the euro, presents an in-depth analysis of the wide range of highly months to March 2018, local attractive opportunity for investors to capture diversified investment opportunities across value across the diverse range of Emerging the Emerging Markets. currency bonds delivered a Markets investment themes. total return of +9% and the Of course there is a very small number MSCI EM equity index returned of countries, such as Argentina and “The latent potential nearly +16%. Turkey, that face challenges, whether through existing economic vulnerabilities of Emerging Markets The final quarter saw some or misguided policies, but these are not is characterised by low market weakness and representative of the broader investable indebtedness, propensity volatility such that, overall, Emerging Markets universe that comprises to reform, favourable more than 70 countries. The universe grew fixed income markets fell by 19% over the 12 months to December demographics, and therefore slightly over the full year 2017, and now comprises US$53 trillion higher trend economic period while equities delivered of publicly traded fixed income and equity growth rates than observed in a small positive return. securities, as shown on page 6. developed countries”
25 years of delivering superior returns through active management
3,100 Ashmore established its first fixed income fund, EMLIP, in 1992. The fund’s success demonstrates Ashmore’s ability to deliver 2,350 superior performance for clients through: –– a deep understanding of the diverse and inefficient Emerging Markets 1,600 asset classes; –– a specialist, active and consistent Index 1992 100 Index investment process followed 850 by an experienced investment committee; and
100 –– a value-based investment philosophy and rigorous company/credit analysis. 2010 2012 2014 2016 2018 1992 1994 1996 1998 2000 2002 2004 2006 2008
EMLIP net EMBI GD S&P 500
Cumulative monthly returns since October 1992 Source: Ashmore, Bloomberg, P Morgan
18 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
A correction in asset prices does not The established trend of Emerging Markets’ “The longer-term investment undermine the positive fundamental trends, superior GDP per capita growth, allied case for Emerging Markets such as accelerating GDP growth, increasing with structural changes as institutions and credit worthiness and the development of markets evolve, underpins the opportunity to remains strong, and centres local capital markets that underpin the outlook deliver attractive investment returns from an on the convergence of social, for Emerging Markets. It does however allocation to Emerging Markets. political and economic factors provide the best entry point for several Not all emerging countries will realise their years, given the resultant valuations. Local with the developed world.” full potential, perhaps because of political or currency bonds, an investment grade asset economic mismanagement, but importantly class, have a real yield of 3%, external debt there is a very large and growing universe trades at more than 300 basis points over of emerging nations with investable US Treasuries, and equity valuations are at equity, fixed income and private markets, wide discounts to developed world prices and so active management can successfully do not reflect improving business and profit avoid those countries that do not offer cycles. These valuations were last seen in sufficiently attractive return opportunities. late 2016 after the US election and following For example, Ashmore is currently invested which Emerging Markets performed strongly. in more than 70 countries across Emerging The short-term outlook for investment returns Markets and its investment committees is therefore positive. express high conviction views resulting in ...and attractive long-term prospects significant active risk and strong investment The longer-term investment case for performance across the Group’s fixed income Emerging Markets remains strong, and and equity portfolios. centres on the convergence of social, political and economic factors with the developed world. Simply, the poorer and less developed countries of the world will become wealthier over time. The latent potential of these countries is characterised by their low indebtedness, propensity to reform, favourable demographics, and therefore higher trend economic growth rates than observed in developed countries.
Attractive real yields offered by Emerging Markets local currency bonds
6 Local currency bonds issued by Emerging Markets sovereigns represent a large 5 (US$10.3 trillion) and growing asset class (+22% in 2017), with the important 4 characteristic that most of the bonds (87%) are owned by domestic institutions, offering a buffer against the effects of 3 foreign investor capital flows.
2 The benchmark GBI-EM GD index is investment grade rated and increasingly
Local currency bonds real yield (%) currency Local 1 diverse, with more than 200 bonds issued by 18 countries. This index currently has 0 an average real yield of approximately 3%, a level that is very attractive in absolute 2011 2010 2017 2012 2013 2014 2015 2016 2018 2008 2009 terms but also compared to its history and Source: Ashmore, Bloomberg, P Morgan bonds of equivalent duration and quality issued by developed world countries.
Ashmore Group plc | Annual Report and Accounts 2018 19 Market review continued
Emerging Markets have turned primarily to developed nations and China. Challenging the vulnerability into resilience Again, the evidence refutes this view. The popular misperception of an Emerging –– trade between Emerging Markets is the misperceptions Market is a country that is heavily indebted to fastest growing segment of world trade, foreign investors, with weak institutions, and The scale of the Emerging amounts to nearly US$5 trillion, and accounts therefore highly vulnerable to capital flight. for more than 40% of all Emerging Markets Markets opportunity is While this was certainly true of many countries trade. At the current growth rate, it will in the 1990s and prior, and can still be observed increasing, yet investor represent more than half of all Emerging in a very small number of nations today, the allocations remain at extremely Markets trade within the next decade; majority of emerging countries have changed low levels relative to global significantly over the past two decades and are –– the growth in trade is widespread across benchmarks, as shown on now far more resilient to shocks, particularly emerging nations, with all regions growing page 7. external ones, than either in their history or rapidly and trading with each other; compared with the popular misperception. –– trade between emerging countries is The principal challenge typically more balanced and therefore more For example, Emerging Markets today: in raising allocations to stable than trade with developed countries. representative levels is to –– account for 59% of global GDP yet have The average trade imbalance between issued only 22% of global debt, the Emerging Markets is 3% compared with address investors’ common majority of which is denominated in the 8% between Emerging Markets and the misperceptions about the country’s own currency and is owned by developed world; and nature of, and risks associated domestic investors; –– China is important, but it trades more with with, Emerging Markets. –– control 76% (US$8.7 trillion) of the world’s Developed Markets than it does with other emerging nations; it accounts for less than Many of these views are foreign exchange reserves; –– typically have floating or semi-pegged 10% of trade between Emerging Markets. outdated given the structural exchange rates, with monetary policy Therefore as China continues to grow and developments that have determined by independent central banks to diversify its economy, other Emerging been delivered by emerging that successfully target inflation; and Markets can benefit by increasing their share of trade with China. nations over the past two –– have successfully weathered the recent decades. As understanding headwinds of rising US interest rates, a Price volatility is not the same as risk stronger US dollar, commodity price falls, The volatility of asset prices in Emerging increases then the growth and and capital outflows, without major crises Markets tends to be higher than in investment return potential or defaults and thereby illustrating the Developed Markets, although it is important can be appreciated. enhanced resilience that challenges the not to confuse price volatility with risk, popular misperceptions and underpins the particularly in bond markets. Indeed, periods Emerging Markets investment opportunity. of heightened volatility and weaker asset prices typically present extremely attractive Trade is a diversified driver of investment opportunities. economic growth A further misperception of Emerging This price volatility demonstrates the Markets is the notion that the countries inefficiencies of Emerging Markets asset have export-led economies focused on a classes, providing opportunities for the narrow range of raw materials and sold active investor. For example, uninformed or speculative investor flows, in part the result of the factors described above, and also structurally low index representation of the “The majority of emerging Emerging Markets asset classes, tend to countries have changed cause short-term dislocations between market significantly over the past two prices and underlying company or country fundamentals. Active management can decades and are now far more capitalise on these periods of volatility to deliver resilient to shocks, particularly superior risk-adjusted returns, as demonstrated external ones, than either in by Ashmore’s strong investment performance their history or compared with over one, three and five years. the popular misperception”
20 Ashmore Group plc | Annual Report and Accounts 2018 Review by
investment theme Strategic report
External debt Corporate debt Equities The EMBI GD benchmark declined by 1.6% The CEMBI BD benchmark was effectively Equity markets performed well over the over the year, outperforming its reference unchanged over the year with a -0.1% return. 12-month period, delivering returns of 10-year US Treasury bond that returned The high yield (HY) index returned +0.2% and +8.2%, +5.6% and +1.7% for the MSCI -2.7%. The index continues to grow with so underperformed the US HY index (+3.0%). EM, MSCI EM Small Cap and MSCI two more countries added in the period to The favourable economic backdrop and Frontier Markets indices, respectively. take the total to 67. This provides significant improving business cycle across Emerging This performance was underpinned by diversification, as illustrated in the wide range Markets means that defaults continue to an ongoing recovery in the profit cycle of country returns over the year from -39% to trend lower, declining from 2.2% to 1.7% combined with attractive ratings, particularly +11%, and therefore significant opportunities over the year. Notably this is a lower level relative to developed world equity markets. for an active manager to generate value. of default than seen in the US high yield Ashmore has a comprehensive product market (3.0%). Ashmore’s relative performance is strong, range, including specialist products such with its external debt composite delivering Ashmore’s three-year investment as Frontier Markets through to all cap three-year annualised gross returns of performance is strong, with +6.1% gross strategies and single country funds. +7.1% compared with +4.6% for the annualised returns by the corporate debt Active management, and a combination of benchmark index. composite compared with +3.9% for the bottom-up security selection with top-down CEMBI BD benchmark. macro views, has delivered outperformance The outlook for the external debt asset class over three years. For example, the Frontier is positive. There are attractive spreads Demand for corporate debt is underpinned Markets composite has three-year annualised over US Treasuries and the possibility of by its attractive characteristics including gross performance of +7.3% versus +2.2% more countries joining the index to increase diversification, with more than 600 issuers for the MSCI Frontier Markets index. diversification, raise credit quality and in 52 countries, higher spreads than offered reduce volatility. by equivalently rated developed world The outlook for equities is supported by an companies, and leverage tends to be the attractively valued and highly diverse set of Local currency result of operating requirements rather than investment opportunities, many of which are The GBI-EM GD benchmark fell by 2.3% over LBOs or financial engineering. driven by domestic or structural factors within the period, with a positive contribution from Emerging Markets. rates offset by weaker EM FX against the Blended debt US dollar. As was the case with external The standard benchmark (50% external debt, Alternatives debt, the diversity of the 18-member local 25% local currency bonds, 25% EM FX) There are significant thematic growth currency index delivered a broad range of delivered a return of -1.2% over the year. opportunities associated with real or illiquid country returns over the year, from -44% assets in Emerging Markets, such as real Ashmore’s investment process actively to +10%. estate, infrastructure development and manages blended debt portfolios by private healthcare provision. Ashmore’s Ashmore’s local currency bonds composite determining the relative value between track record of structuring funds and raising has outperformed the index with three-year the constituent fixed income themes. long-term capital positions it well to capture annualised gross returns of +3.3% compared This approach has delivered significant these opportunities. with +2.0% for the index. outperformance for clients with a gross annualised return of +5.9% over three years Growth in the alternatives theme can be The recent correction in this asset class versus the benchmark return of +3.2%. successfully delivered through acquiring and should be seen against the strong returns aligning with local businesses that tie into delivered since early 2016. The index yield Ashmore expects continued demand for these growth themes. of 6.8% is the same as it was when the blended debt funds from both institutional Fed Funds rate was 5.25% prior to the and retail investors, wishing to gain broad Multi-asset global financial crisis, and also the same access to the wide range of attractive Ashmore’s multi-asset composite has as immediately after the US election, investment opportunities available in returned +9.2% on a gross annualised basis following which the asset class rallied 15% in the US$24 trillion Emerging Markets over three years, significantly outperforming 12 months and attracted meaningful investor debt universe, with the benefit of active its benchmark (+5.3%). This demonstrates flows. Importantly, local currency bonds are management to enhance returns. the benefit of applying active management predominantly investment grade and offer a to the diverse range of equity and fixed real yield of 3%, comfortably in excess of that income markets. offered by developed world bonds of similar quality and duration. These characteristics underpin Ashmore’s expectation of further demand for local currency funds from a broad range of institutional investors.
Ashmore Group plc | Annual Report and Accounts 2018 21 Business review Delivering financial performance
The benefits of Ashmore’s business model There was negative investment performance Equally, there was no overriding trend in were clearly demonstrated in the financial over the period of US$1.4 billion, which redemptions with a spread across the range year with 14% growth in adjusted EBITDA reflects a contribution of +US$3.8 billion from of funds and client types. As the retail AuM generated through operating revenue growth the strong market performance seen in the grows it brings with it an anticipated uptick of 11% and delivering an adjusted EBITDA first nine months of the year, as described in in redemption activity in the Group’s mutual margin of 66%. Lower performance fees and a the Market review, followed by the effects funds. The period also saw some profit-taking reduced level of mark-to-market FX translation of market risk aversion in the final quarter. by institutions in the fixed income themes and seed capital gains meant that diluted EPS The ‘other’ movement in the overlay theme that have delivered strong performance over declined by 10% to 21.3p. The Group’s strong resulted from Ashmore’s equity interest in the past two years, such as local currency, and liquid balance sheet was maintained with Taiping Fund Management Company Limited blended debt and corporate debt. net financial resources of £599.2 million and reducing from 15% to 8.5% in August 2017. Consistent with the gross subscriptions, net excess regulatory capital of £479.7 million. Average assets under management flows were strongest in the local currency, Assets under management increased by 26% to US$69.2 billion blended debt and corporate debt themes. AuM increased 26% over the year from (FY2016/17: US$54.8 billion). By client type, retail intermediary channels US$58.7 billion to US$73.9 billion, reflecting delivered US$3.7 billion of net flows, and there The gross subscriptions were broadly spread net inflows of US$16.9 billion, the highest were also strong net flows from pension funds across investment themes. The most delivered by the Group in a financial year. (US$3.4 billion), government-related pension significant flows were into Ashmore’s short schemes (US$3.3 billion) and insurance Gross subscriptions doubled to US$30.0 billion duration strategy, particularly from European companies (US$1.9 billion). Compared with the and were also at a record level (FY2016/17: retail clients, local currency funds, blended debt prior year, net flows reflect greater activity by a US$14.8 billion). Gross redemptions of and overlay. There was also strong demand broader range of institutional clients and growth US$13.1 billion were at a similar level for equity product in the form of single country through intermediary channels. to last year in absolute terms, but lower institutional mandates and into mutual funds as a proportion of opening AuM at 22% managed by the Group’s local businesses such Investor profile (FY2016/17: US$12.8 billion, 26%). as Indonesia. There was a bias to institutional The Group’s client base remains predominantly clients adding to mandates in the local currency institutional, representing 86% of AuM and blended debt themes, and new clients (30 June 2017: 88%), with the proportion of were active in the external debt, corporate debt assets originated through retail intermediary and equity themes. channels increasing from 12% to 14%.
Summary non-GAAP financial performance The table below reclassifies items relating to seed capital and the translation of non-Sterling balance sheet positions to aid clarity and comprehension of the Group’s operating performance, by excluding the mark-to-market volatility of these items, and to provide a more meaningful comparison with the prior year. For the purposes of presenting ‘Adjusted’ profits, operating expenses have been adjusted for the variable compensation on foreign exchange translation gains and losses. Non-GAAP alternative performance measures (APMs) are defined and explained on page 27. Reclassification of FY2017/18 Seed capital- Foreign exchange FY2017/18 FY2016/17 £m Reported related items translation Adjusted Adjusted Management fees net of distribution costs 250.5 – – 250.5 221.6 Performance fees 21.9 – – 21.9 28.3 Other revenue 4.1 – – 4.1 2.7 Foreign exchange (0.2) – 2.0 1.8 (2.8) Net revenue 276.3 – 2.0 278.3 249.8 Investment securities 3.0 (3.0) – – – Third-party interests (2.4) 2.4 – – – Personnel expenses (72.8) – (0.4) (73.2) (66.2) Other expenses excluding depreciation & amortisation (22.6) 1.1 – (21.5) (22.5) EBITDA 181.5 0.5 1.6 183.6 161.1 EBITDA margin 66% – – 66% 65% Depreciation & amortisation (5.0) – – (5.0) (5.5) Operating profit 176.5 0.5 1.6 178.6 155.6 Net finance income/expense 15.2 (10.6) – 4.6 2.6 Associates & joint ventures (0.4) – – (0.4) 0.8 Seed capital-related items – 10.1 – 10.1 27.6 Profit before tax excluding FX translation 191.3 – 1.6 192.9 186.6 Foreign exchange translation – – (1.6) (1.6) 19.6 Profit before tax 191.3 – – 191.3 206.2
22 Ashmore Group plc | Annual Report and Accounts 2018 AuM movements by investment theme Strategic report The AuM by theme as classified by mandate is shown in the table below. Reclassifications typically occur when a fund’s investment objectives, investment guidelines or performance benchmark change such that its characteristics cause it to be included in a different theme. AuM Gross Gross Reclassifications / AuM 30 June 2017 Performance subscriptions redemptions Net flows other 30 June 2018 Theme US$bn US$bn US$bn US$bn US$bn US$bn US$bn External debt 13.3 (0.2) 3.4 (2.0) 1.4 – 14.5 Local currency 13.7 (0.6) 8.4 (2.5) 5.9 (2.0) 17.0 Corporate debt 6.3 – 6.1 (2.6) 3.5 – 9.8 Blended debt 14.6 (0.5) 6.5 (2.9) 3.6 2.0 19.7 Equities 3.4 (0.1) 2.8 (1.9) 0.9 – 4.2 Alternatives 1.5 – 0.1 (0.1) – – 1.5 Multi-asset 1.1 – 0.1 (0.2) (0.1) – 1.0 Overlay/liquidity 4.8 – 2.6 (0.9) 1.7 (0.3) 6.2 Total 58.7 (1.4) 30.0 (13.1) 16.9 (0.3) 73.9
Segregated accounts represent 61% of AuM The Group’s AuM by geography of investment 13% of the Group’s AuM was eligible to earn (30 June 2017: 67%), the lower proportion is well diversified with 39% in Latin America, performance fees (30 June 2017: 12%) of resulting from several factors such as 24% in Asia Pacific, 15% in the Middle East which a significant proportion is subject to increased retail AuM and flows into mutual and Africa, and 22% in Eastern Europe. rebate agreements. funds from smaller institutional clients. Financial review Translation of the Group’s non-Sterling There will continue to be demand for Revenues assets and liabilities at the period end segregated accounts, for example from larger Net revenue increased by 7% to £276.3 million resulted in a foreign exchange loss of and more sophisticated institutional clients (FY2016/17: £257.6 million) reflecting strong £2.0 million (FY2016/17: £7.8 million gain), that are subject to regulatory obligations, growth in net management fee income, and caused principally by a recovery in the value or that wish to apply specific investment lower performance fee income and foreign of Sterling against the US dollar over the guidelines. However, subject to product exchange translation revenues than in the prior period. The Group recognised net realised demand in a particular period, the Group year period. Operating revenues, excluding FX and unrealised hedging gains of £1.8 million expects growth in segregated accounts to translation, grew by 11% to £278.3 million. (FY2016/17: £2.8 million loss) to give a be balanced by retail and other institutional total foreign exchange loss in revenues of Management fee income net of distribution demand for mutual funds. £0.2 million (FY2016/17: £5.0 million gain). costs increased by 13% from £221.6 million Ashmore’s global mutual fund platforms to £250.5 million, with strong AuM growth The growth in other revenue to £4.1 million continue to grow. The SICAV range of 26 funds partially offset by a lower fee margin of 49bps (FY2016/17: £1.8 million) reflects higher increased AuM by 52% to US$14.2 billion at (FY2016/17: 52bps) and a 6% headwind from transaction fees. 30 June 2018 (30 June 2017: US$9.3 billion an unfavourable average GBP:USD exchange in 25 funds), with growth driven by short rate of 1.3464 for the period compared with duration, local currency bonds, blended debt the prior year (FY2016/17: 1.2766). Year end headcount and corporate debt funds. The US 40-Act The movement in the Group’s net range of eight funds increased AuM by 26% management fee margin is largely explained to US$2.1 billion (30 June 2017: US$1.7 billion by growth in large segregated accounts, 253 in 10 funds), with growth delivered in particular which attract a lower net management fee 2017: 252 through the blended debt, short duration and margin due to their size, predominantly frontier equity funds. through clients adding to existing funds in In total, 33% of the Group’s AuM has addition to new client mandates. The growth 239 200 197 been sourced from clients domiciled in in higher net margin retail intermediary assets 222 180 202 170 180 175 Emerging Markets. added approximately 0.5bps to the margin, 189 which was offset by other factors such as AuM as invested competition. There was no net impact on The charts on page 24 show AuM ‘as the margin in the period from changes in invested’ by underlying investment theme, investment theme mix. which adjusts from the ‘by mandate’ 91 88 86 83 77 presentation to take account of the allocation The Group generated performance fees 73 64 63 63 into the underlying asset classes of the of £21.9 million in the year (FY2016/17: 52 multi-asset and blended debt themes; and £28.3 million) from a range of segregated 2014 2015 2016 2017 2018 of crossover investment from within certain accounts and mutual funds within the Global Support external debt funds. fixed income, equities and multi-asset investment themes. At 30 June 2018, Local Investment professionals
Ashmore Group plc | Annual Report and Accounts 2018 23 Business review continued
AuM classified by mandate 2017 (%) ExternalAuM debt classified by mandate 2018 (%) External debt Local currency Local currency
Corporate debt Corporate debt
8 Blended debt 8 Blended debt 1 22 2 23 20 6 Equities 6 Equities
Alternatives Alternatives
Multi-asset Multi-asset 25 27 23 Overlay/liquidity 23 Overlay/liquidity
11 13
AuM as invested 2017 (%) AuM as invested 2018 (%)
8 9 3 2 7 7 39 38 13 15
30 29
AuM by investor type 2017 (%) CentralAuM banks by investor type 2018 (%) Central banks Sovereign wealth funds Sovereign wealth funds
Governments Governments 2 2 12 Pension plans Pension plans 17 14 15 3 Corporates/financial institutions Corporates/financial institutions 4 8 9 Funds/sub-advisers Funds/sub-advisers 15 Third-party intermediaries14 Third-party intermediaries 15 13 Foundations/endowments Foundations/endowments
29 28
AuM by investor geography 2017 (%) AmericasAuM by investor geography 2018 (%) Americas Europe ex UK Europe ex UK
UK UK
Middle East and Africa Middle East and Africa 21 23 24 24 Asia Pacific Asia Pacific
21 19 26 24 8 10
24 Ashmore Group plc | Annual Report and Accounts 2018 Fee income and net management fee margin by investment theme Strategic report The table below summarises net management fee income after distribution costs, performance fee income, and average net management fee margin by investment theme, determined with reference to weighted average assets under management. Net management Net management Performance Performance Net management Net management fees fees fees fees fee margin fee margin FY2017/18 FY2016/17 FY2017/18 FY2016/17 FY2017/18 FY2016/17 Theme £m £m £m £m bps bps External debt 50.7 48.9 3.1 9.4 46 50 Local currency 46.6 42.8 12.9 11.9 42 41 Corporate debt 35.8 25.9 0.9 1.8 59 62 Blended debt 68.2 57.8 4.7 2.6 49 53 Equities 23.3 21.5 0.1 0.9 81 90 Alternatives 12.3 12.8 – 1.0 131 124 Multi-asset 6.4 7.4 0.2 0.7 74 80 Overlay/liquidity 7.2 4.5 – – 17 15 Total 250.5 221.6 21.9 28.3 49 52
Operating costs Other operating costs, excluding depreciation Taxation Total operating costs of £100.4 million and amortisation, were £22.6 million The majority of the Group’s profit is subject to (FY2016/17: £100.7 million) include (FY2016/17: £27.4 million) and excluding UK taxation. Of the total current tax charge for £1.1 million (FY2016/17: £4.9 million) of consolidated fund expenses reduced by 4% the financial year of £38.2 million (FY2016/17: consolidated fund expenses. Excluding these to £21.5 million. This was primarily achieved £40.7 million), £30.3 million relates to UK costs, and notwithstanding the 7% increase through lower premises costs, for example corporation tax (FY2016/17: £31.3 million). in revenues, statutory operating expenses the full year benefit of consolidating the There is an £18.5 million deferred tax asset on increased only 4% compared with the prior Group’s US offices, and a continued focus the Group’s balance sheet as at 30 June 2018 year as a direct result of Ashmore’s flexible on controlling discretionary expenses. (30 June 2017: £18.2 million), which arises remuneration model and ongoing cost control. The accrual for variable compensation principally as a result of timing differences in The Group’s average headcount was stable at was £48.6 million, an increase of 13% the recognition of the accounting expense 257 employees (FY2016/17: 256 employees) compared with the prior year (FY2016/17: and actual tax deduction in connection with and at 30 June 2018 the Group had 253 £43.0 million), and representing 21.5% of i) share-based payments and ii) goodwill employees (30 June 2017: 252 employees). EBVCIT (FY2016/17: 21%). Total personnel and intangibles arising on the acquisition of Fixed staff costs reduced by 2% from expenses for the financial year were therefore Ashmore’s equity business. £24.8 million to £24.2 million, largely the £72.8 million, 7% higher than £67.8 million The Group’s effective tax rate for the year result of currency translation of staff costs reported for the prior year. is 19.8%, which is slightly higher than the in the Group’s overseas offices. EBITDA prevailing UK corporation tax rate of 19.0% EBITDA increased by 5% to £181.5 million (FY2016/17: 17.8%). This reflects the blend (FY2016/17: £172.3 million). On an adjusted of the varying rates that apply across the Operating costs basis, excluding the effects of foreign territories in which the Group operates as exchange translation and seed capital-related well as other effects. Note 12 to the financial items, EBITDA increased by 14% from statements provides a full reconciliation of £100.4m £161.1 million to £183.6 million. this difference compared to the blended UK corporation tax rate. 2017: £100.7m The adjusted EBITDA margin increased from 65% to 66%, demonstrating the Balance sheet 66.1 5.0 29.3 merits of the operating model and strict Ashmore’s policy is to maintain a strong 2014 cost control in a period when operating 67.2 5.3 27.0 balance sheet in order to meet regulatory revenues increased by 11%. capital requirements, to support the 2015 commercial demands of current and 59.7 5.1 27.5 Finance income prospective investors, and to fund strategic Net finance income of £15.2 million 2016 development opportunities across the 67.8 5.5 27.4 includes seed capital-related items totalling business. These include establishing £10.6 million. Excluding these items, the 2017 distribution offices and local asset management 72.8 5.0 22.6 Group’s net interest income for the period ventures, seeding and investing in funds and 2018 was £4.6 million (FY2016/17: £2.6 million), other assets, and other strategic initiatives. Personnel costs slightly higher than in the prior year as a result
Depreciation & amortisation of higher prevailing market interest rates. Consistent with this policy, as at 30 June 2018, total equity attributable to shareholders of Other operating costs the parent was £759.2 million (30 June 2017: £724.4 million) and there is no debt on the Group’s balance sheet.
Ashmore Group plc | Annual Report and Accounts 2018 25 Business review continued
Cash Financial impact of seed capital investments Ashmore’s business model consistently FY2017/18 FY2016/17 £m £m delivers a high conversion rate of earnings Consolidated funds (note 20): to cash. The Group generated cash of £213.5 million before working capital changes Gains/(losses) on investment securities 3.0 22.4 (FY2016/17: £177.0 million) and £206.6 Change in third-party interests in consolidated funds (2.4) (12.5) million of cash from operations (FY2016/17: Operating costs (1.1) (4.9) £171.3 million) from operating profit of Interest and dividend income 5.1 7.8 £176.5 million for the period (FY2016/17: Sub-total: consolidated funds 4.6 12.8 £166.8 million). On an adjusted basis, EBITDA of £183.6 million resulted in cash Unconsolidated funds (note 8): from operations excluding consolidated funds Market return 9.4 14.8 of £210.1 million, a conversion rate of 114% Foreign exchange (3.9) 13.4 (FY2016/17: 109%). Sub-total: unconsolidated funds 5.5 28.2 Cash and cash equivalents by currency 30 June 2018 30 June 2017 Total seed capital profit/(loss) 10.1 41.0 £m £m –– realised 5.0 20.8 Sterling 77.2 149.7 –– unrealised 5.1 20.2 US dollar 322.9 253.8 Other 32.9 29.0 Total 433.0 432.5 The investment cost of the Group’s current The proportion of fee income received seed capital investments is £195.3 million in foreign currency and held as cash or A greater proportion of cash is held in (30 June 2017: £170.7 million), representing cash equivalents is marked to market at US dollars at the period end compared 29% of Group net tangible equity (30 June the period end exchange rate through the with the prior year end, reflecting active 2017: 33%). statement of comprehensive income. management of the Group’s liquidity and foreign exchange exposures. Seed capital market value by currency Translation of the Group’s non-Sterling 30 June 2018 30 June 2017 denominated balance sheet resulted in Seed capital investments £m £m a foreign exchange loss of £2.0 million Ashmore has an active seed capital programme US dollar 203.9 188.3 (FY2016/17: £7.8 million gain) reflecting the that supports growth in third-party assets Colombian peso 13.6 9.6 small strengthening of Sterling against the under management and generates incremental Other 10.8 7.3 US dollar over the period. Net realised and profits for the Group. Approximately 14%, or Total 228.3 210.2 unrealised hedging gains of £1.8 million more than US$10 billion, of the Group’s assets (FY2016/17: £2.8m loss) were recognised under management are in funds that have The seed capital programme generated a for the financial year. been seeded. pre-tax profit of £10.1 million for the year Goodwill and intangible assets (FY2016/17: £41.0 million), comprising positive Seed capital investments are subject to strict At 30 June 2018, goodwill and intangible market and other movements of £14.0 million monitoring by the Board within a framework assets on the Group’s balance sheet and a foreign exchange translation loss of of set limits including diversification by totalled £74.2 million (30 June 2017: £3.9 million (FY2016/17: £27.6 million gain investment theme and currency. £79.9 million). The movement is the result and £13.4 million gain, respectively). During the financial year, the Group made of an amortisation charge of £4.3 million new seed investments of £65.0 million The table above summarises the principal (FY2016/17: £4.5 million) and a foreign and successfully redeemed £55.8 million IFRS line items to assist in the understanding exchange revaluation loss through reserves of previous investments. After market of the financial impact of the Group’s seed of £1.4 million (FY2016/17: £1.9 million gain). capital programme. movements of £8.9 million, the market value of Own shares held the Group’s seed capital investments increased Foreign exchange The Group purchases and holds shares from £210.2 million to £228.3 million. Ashmore The majority of the Group’s fee income through an Employee Benefit Trust (EBT) has also committed £32.5 million of seed is received in US dollars and it is the in anticipation of the vesting of share capital to funds that was undrawn at the period Group’s policy to hedge up to two-thirds awards. At 30 June 2018, the EBT owned end, giving a total committed value for the seed of the notional value of budgeted foreign 36,679,643 ordinary shares (30 June 2017: capital programme of £260.8 million. currency-denominated net management 38,701,321 ordinary shares), representing New seed capital investments during the year fees, using either forward or option foreign 5.2% of the Group’s issued share capital were made primarily into alternatives and global exchange contracts. Ashmore’s Foreign (30 June 2017: 5.5%). equity products, in support of the Group’s Exchange Management Committee strategic growth initiatives. Redemptions were determines the proportion of budgeted focused on frontier equity funds and locally fee income to hedge or sell by regular managed mutual funds in Indonesia, which had reference to expected non-US dollar, and achieved their scale targets. principally Sterling, cash requirements.
26 Ashmore Group plc | Annual Report and Accounts 2018 Regulatory capital The increase compared to the prior year is In recognition of Ashmore’s operating and Strategic report As a UK listed asset management group, principally the result of an increase in the financial performance during the period Ashmore is subject to regulatory supervision amount of undrawn illiquid seed capital and consequent strong cash generation, by the Financial Conduct Authority (FCA) investments, for which a 100% deduction is its balance sheet strength, and the Board’s under the Prudential Sourcebook for Banks, taken, in addition to higher foreign exchange confidence in the Group’s future prospects, Building Societies and Investment Firms. volatility leading to an increase in the capital the Directors are recommending a final required for market risk. dividend of 12.10 pence per share for the At the year end, the Group had two UK- year ending 30 June 2018, which, subject Ashmore currently forecasts that the adoption regulated entities: Ashmore Investment to shareholder approval, will be paid on of IFRS 16 Leases will have an immaterial Management Limited (AIML) and Ashmore 7 December 2018 to shareholders who are effect on its regulatory capital position. Investment Advisors Limited (AIAL), on behalf on the register on 2 November 2018. of which half-yearly capital adequacy returns The Group has total net capital resources of are filed. Both AIML and AIAL held excess £599.2 million, equivalent to 85 pence per capital resources relative to their requirements share, giving a solvency ratio of 401% and Tom Shippey at all times during the period under review. excess regulatory capital of £479.7 million. Group Finance Director Since 1 January 2007, Ashmore has been Therefore, the Board is satisfied that the subject to consolidated regulatory capital Group is adequately capitalised. 6 September 2018 requirements, whereby the Board is required Dividend to assess the degree of risk across the The Board intends to pay a progressive Group’s business, and the Group is required ordinary dividend over time, taking into to hold sufficient capital against these risks. consideration factors such as prospects The Board has therefore assessed the for the Group’s earnings, demands on the amount of Pillar II capital required to be Group’s financial resources, and the markets £119.5 million (30 June 2017: £111.1 million). in which the Group operates.
Alternative performance measures EBITDA The Group discloses non-GAAP financial alternative performance The standard definition of earnings before interest, tax, measures in order to assist shareholders’ understanding depreciation and amortisation is operating profit before depreciation of the operational performance of the Group during the and amortisation. It provides a view of the business before certain accounting period. non-cash items, finance income and charges, and taxation. Net revenue Adjusted EBITDA, adjusted operating costs, and As shown on the face of the consolidated statement of operating revenues comprehensive income, net revenue is total revenue less Adjusted figures, such as net revenues, EBITDA and operating distribution costs and including foreign exchange. This provides costs, exclude items relating to foreign exchange translation a comprehensive view of the revenues recognised by the Group and seed capital. Adjusted net revenues are also referred to in the period. as operating revenues. Adjusted operating costs include adjusted personnel expenses and adjusted other expenses excluding Variable compensation ratio depreciation and amortisation. The charge for employee variable compensation as a proportion of earnings before variable compensation, interest and tax This provides a better understanding of Ashmore’s operational (EBVCIT). The linking of variable annual pay awards to the performance by excluding the mark-to-market volatility of Group’s profitability is one of the principal methods by which foreign exchange translation and seed capital investments. the Group controls its operating costs. Variable compensation These adjustments are merely reclassified within the adjusted comprises performance-related cash bonuses and share-based profit and loss account, leaving statutory profit before tax unchanged. payments (see note 9). Adjusted EBITDA margin EBVCIT is defined as operating profit excluding the charge The ratio of Adjusted EBITDA to operating revenues, both of which for variable compensation and seed capital-related items. are defined above. This is a fair measure of the Group’s efficiency The latter comprises gains/losses on investment securities; and its ability to generate returns for shareholders. change in third-party interests in consolidated funds; and other Conversion of adjusted earnings to cash expenses in respect of consolidated funds. The cash generative nature of Ashmore’s business model is illustrated by the high conversion rate of earnings to cash, defined as the ratio of cash generated from operations excluding consolidated funds (see note 20) to adjusted EBITDA.
Ashmore Group plc | Annual Report and Accounts 2018 27 Risk management Risk management and control
Ashmore’s internal control framework and strong risk management culture provide an ongoing process for identifying, evaluating and managing the Group’s principal risks
The Group’s three-phase strategy is Risk management structure designed to deliver long-term growth to shareholders through cycles by Ashmore Group plc Board capitalising on the powerful economic, The Board and its committees, including the Audit and Risk Committee are political and social convergence trends ultimately responsible for the Group’s risk management and internal control evident across the Emerging Markets. systems, and for reviewing their effectiveness
More information Read about Ashmore’s strategy on pages 4-11 Group Risk and Compliance Committee Maintains a sound risk management and internal control environment The Group executes its strategy using Assesses the impact of the Group’s activities on its regulatory and a distinctive business model, and operational exposures identifies, evaluates and manages the principal risks inherent in this business model. Chairman: Head of Risk Management and Control More information Read about Ashmore’s business model on pages Members: 12-13 Chief Executive Officer Group Head of Middle Office Group Finance Director and IT Group Head of Compliance Group Head of Human Resources The Board has ultimate and ongoing Group Head of Legal and Group Head of Finance responsibility for the Group’s strategy. Transaction Management Group Head of Distribution It formally reviews the strategy at least Head of Internal Audit annually and receives updates at each Board meeting.
More information Read Ashmore’s governance report on pages 45-47 Risk management and The Group’s system of internal control is internal control systems integrated into the Group’s strategy and In accordance with the principles of the business model and embedded within its The Board is responsible for risk UK Corporate Governance Code, the Board routine business processes and operations, management, although it has delegated is ultimately responsible for the Group’s risk and a strong control culture is combined authority to carry out day-to-day management and internal control systems with clear management responsibility and functions to Executive Directors and and for reviewing their effectiveness. Such accountability for individual controls. The specialised committees, such as the systems and their review are designed internal control framework provides an Group Risk and Compliance Committee to manage rather than eliminate the risk ongoing process for identifying, evaluating and the Operating Committee. of failure to achieve business objectives, and managing the Group’s principal risks, and can only provide reasonable and and has been in place for the year under More information review and up to the date of approval of the Read about Ashmore’s principal risks on pages not absolute assurance against material 32-33 misstatement or loss. Annual Report and Accounts. The process is regularly reviewed by the Group’s Audit Within the Group’s overarching corporate and Risk Committee (ARC) and accords with governance framework, through which the the guidance in the document ‘Guidance Board aims to maintain full and effective on Risk Management, Internal Control and control over appropriate strategic, financial, Related Financial and Business Reporting’ operational and compliance issues, (the Guidance) published by the Financial an internal control framework has been Reporting Council in September 2016. established, against which the Group is able to assess the effectiveness of its risk management and internal control systems.
28 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
The Executive Directors oversee the key risks and controls and the risk management Three lines of defence process on a day-to-day basis, and there The Group has three lines of defence against unintended outcomes arising from the is an organisational structure with clearly risks it faces. defined lines of responsibility and delegation of authority. First: Risk ownership This rests with line managers, whether they are in The Group’s Risk and Compliance Committee portfolio management, distribution or support functions. (RCC), which meets monthly, is responsible The senior management team takes the lead role with for maintaining a sound risk management respect to implementing and maintaining appropriate and internal control environment and for controls across the business. assessing the impact of the Group’s ongoing Second: Risk control This is provided by Group Risk Management and activities on its regulatory and operational Control, including the Group’s Principal Risk Matrix, exposures. The RCC is chaired by the Head and Group Compliance, including the compliance of Risk Management and Control, and the monitoring programme. other members are the Chief Executive, the Group Finance Director, the Group Head of Third: Independent Group Internal Audit is the third line of defence and Compliance, the Group Head of Finance, assurance provides independent assurance over agreed risk the Group Head of Middle Office and IT, management, internal control and governance processes the Group Head of Legal and Transaction as well as recommendations to improve the effectiveness Management, the Group Head of Distribution, of these processes. the Head of Internal Audit, and the Group Head of Human Resources. Responsibility for risk identification is shared among these senior management personnel, with The main features of the Group’s risk –– a risk appetite framework developed individuals being responsible for day-to-day management and internal control systems by engaging key stakeholders at the control of risk in their business area. are as follows: functional, business and executive levels There are established policies and procedures of the organisation and, accordingly, the Policies to enable the ARC and ultimately the Board, Group’s risk appetite statement (and –– core values and policies together through its regular meetings, to monitor its associated components) is regularly comprising the Group’s high-level principles the effectiveness of the risk management reviewed and updated in line with and controls, with which all staff are and internal control systems, which cover the evolving strategy, business model, expected to comply; all principal identified internal and external financial capacity, business opportunities, strategic, operational, financial, compliance –– manuals of policies and procedures, regulatory constraints and other internal and other risks, including the Group’s ability applicable to all business units, with and external factors; procedures for reporting weaknesses to comply with all applicable laws, regulations –– an established Media and Reputation and for monitoring corrective action; and clients’ requirements. Management Policy focusing on –– a code of business conduct, with The ARC and/or Board receives regular understanding the information currently procedures for reporting compliance compliance, risk and internal audit reports publicly available on the Group and therewith; and while the Board receives regular financial and the funds and individual investments other management information related to the –– a defined operational framework and it manages, especially anything which control of expenditure against budget and the organisational structure, with appropriate could create negative reputational issues; making of investments, and for monitoring delegation of authority and segregation –– an annual budget is reviewed and approved the Group’s business and its performance. of duties with accountability that has regard by the Board and is subject to update to acceptable levels of risk. through a forecasting process; Processes –– regular reviews of the financial and –– a planning framework is maintained, which operating performance of the Group incorporates a Board-approved strategy, are undertaken by the Group’s Operating with objectives for each business unit; Committee to focus on delivery of the Group’s key strategic objectives;
Ashmore Group plc | Annual Report and Accounts 2018 29 Risk management continued
–– detailed investment reports are –– semi-annual senior management systems Results of the compliance monitoring prepared and discussed at each of the and controls meetings chaired by the programme are reported to the RCC in sub‑committee meetings of the Group’s Group Head of Compliance were held support of the overall risk management and Investment Committees, which take with attendees including the Group Finance internal control framework; place weekly or monthly depending on Director, the Group Head of Human –– a matrix of principal risks identifies key investment theme, with follow-up actions Resources, the Head of Risk Management strategic and business, client, treasury, agreed and implemented within a strict and Control, the Group Head of Middle investment and operational risks, and operational framework; Office and IT, and the Group Head of Legal considers the likelihood of those risks –– supervision by the Group’s Pricing and and Transaction Management and in which crystallising and the resultant impact. Oversight Committee (POC) of the the Chief Executive Officer participated at The inherent risk within each business effectiveness of pricing policies for all least annually. These meetings included activity is identified, with the adequacy investments held in Ashmore-sponsored evaluation of the potential impact and and mitigating effect of existing processes funds where a reliable pricing source is likelihood of identified risks and possible being assessed to determine a current available. This includes the responsibility new risk areas. During the period, residual risk level for each such activity. to ensure that appointed third-party SYSC was merged with the Group’s On the basis that further mitigants and/ pricing agents carry out the agreed pricing RCC and included as a formal agenda or controls may be employed over time, policy faithfully and manage the pricing item at least twice per year. As a result, a target residual risk for each activity after sources appropriately; the SYSC Committee was disbanded in one to two years is defined and progress to February 2018; –– oversight of the valuation methodologies target is formally tracked as appropriate; used for clients’ fund investments that –– the Group’s Compliance function, whose –– key risk indicator (KRI) statistics are cannot be readily externally priced is responsibilities and processes include: reported to and analysed by the RCC. the responsibility of the Group’s Pricing ensuring that the Group at all times meets The KRIs indicate trends in the Group’s Methodology and Valuation Committee its regulatory obligations; integrating risk profile, assist in the reduction of (PMVC), which meets monthly to review regulatory compliance procedures and errors and potential financial losses and the current valuation methodology for best practices within the Group; ongoing seek to prevent exposure by dealing with each of these investments and to propose compliance monitoring programme a potential risk situation before an event an updated valuation methodology covering all the relevant areas of the actually occurs; Group’s operations; and identifying any where appropriate; –– financial controls are maintained to ensure breach of compliance with applicable accurate accounting for transactions, financial services regulation, which includes appropriate authorisation limits to contain real-time investment restrictions and exposures, and reliability of data processing monitoring of client mandate requirements. and integrity of information generated;
Longer-term viability statement
In accordance with the provisions of C.2.2 Regular information is reviewed by the the Group’s Audit and Risk Committee of the UK Corporate Governance Code, Board in respect of the risks, prospects quarterly. The Group’s Risk Appetite the Directors have assessed the current and financial planning of the Group, which Statement is considered as part of the position and prospects of the Group over includes a three-year detailed financial ICAAP and the Board receives regular a three-year period to June 2021, which is forecast alongside scenario-based management reporting against each risk to consistent with the planning horizon under downside stress-testing, including the allow it to assess the effectiveness of the the Group’s Internal Capital Adequacy impact of negative investment performance controls in place. Assessment Process (ICAAP). A robust and a decline in AuM. Consequently, the The Directors have a reasonable expectation assessment of the principal risks implicit Board regularly assesses the amount of that the Group will be able to continue in in the business model has been made, capital that the Group is required to hold operation, meet its liabilities as they fall due alongside the controls and mitigants to cover its principal risks, including the and maintain sufficient regulatory capital in operation within the Group, and is amounts required under a range of adverse over the next three years, as the Group is presented in more detail on pages 32 to planning scenarios. currently highly profitable, generates healthy 33. The principal risks the Group faces The Group’s strategy and prospects are cash flow and the strong and liquid balance are Strategic, Client, Treasury, Investment regularly reviewed by the Board and sheet is sufficient to withstand the financial and Operational in nature. qualitative and quantitative assessments impact of the range of adverse planning of the principal risks are presented to scenarios modelled as part of the ICAAP.
30 Ashmore Group plc | Annual Report and Accounts 2018 –– the Group’s Finance function is –– a Global Investment Performance Confirmation Strategic report responsible for the preparation of the Standards (GIPS) Committee, which acts Through the ARC, the Board has conducted financial statements and is managed by as the primary decision-making body within an annual review and assessment of the appropriately qualified accountants. The the Group in relation to any changes to the effectiveness of the risk management and review of this preparation is undertaken existing set of composites, and approving internal control systems, and has identified no by numerous parties including Executive the creation of new composites; and significant failings or weaknesses during this Directors and includes challenge by the –– a Research Oversight Committee (ROC) review. In conducting this review, the Board Board. The Finance function works in to address governance, oversight and and/or ARC has considered the periodic conjunction with the Group’s auditors ongoing reviews of third-party research reports on compliance and risk matters, and other external advisers to ensure procured by Ashmore. including reports provided by the internal compliance with applicable accounting and audit function, and the annual report on risk reporting standards, prevailing regulations Verification management and internal control processes and industry best practice; –– Internal Audit has ongoing responsibility for from the Group’s RCC. These reports were reviewing the assurance map and providing –– Board members receive monthly received throughout the year up to the latest an independent assessment of assurance management information including practicable date prior to the approval of the on an annual basis. The assurance map accounts and other relevant reports, Annual Report and Accounts. The Board is documents the interaction from a Group which highlight actual financial satisfied that appropriate planned actions perspective of the first, second and third performance against budget/forecast continue to be effective in improving lines of defence with regard to the controls and the prior year period; controls as the Group develops, and its and mitigants of those principal risks overall assessment of the control framework –– there are well-defined procedures and assessed as high risk; continues to be satisfactory. thresholds governing the appraisal and –– annual control reports are reviewed approval of corporate investments, Ashmore has interests in certain joint independently by the Group’s external including seeding of funds and purchase ventures/associates, which operate risk auditors pursuant to the International of own shares, with detailed investment management and internal control systems Standards on Assurance Engagements and divestment approval procedures, that are not dealt with as part of the Group for 3402 (ISAE 3402); incorporating appropriate levels of authority the purposes of this statement. and regular post‑investment reviews; –– the external auditors are engaged to express an opinion on the annual These are: –– oversight and management of the Group’s financial statements, the condensed set foreign currency-denominated cash flows –– Taiping Fund Management Company; of financial statements in the half-year and balance sheet exposures are the –– Everbright Ashmore Investment financial report and also independently responsibility of the FX Management Management Limited; and objectively review the approach Committee, which determines the of management to reporting operating –– VTB-Ashmore Capital Holdings Limited; and appropriate level of hedging required; results and financial resources; –– AA Development Capital Investment –– the Group has secure information –– the Board, through the ARC, also receives Managers (Mauritius) LLC. and communication systems capable half-yearly updates from the Group’s of capturing relevant and up-to-date For these entities, the Group has in place external auditors, which include any information by relevant personnel, appropriate oversight including Board control matters that have come to their with oversight and direction provided representation. attention; and by the Group’s IT Steering Group, Principal risks and mitigants –– the Internal Audit function undertakes which implements the IT strategy, Ashmore considers a number of risks and a programme of reviews of systems, and establishment and oversight of all has described in the table below those that it processes and procedures as agreed with IT projects; has assessed as being most significant in this the ARC, reporting the results together –– the development of new products, period, together with examples of associated with its advice and recommendations, consideration of material changes to controls and mitigants. Reputational and and assisting in the presentation of its existing funds, and the restructuring of conduct risks are common to most aspects findings to the ARC. funds and products are the responsibility of the strategy and business model. of the Product Committee and form an important part of the Group’s business in responding to clients’ needs, changes in the financial markets and treating customers fairly;
Ashmore Group plc | Annual Report and Accounts 2018 31 Risk management continued
Principal risks and associated controls and mitigants
Description of principal risks Examples of associated controls and mitigants
Strategic and business risks (Responsibility: Ashmore Group plc Board)
–– Long-term downturn in Emerging Markets fundamentals / –– Group strategy is reviewed and approved by a Board with relevant technicals / sentiment, and impact of broader industry changes industry experience –– Market capacity issues and increased competition –– Experienced Emerging Markets investment professionals participate in constrain growth Investment Committees, and provide quarterly updates to the Board –– Diversification of investment themes and capabilities, and periodic capacity reviews –– Operating Committee meets quarterly –– Strong balance sheet with no borrowing –– Barriers to entry remain high, e.g. demonstration of long-term investment track record
Client risks (Responsibility: Product Committee and Group Risk and Compliance Committee)
–– Inappropriate marketing strategy and/or ineffective –– Frequent and regular Product Committee meetings review product management of existing and potential fund investors and suitability and appropriateness distributors, including impact of net outflows and fee –– Experienced distribution team with appropriate geographic coverage margin pressure –– Investor education to ensure understanding of Ashmore investment –– Inadequate client oversight including alignment of interests themes and products –– Monitoring of client-related issues including a formal complaints handling process –– Compliance and legal oversight to ensure clear and fair terms of business and disclosures, and appropriate client communications and financial promotions –– ESG working group
Treasury risks (Responsibility: Chief Executive Officer and Group Finance Director)
–– Inaccurate financial projections and hedging of future cash flows –– Defined risk appetite, and risk appetite measures updated quarterly and balance sheet –– Group FX hedging policy and FX Management Committee
Investment risks (Responsibility: Group Investment Committees)
–– Downturn in long-term performance –– Consistent investment philosophy over more than 25 years and –– Manager non-performance including i) ineffective leverage, cash numerous market cycles, with dedicated Emerging Markets focus and liquidity management and similar portfolios being managed including country visits and network of local offices inconsistently; and ii) neglect of duty, market abuse –– Funds in the same investment theme are managed by consistent –– Insufficient number of trading counterparties investment management teams, and allocations approved by Investment Committees –– Comprehensive policies in place to cover, for example, conflicts, best execution, market abuse and client order handling –– Tools to manage liquidity issues as a result of redemptions including restrictions on illiquid exposures and ability to use in specie redemptions –– Group Trading counterparty policy and sufficient counterparties to provide access to liquidity
32 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Description of principal risks Examples of associated controls and mitigants
Operational risks (Responsibility: Group Risk and Compliance Committee)
–– Security of information including cyber security –– Information security and data protection policies –– Inadequate business continuity planning (BCP) –– Annual review of information security including cyber security –– Inaccurate or invalid data including manual processes/reporting –– BCP working group and periodic updates to Group RCC –– Breach of investment guidelines or restrictions –– Dedicated teams responsible for Transaction Processing, Fund –– Failure to book, process and settle trades appropriately Administration, and Pricing and Data Management –– Failure of IT infrastructure, including inability to support –– Pricing Oversight and Pricing Methodology and Valuation Committees, business growth with PMVC valuations subject to external audit –– Trading with unauthorised counterparty –– Annual ISAE 3402 process and report –– Legal action, fraud or breach of contract perpetrated against the –– Investment decisions subject to pre-trade compliance Group, its funds or investments –– Compliance includes Global Investment Restrictions Coding –– Insufficient resources, including loss of key staff or inability to (GIRC) function attract staff, which hampers growth or the Group’s ability to –– Front office systems require trade booking and authorisation execute its strategy –– IT Steering Group and appropriate IT policies with annual review cycle –– Lack of understanding and compliance with global and local –– IT systems and environmental monitoring regulatory requirements, as well as conflicts of interest and not treating customers fairly; and financial crime, which includes –– Approved counterparty list money laundering, bribery and corruption, leading to high level –– Independent internal audit function that considers risk of fraud in publicity or regulatory sanction each audit –– Inadequate tax oversight or advice –– Financial crime policy covering the Group and its service providers –– Inadequate oversight of Ashmore overseas offices –– Compliance oversees whistle blowing procedure –– Ineffective or mismanaged third-party services –– Due diligence on all new, and regular reviews of existing, –– Inappropriate governance and oversight of people, departments service providers and committees –– Insurance policies to ensure appropriate client litigation cover –– Ineffective implementation of strategic initiatives or changes to –– Committee-based investment management reduces key man risk the Group’s business or operating model –– Appropriate remuneration policy with emphasis on performance-related pay and long-dated deferral of equity awards –– Regulatory Development Working Group and compliance monitoring programme, which covers money laundering and bribery risks –– Compliance policies covering global and local offices. Compliance monitoring programme covers financial crime risks such as money laundering, bribery and corruption –– Conflicts of interest policy and regular reports to the Board –– Conduct and Culture risks considered on a monthly basis by the Group RCC and on an annual basis by the Board –– Dedicated in-house tax specialist and Group Tax Policy covering all Group entities –– Group Finance Director has oversight responsibility for overseas offices, and Operating Committee has oversight of the operating model with annual reviews. Senior staff take local Board/advisory positions –– Local RCCs held and Group RCC receives updates –– Annual review of joint venture governance arrangements with reports to Group RCC –– Compliance maintains register of core policies. Policies and committee terms of reference reviewed annually –– Strategic and business decisions are approved by the Board and executives
Ashmore Group plc | Annual Report and Accounts 2018 33 Corporate responsibility Combining ethical investing with sound business practice
The spectrum of capital and investment Introduction Investing in approaches, below, provides a framework for understanding impact and the relational Ashmore recognises the importance of Emerging Markets link between Ashmore’s investments and Corporate responsibility (CR) incorporating the social and environmental aspects of the transparency, fairness, accountability and An emerging market is commonly defined countries where the Group has presence, by integrity and believes that these principles are as any country which is considered middle virtue of driven investments made through fundamental to the Group’s operations. or low income by the World Bank. Under this definition emerging market countries the Ashmore Foundation. The Group continues to monitor best constitute approximately 80% of the Business conduct and integrity practice developments in all relevant areas global population. Ashmore believes that its reputation as an of CR, including its approach to investing, ethical, trustworthy provider of investment community programmes, employees, and Investment approach services is essential to align clients’ and environmental management. Ashmore’s As a leading Emerging Market fund shareholders’ interests. Ashmore seeks to CR programme and initiatives are designed manager, Ashmore recognises the impact its establish and maintain long-term relationships to be relevant to the nature and scale of its investment can have on the communities and with its clients and intermediaries and business and to protect and reinforce the societies in which they are made. With over believes this to be a fundamental prerequisite Group’s reputation and integrity. Ashmore 25 years’ experience investing in Emerging for the growth of its business. looks forward to building upon these firm Markets, Ashmore’s investment professionals foundations for the future. have developed expertise in the wider impact of their investments beyond the strong Consistent with the various philosophies financial returns they secure for clients. explained herein, Ashmore is a signatory of the UN Principles for Responsible Ashmore recognises that the impact of the Investment (UNPRI). investments will vary in breadth and depth across its investment themes. With greater This is a summary of the CR report – more detailed information can be found in the full CR report on the client and industry focus on investment Group’s website: impact, Ashmore investment professionals www.ashmoregroup.com continue to strengthen their impact analysis.
Traditional Responsible Sustainable Themed Impact Impact First Philanthropy Investing Investing Investing Investing Investing Financial Returns Driven ESG Risk Management Environmental and Social Impact Driven Limited or no focus Negative screening Negative and Sectoral focus Sectoral focus Sectoral focus on ESG risks or based on ESG positive screening addressing social addressing social addressing social opportunities in the risks and/or and financial returns and environment and environment and environment underlying personal values drive investment challenges that challenges that challenges where a investments selection generates requires financial financial return commercial growth return sacrifice cannot be generated
Financial returns Financial returns Financial returns Financial and Social and Social and only and negative social and positive social / positive social / environmental and environmental / environmental environmental environmental some financial returns only screens: assessment: returns: returns: –– Weapons, –– Waste reduction –– Clean energy –– Social Alcohol –– Gender equality –– Healthcare enterprises –– Pornography –– SRI Funds –– Microfinance –– Trading charities –– Gambling –– B-Corps
Financial returns Social returns
Source: Adapted from Bridges Ventures (2012)
34 Ashmore Group plc | Annual Report and Accounts 2018 Responsible investing across Strategic report Ashmore’s themes in publicly For example, sovereign debt data sets include: traded securities Ashmore’s approach follows the PRI guidelines Environment: –– ND Gain Index by Notre Dame University on best practice and Ashmore fully supports –– CO2 Consumption per capita by The Global Carbon Project the United Nations Global Compact principles. Social: –– Human Development Index by the UN For publicly traded securities issued by –– Index of Economic Freedom by Heritage Foundation companies and sovereigns, portfolio managers are directly responsible for formal Governance: –– Corruption Perception Index by Transparency International environment, social and governance (ESG) –– Democracy Index by the Economist Intelligence Unit research and integration, in conjunction with –– Government Effectiveness Index by World Bank their traditional equity and credit analysis. They undertake specific ESG training such as the Enhanced Financial Analysis course by PRI and accredited by CFA. For corporate debt and equities, the investment Responsible investing across teams may also review a variety of other Ashmore’s themes in Alternatives Ashmore has recently unified its approach external research sources, including Ashmore’s alternatives investment theme across publicly traded equities and fixed brokerage reports and publications by includes private equity and debt as well as income, and the latter for both sovereign international bodies. infrastructure, real estate and healthcare. and corporate issuers, to integrate ESG These activities may involve taking significant Portfolio managers use the answers to the consistently across these asset classes, stakes in investee companies. In such questions to determine an ESG score for and also for portfolios containing multiple circumstances Ashmore is in a position to each security in which Ashmore invests, and sub-asset classes such as blended debt engage positively with the management of these scores are reviewed against prevailing and multi-asset portfolios. This approach is these companies. In many cases, Ashmore valuations of securities to determine if an based on a unified set of questions that form believes it to be beneficial to its investors appropriate risk premium has been built into part of the ESG research, and on a unified to be active in promoting its brand locally by Ashmore’s scenario analyses. In practice ESG scoring methodology that is discussed improving the livelihoods of the employees ESG considerations can have a material in weekly Investment Committee and in those companies where it has a significant impact on investment decision-making, sub-Investment Committee meetings. stake. When undertaking initial due diligence for instance on portfolio weights of certain on any investments within the alternatives The questions address both the current positions, or subscribing, or not, to new theme, Ashmore’s deal memorandum status (including historical events such as equity and bond issues. fraud or environmental issues) and policies checklist takes into account the consideration and initiatives that may improve ESG Screening of ESG issues within the investment analysis performance and mitigate risks in future. While Ashmore’s focus is on integrating ESG and decision-making process, and the The portfolio managers are responsible for considerations to the investment processes, investee company’s own ESG practices. answering these questions based on external it also believes that certain investments that do not meet its values should be excluded Engagement data sources and proprietary research. To this Engagement is fundamental to Ashmore’s from portfolios. For example Ashmore end, portfolio managers undertake a quarterly ESG approach. In the context of developing screens for, and prohibits, investment in review of the relevant data, to provide context countries in particular, Ashmore believes that companies manufacturing cluster munitions for the scoring methodology and ensure they it is possible to apply engagement within the banned under the Oslo Convention. take the latest available data into account ethical investment debate. when they make their assessments. Portfolio Ashmore seeks to comply at all times with managers have access to a wide variety of sanctions imposed by applicable government In the equities and corporate debt themes, relevant external ESG data to assist in their authorities, and also, at a geographical level, Ashmore believes that good corporate research. While this data can be useful in screens across all investment themes for governance helps to align the interests of setting an overall framework, it tends to countries which are on the United Nations company management with those of its be infrequent and backward-looking, and Security Council and EU/UK Sanctions and shareholders and bond holders. Where therefore Ashmore’s proprietary research the US Office of Foreign Assets and Control possible, Ashmore seeks to maintain tends to be most important. (OFAC) lists. constructive dialogue with company management. Ashmore considers whether Ashmore is able to screen client portfolios companies have governance frameworks to meet specific client requirements for in place, across E, S and G factors that are geographic, sector and stock specific in line with applicable country codes and restrictions, such as alcohol, animal / food serve all stakeholders’ interests. Ashmore’s products, armaments manufacturers or research and engagement focus on dealers, gambling, pornography, tobacco improvements in such frameworks and the and coal. implementation of relevant policies to achieve positive outcomes.
Ashmore Group plc | Annual Report and Accounts 2018 35 Corporate responsibility continued
In many jurisdictions, and to the extent With regard to Emerging Markets Proxy voting and corporate actions consistent with Ashmore’s fiduciary duty to performance it is believed that in certain Subject to specific mandate restrictions, its clients, Ashmore exercises voting rights circumstances it may be more beneficial to Ashmore is generally responsible for voting as a means to signal views to company keep investment flowing combined with the proxies and taking decisions in connection management. Ashmore has developed influence which accompanies it, in order to with proxy voting with respect to equities, detailed guidelines to guide voting decisions, continue being able to help a country’s bonds, loans or other debt instruments held but will, as appropriate, consider resolutions population. In country specific terms at the by or on behalf of the clients for which it on a case-by-case basis taking into account all extreme, being cut off from capital may allow serves as investment manager/adviser. available information. undemocratic rulers to control their people by attributing blame for economic problems Where Ashmore is given responsibility for For sovereign debt, Ashmore’s ability to have to foreign actions. While Ashmore complies proxy voting and corporate actions, it will an influence is generally limited to a decision with all applicable sanctions, there is a view take reasonable steps in the circumstances whether or not to invest. However, at a that sanctions may be counter-productive to ensure that proxies are voted in the country level Ashmore believes that it is able and may reduce the welfare of the population best interests of its clients. Protecting the to exert an influence through dialogue with considerably. Conversely, to the extent that financial interests of its clients is the primary governments and central banks. In order to governments pursue policies that are not consideration for Ashmore. assist with the debate on the broader issues in the best interests of that country then affecting Emerging Markets, to enhance Managing conflicts of interest this is likely to become a poor investment the understanding of these markets globally Conflicts of interest can arise where: (i) the proposition. Hence, Ashmore takes and to address market failures, Ashmore interests of Ashmore conflict with those investment and engagement/disengagement engages with numerous international public of a client (firm vs. client conflicts) and decisions on a case-by-case basis relative to sector financial institutions with the objective (ii) the interests of one client of Ashmore the specific circumstances and investment of aiding transparency and best practice. conflict with those of another (client vs. criteria in the best interests of clients. Engagement with a country, as opposed client conflicts). Ashmore has policies to disengagement, is akin to many small Ashmore does not always evaluate and arrangements in place to identify and pressures every day as opposed to one quantitative variables in its assessment of manage conflicts of interest that may arise ‘big stick’. By remaining engaged over an country risk but will also examine qualitative between Ashmore and its clients or between extended period of time it is often possible factors such as the relationship between Ashmore’s different clients. Ashmore has a to have a positive influence and to add politics and economics and their interaction. policy of independence that requires its staff credibility. Ashmore is also mindful of the Ashmore has always sought to develop to disregard any personal interest, relationship potential impact that the abuse of power networks locally in order to adopt a better or arrangement which gives rise to a conflict and corruption by governments in certain quality of forward looking decision-making in of interest and to ensure that the interests of countries can have on its reputation and this area and to promote an understanding of clients prevail. the interests of its clients and continuously local cultures and politics. monitors and takes into account such factors.
36 Ashmore Group plc | Annual Report and Accounts 2018 Strategic report
Participants of the 2018 Ashmore Challenge event on Mount Toubkal (left) and Mount Kinabalu (right).
The board of trustees consists of ten Social investment approach Impact and Ashmore employees, representing four global The Ashmore Foundation’s approach offices, as well as one independent trustee. is underpinned by the belief that, while philanthropic In addition to the board of trustees, Ashmore economic growth continues in the investing employees engage in the governance of the Emerging Markets, many communities, Foundation through sub-committees. particularly those in rural and isolated Investing for impact Social investing in Emerging Markets locations, remain locked out of this prosperity. Social and economic inequalities continue At the heart of impact within Ashmore’s Ashmore supports the Foundation’s charitable to increase and communities continue to investment universe lies the Ashmore activities through the provision of pro-bono lack the skills and resources needed to Foundation. The Foundation was established office space, administrative support and a participate fully in economic development. in 2008 and seeks to make a positive and matched funding commitment for employee Moreover, a thriving civil sector is essential sustainable difference to disadvantaged donations to the Ashmore Foundation. The to democratic development in nascent and communities in the Emerging Markets in Ashmore Foundation is supported solely by emerging nations. which Ashmore operates and invests. Ashmore and its employees globally. Crucially, To achieve this goal, the Ashmore Foundation this support from employees extends beyond The Ashmore Foundation believes that with aims to develop long-term relationships with financial aid to active engagement with NGOs the right support, the most marginalised and locally based non-government organisations through mentoring and helping them expand disadvantaged communities can grow and (NGOs). Since its inception in 2008, the their network of contacts. prosper. The Foundation therefore focuses its social investment strategy on programmes Ashmore Foundation has dispersed over To mark the Ashmore Foundation’s tenth that aim to equip people with the skills £4 million to 70 civil society organisations anniversary, two teams of Ashmore employees and resources they need to increase their in 25 Emerging Market countries. took part in a two-day fundraising challenge. In livelihood opportunities, enabling them to The Ashmore Foundation functions Borneo, a team of ten employees representing meet their basic needs while also supporting independently of Ashmore and is registered in three of Ashmore’s Asian offices climbed economic growth and beginning to address the United Kingdom as a charity and company Mount Kinabalu. While in Morocco, a team of broader societal inequalities. limited by guarantee. It is staffed by a full 15 employees representing the London and time Executive Director who is responsible New York offices climbed Mount Toubkal. for managing the Foundation’s affairs. The challenge raised in excess of £111,000 in support of the Foundation’s charitable partners.
Ashmore Group plc | Annual Report and Accounts 2018 37 Corporate responsibility continued
Impact in Colombia
Sustainable ESG Risk Management Environmental and Social Impact Driven FUND I FUND II Investing MAXO SAS Elecnorte SAS Swiss Terminal Barranquilla Concesión Sta Marta STRACON – Paraguachón BBY – Ruta del Cacao IEP Infraestructuray Energía TermoMechero
Themed Impact FUND I Avidanti Investing Transambiental ESG Risk Management Colegio Britanico de Cartagena
Impact First CoSchool SAS Investing
Philanthropy IED-Vital Organización – Fundescodes Salva Terra Fundación las Golondrinas Children Change Colombia
The spectrum of Ashmore’s impact across Ashmore’s investment often involves Ashmore Colombia is able to leverage its its investment themes and through the taking significant stakes in investee skills and expertise to promote responsibility Ashmore Foundation is illustrated in companies. In such circumstances, and impact. It supports investee companies´ Ashmore’s operations in Colombia. Ashmore is in a position to engage with management to improve their own practices. management to improve environmental, The team is able to extend their support Ashmore Colombia identifies and social and governance issues that affect the to the social investees and philanthropic manages environmental and social risks company and its stakeholders. Ashmore partners of the Ashmore Foundation, and opportunities associated with the believes this active approach is ultimately providing support, advice and crucially companies in which it invests. Its approach beneficial to its investors and reflects the access to networks and areas in need. is driven by the leadership team, with the level of commitment of Ashmore with the Ashmore Colombia CEO also acting as In 2018, Ashmore Colombia received community and the environment located in the Environmental and Social Manager. the Latin American Private Equity and the areas of influence. Ashmore Colombia seeks to ensure that Venture Capital Association’s (LAVCA) its investments in businesses minimise Investments in transportation and Environmental Responsibility in a PE Deal adverse impacts and enhance positive and education fall within the Sustainable award for its investment in transportation sustainable effects on the environment, and Themed Verticals of the investment company Transambiental, given its strong
communities and employees. spectrum. While the Ashmore Foundation’s commitment to reduce CO2 emissions social investments in education, rural and provide a high quality service to the livelihoods and peace and confliction community. reconciliation fall within the Impact First and Philanthropic Investing.
38 Ashmore Group plc | Annual Report and Accounts 2018 Ashmore investing in High ethical standards training is given to all employees and Strategic report local communities Ashmore’s Board of Directors maintains new employees are required to attend a Ashmore recognises the positive impact it can a strong corporate culture employing high compliance induction process. have on the communities where it operates standards of integrity and fair dealing in the Ashmore actively promotes high ethical and is committed to creating lasting benefits conduct of the firm’s activities, compliance standards. To support this objective, Ashmore in those locations where Ashmore has a with both the letter and the spirit of relevant has a published Code of Ethics that sets out presence. Beyond support for the Ashmore laws and regulations and standards of good the culture, standards and operating principles Foundation, employees across all offices and market practice in all jurisdictions where the that guide its actions in the markets in which subsidiaries are encouraged to engage with Group’s business is carried out. The Board’s it operates. and support local community projects. This aim is to ensure that the Group is fit and commitment is reflected in Ashmore’s policy proper to undertake its business, to safeguard Personal securities trading by employees is enabling employees to take one day annually the legitimate interests of Ashmore clients subject to compliance approval procedures to support charitable projects. and protect Ashmore’s reputation. and is monitored to ensure this does not lead to a conflict of interest. Employees Ashmore employees drive local volunteering Ashmore’s UK regulated financial services are not permitted to solicit or accept any initiatives and take part in a range of activities entities are Ashmore Investment Management inducements which are likely to conflict with to support disadvantaged communities Limited (AIML) and Ashmore Investment their duties to clients. in their local vicinity. In London, Ashmore Advisors Limited (AIAL) which are authorised employees continued to cultivate their and regulated by the Financial Conduct Compliance declarations relationships with local charities and in Authority (FCA). Other investment All employees are required to sign a May a team of volunteers hosted a group management subsidiaries located overseas declaration that they acknowledge and of 15 young people from London based are regulated by the appropriate authorities understand the Code of Ethics. Personal charity Resurgo. Participants learnt about the in their countries of domicile. Compliance securities trading is subject to a separate business and were provided with CV and is a key element in the overall investment declaration on a regular basis. Employees are presentation skills coaching. architecture of the organisation. The Compliance also regularly required to acknowledge and function is fully integrated and co-ordinates sign a declaration relating to the maintenance Ashmore continues to make an annual the compliance process across all entities in of their training and competence. Information donation to homeless charity Crisis, in the Group. Compliance maintains a detailed on the receipt of declarations is reported to support of its Christmas card campaign, as Compliance Manual which all employees the Risk and Compliance Committee. well as an annual donation of foreign coins are required to acknowledge that they have and banknotes to the Alzheimer’s Society. Further details on internal controls and risk read and understood. Regular compliance management processes can be found on pages 28 to 33. Sustainable Development Goals Financial crime Ashmore is committed to minimising financial The UN Sustainable Development Goals 1. Reducing the proportion of men, women crime (including money laundering, bribery and children of all ages living in poverty in all (SDGs) provide clear framework for its dimensions according to national definitions. and corruption, fraud and market abuse). achieving broader societal objectives Ashmore has adopted risk-based policies towards sustainable development. and procedures on financial crime and is Ashmore fully supports the global agenda 2. Supporting agricultural productivity and committed to ensuring that its customers’ incomes of small-scale food producers for achieving a better future for all and through knowledge, financial services, identity will be satisfactorily verified before recognises its responsibility as a global markets and opportunities for value addition a business relationship commences and and non-farm employment. actor and a UN PRI signatory in helping this is ongoing throughout the course of to achieve the goals. 3. The prevention of substance abuse, the relationship. including drug abuse and harmful use of As Ashmore continues to develop its alcohol and provide young people with the Training is provided to all employees in tools they need to make more informed approach to responsible investing and decisions about their lives. relation to anti-money laundering and applying ESG risk factors into its investment countering terrorist financing, including 4. Access for all women and men to process it will continue to monitor and affordable and quality technical, vocational customer due diligence requirements, review its contribution to achieving the education. Youth relevant skills, including identifying money laundering, suspicious technical and vocational skills, for employment, SDGs. Through its investments, and decent jobs and entrepreneurship. activity and financial crime. the social investments of the Ashmore 5. End all forms of discrimination against all Foundation, Ashmore seeks to address Ashmore has procedures in place to afford women and girls, and ensure women’s full and effective participation and equal opportunities the SDG listed. staff a means of airing concerns regarding for leadership at all levels of decision-making behaviours or decisions that are perceived in political, economic and public life. Over the coming years Ashmore will continue to be unethical on a confidential basis to develop its approach to supporting the 8. Productive employment and decent work (’whistleblowing procedures’). for all women and men. Protect labour rights Sustainable Development Goals and and promote safe working environments for understanding with greater clarity how its all workers, including migrant workers, in particular women’s rights. investments contribute to the global agenda.
Ashmore Group plc | Annual Report and Accounts 2018 39 Corporate responsibility continued
Ashmore works to ensure employee Communication People policies and procedures reflect best practice Ashmore communicates with all employees within each of the countries where it has a worldwide via e-mail and group conference Ashmore directly employs 253 people in 10 presence. This means having policies and calls supported by online presentations, and countries worldwide, excluding employees practices that make Ashmore an attractive also uses employee meetings to facilitate the in companies significantly controlled by place to work in respect of the day-to-day exchange of views with senior management funds that Ashmore manages. Ashmore’s operating environment and culture, and also and discuss the progress made by the Group. people have always been its most important in respect of medium to long-term growth asset, at the heart of everything it does. The for employees, personally, professionally On an annual basis, Ashmore aims to bring Group’s priority is to attract, develop, manage and financially. together employees from all global locations, and retain this talent in order to deliver either in person or through video or telephone the potential of the organisation, which is Recruitment conferencing, in order to facilitate better reflected in the low levels of unplanned staff Ashmore believes that its unique business relationships and communication between turnover (FY2017/18: 8.6%). Ashmore wishes model and culture leads existing employees areas of the Group and to ensure that there to be an employer that the most talented to recommend Ashmore as a good place to is a consistent strategy message delivered to people aspire to join wherever it operates. work to help the Group to attract the most all employees. talented candidates. Ashmore will aim to fill Ashmore recognises that the involvement of roles through internal mobility where this Employee development its employees is key to the future success of is possible, in order to enable employees Ashmore believes that constructive the business and adopts a practice of keeping to develop within the organisation. performance management is an essential employees informed on significant matters In addition, where specific requirements tool in the effective management of its affecting them, via email and in meetings arise, the Group’s Human Resources people and business. Ashmore ensures all arranged for the purpose. Ashmore has department has strong relationships with employees are competent to undertake their consistently operated a remuneration strategy specialist recruitment providers to source roles, have access to training as it is required, that recognises both corporate and individual appropriate candidates. and can demonstrate their continuing performance. Ashmore is also committed professional development. to following good practice in employment Training The performance management cycle matters, recognising the part this plays in Ashmore employs qualified, talented comprises setting objectives and an annual attracting and retaining staff. professionals to manage clients’ money performance appraisal against those agreed and to work in support functions. However, Ashmore seeks to ensure that its objectives. Output from this performance Ashmore recognises that development is a workforce reflects, as far as practicable, process is used to assist with decisions career-long activity and so it will also support the diversity of the many communities in on remuneration, career development any necessary professional development or which its operations are located. Ashmore and progression. qualifications that will assist employees in also recognises the diverse needs of its developing and maintaining their levels of employees in managing the responsibilities Progression and recognition competence. All employees are provided Ashmore is committed to internal of their work and personal lives, and believes with a comprehensive induction on joining progression of its employees whenever that achieving an effective balance in the business, providing an introduction to this is possible, to ensure that it retains these areas is beneficial to both Ashmore the Company’s structure, culture, operations the most talented people. and the individual. Ashmore encourages and practices which includes amongst these employees to act ethically and to uphold areas all elements of compliance issues, an The diverse and global nature of its business clearly the standards which its clients have understanding of the key business ethics allows the Group to consider placing talented come to expect. It also means ensuring that operating within the Ashmore Group, current individuals into very different opportunities employees understand the strategic aims and best practice and up-to-date information on around the globe and into very different objectives of the Group and are clear about relevant regulations. types of businesses in order to foster their their role in achieving them. development, and to benefit clients. Continuing professional development is also taken very seriously at Ashmore, and all staff must undertake bi-annual reviews of the learning and development they have undertaken during the review period and formally document and record their achievements.
40 Ashmore Group plc | Annual Report and Accounts 2018 Remuneration It is the Group’s policy to give appropriate Ashmore has provided data to the 2018 Strategic report Ashmore’s remuneration structure aligns the consideration to applications from disabled Hampton Alexander review and this interests of employees with shareholders. persons, having regard to their particular information can be found in Ashmore’s It is believed that by making sure employees aptitudes and abilities. For the purposes of CR report. training, career development and progression are truly stakeholders in the business, their Health and safety actions and decisions will be consistently (including those who become disabled during The health and welfare of its employees is of for the benefit of clients, shareholders and the course of their employment) all are primary importance to the Group. the Company. treated on equal terms with other employees. Ashmore promotes high standards of health Ashmore recognises that individuals have Ashmore operates a zero tolerance policy and safety at work and has a comprehensive different personal requirements dependent towards harassment and bullying and health and safety policy which highlights on where they are in both their life and has a formal policy that documents the the Group’s commitment to ensuring career. In response to this, Ashmore provides organisation’s commitment to ensuring employees are provided with a safe and employees with a range of benefits – both employees are treated with respect and healthy working environment. In London non-financial and financial – in addition to their dignity whilst at work. Ashmore carries out regular risk assessments basic salaries. of premises and provides staff with safety –– The annual discretionary compensation training including the provision of training to scheme is structured to be compliant Gender diversity fire wardens and first aid representatives. with the relevant regulatory guidelines. (Number of employees) Ashmore also engages external consultants This scheme involves both an annual cash to carry out regular health and safety and fire bonus as well as an equity award. Ashmore assessments in its London premises. encourages employees to take a long- There have been no reportable accidents in term view of both their and Ashmore’s the UK or overseas premises. performance and the decisions they make, 2 and has structured the equity scheme Information security such that this proportion of the employees’ oar Information security (including cyber security) remuneration is deferred for five years. is identified as a key principal risk to the business which is subject to Ashmore’s –– Ashmore recognises the importance of 5 ensuring that the work/life balance of governance, policies and procedures and risk employees is appropriate. Employees assessment. Ashmore assesses, monitors are therefore given generous annual and controls data security risk, and ensures leave entitlements in addition to all that there is adequate communication Male Female public holidays. between the key stakeholders, which include senior management and IT, human –– Ashmore’s employees’ health and 1 resources, risk management and control, wellbeing is vital to their sustained legal and compliance departments. performance at work and therefore facilities perati g are provided for employees to cycle to o ittee Ashmore has a layered security model, within work or take part in other sporting activities (Senior which multiple complementary technologies from work. Managers) and processes are employed. Ashmore staff –– In the UK, Ashmore operates an integrated undertake mandatory training in matters 10 healthcare approach whereby its private of Information Security (including cyber medical health provider and occupational security). Ashmore routinely deploys security health clinics work hand in hand to promote updates to its systems and undertakes wellness amongst employees. Similar regular vulnerability testing of its networks healthcare arrangements are also offered in and systems using a specialist service many of Ashmore’s international offices. provider. Ashmore provides an annual report 2 to the Ashmore Audit and Risk Committee on 83 Diversity its cyber security arrangements, and adopts The gender balance is currently 67% (170 e p o ee oar a culture of continuous improvement which people) male and 33% (83 people) female.. means that improvements can and do occur Ashmore is committed to providing equal 1 0 5 throughout the year. opportunities and seeks to ensure that its workforce reflects, as far as is practicable, the Ashmore also affirms and/or attests with diversity of the many communities in which it key partners on an annual basis that they operates. Ashmore employs over 38 different have not been susceptible to cyber security nationalities throughout the organisation. Male Female attacks and vendors have taken all reasonable steps to continuously monitor and protect themselves on cyber security weaknesses.
Ashmore Group plc | Annual Report and Accounts 2018 41 Corporate responsibility continued
Taxation Recycling As a large, multi-national organisation with a Environment Ashmore has in place recycling programmes diverse geographic footprint, Ashmore seeks for waste paper, photocopier toners and As a company whose business is based to create value for its shareholders and clients other disposable materials. Ashmore seeks fundamentally on intellectual capital and by managing its business in a commercial, to minimise the use of paper as part of its which does not own its business premises, tax efficient and transparent manner, within clear desk policy and electronic scanning is Ashmore has a limited direct impact on the the remit of applicable tax rules and bearing actively encouraged. All printing is two-sided environment and there are few environmental in mind the potential impact of its actions on by default. risks associated with the Group’s activities. its brand and reputation. Ashmore aims to Nevertheless Ashmore recognises that it has Ashmore is conscious of minimising its comply with all relevant tax laws and fiscal a responsibility to manage this as effectively impact on the environment. For this reason, obligations, including accurate calculation as possible. The Group continues to promote wherever possible Ashmore chooses paper and punctual settlement of tax liabilities and energy efficiency and the avoidance of waste stocks that have been sustainably sourced correct and timely lodging of relevant tax throughout its operations and a number of and which are Forest Stewardship Council© returns and other required documentation initiatives, such as the recycling of paper, (FSC) accredited (or equivalent) for its with relevant tax authorities. glass and other waste and the use of ‘green’ marketing materials and business stationery. In the spirit of tax transparency, Ashmore energy, are encouraged. Energy Savings Opportunity complies with relevant global initiatives Property Scheme (ESOS) including the US Foreign Account Tax Ashmore does not own any of the Ashmore has confirmed its compliance with Compliance Act (FATCA) and the OECD buildings where it occupies floor space the ESOS obligations to the Environment Common Reporting Standard. Ashmore and invariably buildings in which it does Agency in respect to the reporting period closely monitors developments arising from have a lease are multi-tenanted and costs ending on 5 December 2015. the OECD Base Erosion and Profit Shifting are apportioned to each tenant pro-rated (BEPS) initiative and believes that the Group’s according to occupancy. Ashmore provides obsolescent transfer pricing policy complies with relevant computers to Computer Aid international tax changes introduced by BEPS. Ashmore’s largest property occupancy International is at its headquarters at 61 Aldwych, Human rights and modern slavery Computer Aid is a UK registered charity that London where it has a single floor of aims to reduce poverty through practical Ashmore supports the United Nations approximately 19,000 square feet in a nine ICT solutions. Computer Aid sends these PCs Universal Declaration of Human Rights. storey multi-tenanted building. Electricity to various projects across Africa and South Ashmore has developed a Supplier Code usage in London is separately monitored by America and furnishes Ashmore with details of Conduct that applies to all suppliers that floor. Energy efficient lighting is installed in of where they are used. Any units that are not provide goods or services to Ashmore, the building with sensors which turn lights usable are disposed of in an environmentally and outlines the basic ethical requirements off when no movement is detected. friendly fashion. that suppliers must meet in order to Mandatory greenhouse gas Further information available on the do business with the Group, including emissions reporting Group’s website affording employees the freedom to Information on greenhouse gas emissions The following documents are available on the choose employment and not using any (GHGs) can be found in the Directors’ report. Group’s website www.ashmoregroup.com form of forced, bonded or involuntary labour (including child labour). Travel –– CR report Although Ashmore endeavours to make –– UK Stewardship Code statement maximum use of available technology, –– Conflicts of interest policy such as video conferencing, its business model as an investor in Emerging Markets –– UK Tax Strategy statement inevitably requires that investment –– Supplier code of conduct professionals and other members of staff –– Slavery and human trafficking statement travel frequently to these countries to investigate and monitor opportunities.
42 Ashmore Group plc | Annual Report and Accounts 2018 Board of Directors Committed to the highest standards
Peter Gibbs Jennifer Bingham David Bennett Non-executive Chairman (Age 60) Non-executive Director (Age 66) Senior Independent Director (Age 56) Peter Gibbs was appointed to the Board in Jennifer Bingham was appointed to the David Bennett was appointed to the April 2015. Peter has spent his entire career Board in June 2018. She is an accountant and Board in October 2014. He was a Director working in the financial services industry. between 1992 and 2003 she was a senior of Alliance and Leicester plc between 2001 He was Chief Investment Officer and executive of Brunswick Capital Management and 2008, serving as Group Finance Director Head of Region for the non-US investment Limited, an investment manager specialising and then Group Chief Executive until its management activities of Merrill Lynch in the Russian equity market. During this sale to Santander in 2008. He has also held Investment Managers, having spent his early period she variously held the offices of a number of executive positions in Abbey career at Brown Shipley and Bankers Trust as Chief Executive, Chief Operating and Chief National plc, Cheltenham & Gloucester plc, a portfolio manager. Since then he has held a Financial Officer of the firm. Since 2003 Lloyds TSB Group and the National Bank number of non-executive positions including Jennifer has held finance, administration and of New Zealand. David is currently Deputy at UK Financial Investments plc (the body investment oversight roles with investment Chairman and Senior Independent Director Governance responsible for the UK government’s financial company PCHB Limited (part of the Cundill of CYBG plc, Chairman of various Together services investments), Evolution Group plc, group of companies) and as Trustee and Chair group companies, and a Non-executive Impax Asset Management Group plc, Friends of the Peter Cundill Foundation. Director of PayPal (Europe) SARL et Cie, Life Group Limited and Intermediate Capital S.C.A. He has also served as a Non-executive Dame Anne Pringle DCMG Group plc. He is currently a Non-executive Director of easyJet plc between 2005 and Non-executive Director (Age 63) Director of Aspect Capital Ltd and Chair of 2014. David holds an MA in Economics from Anne Pringle joined the Board in February Trustees for Bank of America Merrill Lynch Cambridge University. 2013. She was a diplomat with the Foreign UK Pension Plan Trustees Ltd and the Visa and Commonwealth Office for over 30 years, Committee membership: A, N, R Europe Pension Plan. focusing in particular on the EU, Russia and Clive Adamson Committee membership: N, R Eastern Europe. Between 2001 and 2004, Non-executive Director (Age 62) Anne was the British Ambassador to the Mark Coombs Clive Adamson was appointed to the Board in Czech Republic and from 2004 to 2007, Chief Executive Officer (Age 58) October 2015. He was Head of Supervision Director of Strategy and Information at the Mark Coombs was appointed a Director and an Executive Director of the Board of FCO and a member of the FCO Board. From on the incorporation of the Company in the Financial Conduct Authority until January 2008 to 2011, she served as Ambassador to December 1998, and has served as its 2015, and prior to that he held a number the Russian Federation. Anne is the Senior Chief Executive Officer since then. He of senior roles within its predecessor, the Governor on the Board of St Andrew’s held a number of positions at Australia and Financial Services Authority. Between 1998 University and a trustee on the Board of New Zealand Banking Group (ANZ) and led and 2000 he was a Senior Advisor in Banking Shakespeare’s Globe Theatre. Ashmore’s buyout from ANZ in early 1999. Supervision at the Bank of England. Clive He is Co-Chair of EMTA, the trade association Committee membership: A, N, R is currently the Non-executive Chairman for Emerging Markets, having been on the of JP Morgan International Bank Limited, Board since 1993. Mark has an MA in Law Non-executive Director and Chairman of from Cambridge University. the Board Risk & Capital Committee of The Prudential Assurance Company Limited and Tom Shippey Non-Executive Director and Chair of the Board Group Finance Director (Age 44) Risk Committee of CYBG plc. Clive is a Senior Tom Shippey was appointed to the Board Advisor to McKinsey & Co. He holds an MA in as Group Finance Director in November Economics from Cambridge University. 2013. Prior to joining Ashmore in 2007, he worked for UBS Investment Bank, including Committee membership: A, N, R advising on the Ashmore IPO in 2006. Tom qualified as a Chartered Accountant with PricewaterhouseCoopers in 1999 and is Key to membership a Fellow of the ICAEW. He has a BSc in of committees International Business and German from Aston University. A- Audit and Risk N- Nominations R- Remuneration (A bold letter denotes the Chair).
Ashmore Group plc | Annual Report and Accounts 2018 43 Chairman’s statement Ashmore’s strategy delivers growth and value for clients and shareholders
Ashmore’s specialist focus on Emerging As well as the impressive growth in assets Markets, its consistent three-phase strategy, managed by the network of local offices, and the Group’s proven business model have the 47% growth in retail AuM, to nearly Board changes delivered a strong performance this year. US$10 billion, is particularly pleasing after a The fundamentals of Emerging Markets are in period of investment and focus on broadening –– Simon Fraser retired from the robust shape and together with underweight intermediary distribution relationships. Board on 31 December 2017 investor positioning, the investment The increasing proportion of AuM sourced –– Jennifer Bingham was appointed opportunities created by recent price volatility, through intermediary distribution channels to the Board as an additional and Ashmore’s excellent investment track serves to underline the diverse revenue Non-executive Director on record, this augers well for continued client streams that are delivered by the second 29 June 2018 demand following the record net flows that phase of the Group’s strategy. the business generated this year. Board changes Read more A detailed report on corporate Ashmore’s strategy is As previously announced I am retiring from governance is provided on delivering growth the Board and will not be seeking re-election pages 45-47. Since I joined the Ashmore Board in 2015, at this year’s AGM. I am delighted that the market environment has changed David Bennett is to succeed me as Chairman, considerably, with a sustained economic subject to his election by shareholders Diversity is not about reporting numbers, recovery across Emerging Markets driving at the AGM. David’s Board experience however. At Ashmore, the many facets of asset prices and capital flows. Ashmore’s and knowledge of Ashmore make him an diversity support a culture that is focused strategy delivers through the cycle, and excellent choice. on delivering performance for clients, and good progress has been made this year on I would like to thank Simon Fraser, who aligning the interests of clients with those several initiatives, which is due in no small retired from the Board on 31 December 2017, of the Group’s shareholders and employees. part to the expertise, commitment and for his wise counsel during his time on the Ashmore’s culture is bolstered further, professionalism of its employees. I have Board. I would also like to welcome Jennifer by, and persists through, a remuneration observed these characteristics through the Bingham, who was appointed as an additional philosophy that has been effective through regular presentations to the Board by a wide Non-executive Director on 29 June 2018. many market cycles, and which is explained variety of employees, covering investment, I believe she will bring experience that will in more detail in the Remuneration report on distribution and support functions. This be valuable to the Board. Michael Perman, page 53. interaction importantly has included the Ashmore’s company secretary for ten years, Group’s distinctive local asset management Dividend retired in June and we thank him for his offices, that manage nearly US$5 billion The Board has recommended a final dividend loyal service. of AuM and are generating strong growth of 12.10 pence for the year ending 30 June consistent with the third phase of the Diversity 2018 to give total dividends per share for the strategy, and which represent 29% of While the Group’s strategy and business year of 16.65 pence. Subject to shareholders’ Ashmore’s employees. model achieve diversification to reduce risk, approval at the AGM in October, the final Ashmore’s diversity is evident in other areas. dividend will be paid on 7 December 2018 to those shareholders on the register on –– Ashmore reflects the many communities 2 November 2018. 12.10p per share in which it operates and invests. The local asset management platforms in Emerging Finally, I would like to thank my Board Markets are managed by local employees, colleagues and all Ashmore employees for Recommended final dividend and contribute to the total of 38 nationalities their dedication, hard work and support during represented by Ashmore’s staff. my time as Chairman. I am certain they will continue to deliver the Group’s growth –– The gender balance has changed at the strategy successfully and to create further Board level, with female independent value for clients and shareholders. Non-executive Directors representing 29% of Directors and, following my retirement at the AGM in October, this will rise to 33%, thereby satisfying the target set by Peter Gibbs the Davies report. Chairman –– The position is mirrored among the 6 September 2018 Ashmore employee base with 67% male and 33% female.
44 Ashmore Group plc | Annual Report and Accounts 2018 Corporate governance
The Group has been in compliance with –– Approval of press releases concerning the procurement obligation included in that the UK Corporate Governance Code and matters decided by the Board agreement pursuant to UK Listing Rule its predecessor versions since Admission –– Approval of D&O insurance limits 9.2.2BR(2)(a), in each case during the financial to listing on the London Stock Exchange reporting period ending on 30 June 2018. –– the interim dividend and recommendation on 17 October 2006, except where the of final dividend; The views expressed by shareholders have Directors consider that, in particular limited been reported back to the Board and its circumstances, departure may be justified –– annual budgets and forecast updates; committees. During the year under review the and explained. No departures from the Code –– Internal Capital Adequacy Assessment Chairman and the Chair of the Remuneration occurred during the year under review. Process; Committee met with shareholders as part of References herein to ‘the Code’ are to the –– significant capital expenditure; and shareholder engagement with reference to the April 2016 version of the UK Corporate –– the effectiveness of risk management and Remuneration Policy as submitted to the 2017 Governance Code. This report describes the
internal control systems. AGM. The major shareholders are invited to Governance Group’s corporate governance arrangements, request meetings with the Senior Independent explaining how it has applied the principles The roles of the Chairman and Chief Executive Director as required. of the Code. A revised version of the UK Officer are separate, clearly defined and have Corporate Governance Code has been issued been approved by the Board. The Chairman During the year, meetings took place by the Financial Reporting Council and this is responsible for the effective conduct of the between the Senior Independent Directors will be effective for accounting periods Board, while the Chief Executive Officer is and the Non-executive Directors without commencing on or after 1 January 2019 responsible for execution of strategy and for the executives present and between the (the 2018 Code). The Company will in the day-to-day management of the Group. Chairman and the Senior Independent due course be undertaking a full review Director. The appraisal of individual In considering Non-executive Director of its governance arrangements to ensure Non-executive Director’s performance and independence, the Board has taken into compliance with the 2018 Code. As it relates the Chairman’s performance was addressed consideration the guidance provided by to remuneration the Company believes that this year as part of the independently the Code. The Board considers Peter Gibbs, its present arrangements are already aligned facilitated Board evaluation. The Senior Clive Adamson, David Bennett, Jennifer to its purpose and values and clearly linked Independent Director then led a discussion of Bingham and Dame Anne Pringle to be to the successful delivery of its long-term the Chairman’s performance with the other independent. David Bennett is the Senior strategy. Further details are provided on Non-executive Directors excluding the Independent Director. pages 53 to 69. Chairman. No performance issues arose in respect of any of the Directors or the Directors During the year under review, the Group complied with the Code requirement that at Chairman. The Board evaluation also The Board of Directors comprises two least half of the Board consist of independent confirmed that the Directors felt they had Executive Directors and five independent Directors (excluding the Chairman). As received sufficient training and the Chairman Non-executive Directors. The two Executive previously announced, a number of changes was alert to their training needs. Directors are Mark Coombs, the Chief to the composition and structure of the Executive Officer, and Tom Shippey, the The Board meets a minimum of six times Board and its committees will take effect Group Finance Director. The Independent during the year to review financial performance immediately following the Annual General Non-executive Directors are Peter Gibbs, and strategy and to follow the formal Meeting of the Company to be held on Chairman; David Bennett, Senior independent schedule of matters reserved for its 19 October 2018. At that time Peter Gibbs Director; Jennifer Bingham, Dame Anne Pringle decision. Comprehensive Board papers, will retire as Chairman and as a Director. and Clive Adamson. Simon Fraser retired from comprising an agenda and formal reports He will be succeeded as Chairman by the Board on 31 December 2017 and Jennifer and briefing papers, are sent to Directors in David Bennett who will be independent Bingham was appointed on 29 June 2018. advance of each meeting. Throughout their on appointment and whose existing All other Directors served throughout the year. period in office, Directors are continually commitments had already been disclosed to updated by means of written and verbal The Board has a schedule of matters the Board. At the same time Clive Adamson reports from senior executives and external specifically reserved to it for decision and will assume the role of Senior Independent advisers on the Group’s business, and the approval, which include, but are not limited to: Director and Dame Anne Pringle will become competitive and regulatory environments Chair of the Remuneration Committee. –– the Group’s long-term commercial in which it operates, as well as on legal, objectives and strategy; The Board confirms that the Company and compliance, corporate governance, corporate –– major acquisitions, disposals and Mark Coombs entered into a relationship responsibility and other relevant matters. agreement on 1 July 2014 as required investments; In addition to its formal business, the under UK Listing Rule 9.2.2AR(2)(a); and –– Changes relating to the Company’s capital Board received a number of briefings and that: (i) the Company has complied with or its status as a plc presentations from members of executive the independence provisions included in management during the year covering a –– the Group’s annual and interim reports and that agreement; (ii) so far as the Company wide range of topics across the range of the financial statements; is aware, Mark Coombs has complied with Group’s business. All Directors have access to –– Approval of quarterly AUM releases the independence provisions included in that independent professional advice, if required, agreement; and (iii) so far as the Company –– Approval of all company circulars and at the Company’s expense, as well as to the is aware, Mark Coombs has complied with listing particulars advice and services of the Company Secretary.
Ashmore Group plc | Annual Report and Accounts 2018 45 Corporate governance continued
New Directors appointed to the Board will the performance of the Company Secretary receive advice as to the legal and other duties in terms of how he had fulfilled his secretarial The Board evaluation cycle and obligations arising from the role of a duties and any comments were passed to the director of a UK listed company within a full, Chairman. The appointment and removal of Year 1 formal and tailored induction. An induction the Company Secretary is a matter reserved Externally facilitated programme has been arranged for Jennifer for the Board. Board evaluation Bingham who recently joined the Board. Powers of the Directors Year 2 The Company Secretary, under the direction Subject to the Company’s Articles, the One to one interviews with Chairman of the Chairman, is responsible for maintaining Companies Act 2006 and any directions focusing on issues raised in year 1 an adequate continuing education programme, given by the Company by special resolution, and any other issues reminding the Directors of their duties and the business of the Company is managed Year 3 obligations on a regular basis, ensuring good by the Board, which may exercise all One to one interviews with Chairman information flows between the Board, its powers of the Company, whether relating focusing on progress committees and management and assisting to the management of the business of the with Directors’ continuing professional Company or not. development needs. The Company’s Biographical details of the Directors are given to this the Board has decided to set specific Nominations Committee considers the on page 43. objectives over five years and to review these appointment and replacement of Directors annually. Another recommendation was to subject to the rules set out in the Articles, a Annual performance evaluation have greater understanding and assurance summary of which is set out below. The Code recommends that the Board should regarding the investment process in local undertake a formal annual evaluation of its Under the Articles, the minimum number offices and in response it was agreed that own performance and that of its committees of Directors shall be two and the maximum when local investment teams present to and individual Directors and that an externally shall be nine. Directors may be appointed the Board (they presently attend Board facilitated evaluation should be undertaken by the Company by ordinary resolution or by meetings periodically on a rotational basis) at least once every three years. During the the Board. A Director appointed by the Board they will be specifically required to articulate year, an independent externally facilitated must offer himself/herself for election at the their investment processes. At the time of evaluation was undertaken by The Effective next Annual General Meeting of the Company the evaluation none of the Non-executive Board LLP (which has no connection with the following their appointment but he or she Directors had served on the Board for six years. Company). The evaluation involved interviews is not taken into account in determining the However, on attaining six years’ service a with each of the members of the Board and Directors or the number of Directors who are Non-executive Director would be subject to a also included individual director appraisals. to retire by rotation at that meeting. particularly rigorous review. The results of those appraisals have been fed The Directors to retire by rotation must be back independently to the Chairman except Board committees those who held office at the time of the for any comments on the Chairman which The Board has appointed Audit and Risk, two preceding Annual General Meetings were provided to the Senior Independent Remuneration and Nominations Committees and did not retire at either of them or those Director in order to facilitate his performance to assist in the execution of its duties. who have held office with the Company for appraisal. The Board believes that, following All of these committees operate within a continuous period of nine years or more the completion of the performance evaluation, written terms of reference, which are at the date of the Annual General Meeting. the performance of the Chairman and the reviewed annually consistent with changes The office of Director shall be vacated in Directors continues to be effective and that in legislation and best practice. other circumstances, including where (i) that they continue to demonstrate commitment Director resigns or is asked to resign; (ii) they to their roles. The performance of each of The chair of each committee reports regularly are or have been suffering from mental ill- the Board’s committees was also subject to to the Board. health; (iii) they are absent without permission review and reports were provided to each of Each of the committees is authorised, at of the Board from meetings of the Board for the respective Chairs. The Effective Board the Company’s expense, to obtain external six consecutive months; (iv) they become LLP commented that not only is the Board legal or other professional advice to assist bankrupt or compound with their creditors effective absolutely but it compares relatively in carrying out its duties. Only the members generally; or (v) they are prohibited by law highly to other listed company boards. No of each committee are entitled to attend from being a Director. issues were raised about the provision of its meetings but others, such as senior information to the Board with the consensus Notwithstanding these provisions, the Board management and external advisers, may being that information was delivered in a timely has adopted provision B.7.1 of the Code and be invited to attend as appropriate. and comprehensive manner. The evaluation all Directors will retire and seek re-election addressed the composition of the Board and Current membership of the committees at each Annual General Meeting. The Listing how it works together as a unit, including how is shown in the relevant sections below. Rules require that the election/re-election Jennifer Bingham’s addition to the Board would A number of changes to the leadership of independent directors be by a majority add to both the skillset and the level of gender and composition of the committees have of votes cast by independent shareholders diversity. A number of recommendations been announced and details are set out as well as by a majority of votes cast by all were made. The first of these was to agree a in the Nominations Committee report at shareholders. The Board evaluation addressed long-term definition of success and in response page 51.
46 Ashmore Group plc | Annual Report and Accounts 2018 Board and committee attendance The table below sets out the number of meetings of the Board and its committees and individual attendance by the Directors. Directors who are not members of any Board committees are also invited to attend meetings of all such committees. Board and committee attendance is described in the table below and includes attendance for Directors who have only served on the Board or its committees through part of the year under review. Nominations Audit and Risk Remuneration Board Committee Committee Committee Total number of meetings scheduled between 1 July 2017 and 30 June 2018 7 4 5 6 Peter Gibbs 100% 100% – 100% Mark Coombs 100% – – – Tom Shippey 100% – – – Simon Fraser 100% 100% 100% 100% Governance Dame Anne Pringle 100% 100% 100% 100% David Bennett 100% 100% 100% 100% Clive Adamson 100% 100% 100% 100% Jennifer Bingham 100% – – –
1. Simon Fraser retired from the Board on 31 December 2017. 2. Jennifer Bingham was appointed to the Board on 29 June 2018. 3. Members of executive management are invited to attend Board committee meetings as required but do not attend as members of those committees.
Corporate Governance Framework
plc Board of Directors plc Remuneration Committee Responsible for overall strategy, management and control Determines compensation for Code Staff and reviews compensation for Control Staff
plc Executive Directors plc Audit and Risk Committee Separate detailed terms of reference in line with corporate governance best practice Management Committees Responsible for overseeing business, investments and internal controls Auditors
–– Investment Committees –– Risk and Compliance External: –– Systems and Controls Committee Independent assurance via audit of Group financial Review Committee –– Pricing Oversight statements and audit of internal control procedures –– Pricing Methodology and Committee under ISAE 3402 Valuation Committee –– Foreign Exchange –– Product Committee Management Committee –– Global Investment –– IT Steering Group Internal: Performance Standards –– Best Execution Committee Independent assurance via audit directed at Committee –– Awards Committee specific departmental control procedures –– Operating Committee –– Disclosure Committee
Senior Management Responsible for day-to-day management
Ashmore Group plc | Annual Report and Accounts 2018 47 Audit and Risk Committee report
auditor independence and approving the terms of engagement and proposed fees Audit and Risk Committee for the audit; –– reviewing and monitoring the effectiveness I am pleased to submit the Activities and quality of the external audit; report on the activities of the The Audit and Risk Committee held –– reviewing the level and amount of external five pre-scheduled meetings during auditor non-audit services; Audit and Risk Committee the year. The activities of the Audit –– making recommendations to the Board for the financial year ended and Risk Committee are described on for a resolution to be put to shareholders 30 June 2018 pages 48 to 51. to approve the reappointment of the external auditor; David Bennett During the year under review the Chairman following Non-executive Directors served –– reviewing the Company’s whistleblowing on the Audit and Risk Committee, the arrangements for its employees to raise membership of which was compliant concerns, in confidence, about possible with the Code: wrongdoing in financial reporting or other matters and reviewing the Company’s –– David Bennett (Chairman) systems and controls for detecting fraud –– Clive Adamson and the prevention of bribery; –– Dame Anne Pringle –– reviewing the Audit and Risk Committee’s –– Simon Fraser (retired 31 December 2017) terms of reference and carrying out an annual performance evaluation exercise; Simon Fraser served as a member of the and reporting to the Board on how it has Committee until retiring from the Board discharged its responsibilities. on 31 December 2017. All remaining members of the Audit and Risk Committee Key judgements served throughout the year. In assessing the various key matters relative to its terms of reference, and to satisfy itself The Board is satisfied that for the year under –– reviewing the contents of the Annual that the sources of assurance and information review, and thereafter, David Bennett and Report and Accounts and advising the the Audit and Risk Committee has used Clive Adamson had, and have, recent and Board on whether, taken as a whole, they to carry out its role to review, monitor and relevant commercial and financial knowledge are fair, balanced and understandable and provide assurance or recommendations to and experience. The Board is further satisfied provide the information necessary for the Board are sufficient and objective, the that the Audit and Risk Committee as a shareholders to assess the Company’s Audit and Risk Committee has adopted whole has competence relevant to the sector performance, business model and strategy; an integrated assurance approach. This in which the Company operates. approach relies not only on the work of –– reviewing the effectiveness of the external auditor but also management David Bennett has served as Group Finance the Group’s internal control and risk assurances received from various reports Director and the Group Chief Executive management systems; including from the Group Finance Director, of Alliance and Leicester plc, Dame Anne –– overseeing and challenging the day-to- Group Head of Risk Management, Group Pringle was a diplomat with the Foreign and day risk management and oversight Head of Compliance and also via the existing Commonwealth Office for over 30 years with arrangements of the executive; Ashmore governance framework such as extensive experience of Russia and Eastern –– overseeing and challenging the design and specialised internal management committees. Europe and Clive Adamson was formerly execution of stress and scenario testing; Other independent assurance is received from Head of Supervision and Executive Director of the Compliance Monitoring Programme and –– considering and approving the remit of the Board of the Financial Conduct Authority Internal Audit and from the externally audited the compliance, internal audit and risk and a Senior Advisor in Banking Supervision ISAE 3402 report on the control environment. management functions and ensuring at the Bank of England. The Group Finance Director, Group Head of that they have adequate independence; Risk Management, Head of Internal Audit A report on the activities of the Audit and Risk –– monitoring and reviewing the scope, extent and Group Head of Compliance are invited Committee is set out below. and effectiveness of the activities of the to attend each pre-scheduled meeting of the The terms of reference for the Audit and Risk Internal audit function in the context of the Audit and Risk Committee. Committee include: Company’s overall risk management and control systems; The Audit and Risk Committee has the –– monitoring and challenging the integrity of authority to seek any information it requires –– reviewing, assessing and approving the the financial statements of the Company, to perform its duties from any employee internal audit plan; any formal announcements relating to of the Company and to obtain outside the Company’s financial statements or –– reviewing the external auditor’s plan for the legal or other independent professional performance and any significant financial audit of the Group’s financial statements, advice as appropriate. issues and judgements contained in them; receiving and reviewing confirmations of
48 Ashmore Group plc | Annual Report and Accounts 2018 The principal activities of the Audit and Risk Significant accounting matters External auditor Committee through the year, and the manner During the year the Audit and Risk Committee For FY2017/18 Thomas Brown was the in which it discharged its responsibilities, are considered key accounting issues, matters and KPMG audit partner, having first assumed described below. judgements in relation to the Group’s financial responsibility for the audit of the Group in Meetings statements and disclosures relating to: FY2016/17. The FRC’s Ethical Standards for Auditors require that KPMG rotate the audit The number of Audit and Risk Committee Share-based payments partners every five years for a listed entity. meetings and their attendance by the It is the responsibility of the Remuneration Directors are set out in the table on page 47. Committee to address, and report upon, The external auditor attends all meetings The Audit and Risk Committee met five compensation matters including share-based of the Audit and Risk Committee. It is the times in relation to the current financial payments made to Executive directors of the responsibility of the Committee to monitor the reporting year as part of its standard process. Group, which have performance conditions performance, objectivity and independence
Scheduled meetings of the Committee take attached. The Audit and Risk Committee of the external auditor. The Audit and Risk Governance place on the day prior to a Board meeting to considers these in its review of the financial Committee discusses and agrees the scope of maximise the efficiency of interaction with statements and receives a report from the audit plan for the full year and the review the Board. The Chairman of the Audit and the external auditor on the quantification plan for the interim statement with the auditor. Risk Committee reports to the Board, as part and accounting treatment related to such The external auditor provides reports at each of a separate agenda item, on the activities of payments, which are explained in note 10 committee meeting on topics such as the the Committee. All Non-executive Directors to the financial statements. are invited to attend meetings of the Audit control environment, key accounting matters and Risk Committee. Classification of seed capital investments and mandatory communications. The accounting treatment for seed capital External auditor independence The Chairman of the Audit and Risk investments is addressed more fully in note The Audit and Risk Committee has agreed Committee also held meetings during the 20 to the financial statements and in the the types of permitted and non-permitted course of the year, outside the scheduled accounting policies at page 92. Committee meetings, with the Group Head non-audit services and those which of Internal Audit, the Group Head of Risk Management fee rebates require explicit prior approval. All contracts Management and Control, the Group Head of A report from the external auditor for non-audit services in excess of £25,000 Compliance, the Group Finance Director and regarding the processing of fee rebates must be notified to the Chairman of the Audit the external auditors. and its treatment on revenue recognition and Risk Committee and approved by him. was received and reviewed. The method During the year the value of non-audit Financial statements of accounting for revenue recognition is services provided by KPMG LLP amounted In March 2018 the Company received a letter described more fully on page 95. The Audit to £0.1 million (FY2016/17: £0.2 million). from the Financial Reporting Council (FRC), and Risk Committee is satisfied that controls Non-audit services as a proportion of total fees containing comments on the Annual Report are in place to ensure that revenue rebates paid to the auditor have fallen to approximately and Accounts for the year ended 31 June are recorded accurately and completely. 20% (FY2016/17: 33%). The overall quantum 2017. This followed a review carried out by of non-audit services is not considered to be the FRC’s Conduct Committee. Whilst there Future IFRS and UK GAAP developments significant given that Ashmore operates within were no questions that the FRC wished to The Audit and Risk Committee has received a highly regulated market and that a significant discuss with the Company or that required a report from management and the external proportion of the non-audit services provided a direct response, a number of comments auditor and discussed future accounting relate to the following matters: were provided in the spirit of promoting developments likely to affect the presentation of the Group’s financial statements. continuous improvement in the quality of –– reporting on the half-year financial corporate reporting and the Company has Other accounting matters statements; taken account of these in preparing its 2018 During the year, the Audit and Risk Committee –– providing regular mandatory assurance Annual Report and Accounts. The FRC’s received communications from management reports to the FCA (as the regulator of role is to consider compliance with reporting and from the external auditor on other Ashmore Investment Management Limited requirements and not to verify the information accounting matters. The Committee has also and Ashmore Investment Advisors Limited); provided. Their review provides no assurance reviewed the adoption of the going concern –– reporting on the internal control systems that the 2017 Annual Report and Accounts basis in preparing the interim and year end applicable to Ashmore’s offices in London, were correct in all material respects. consolidated accounts and considered the New York and Singapore as required under longer-term viability statement for the Group, The Audit and Risk Committee reviewed the the international standard ISAE 3402, which is described in more detail on page 30. 2018 Annual Report, the interim results and pursuant to investment management reports from the external auditor, KPMG LLP, UK Corporate Governance Code industry standards; and on the outcome of its reviews and audits A separate Corporate Governance Statement –– auditing the controls and procedures in 2018. is included on pages 45 to 47 which explains employed by the Company relating to the how the Group has complied with the 2016 production of investment performance UK Corporate Governance Code. figures over one, three and five-year periods to conform to the investment management industry’s Global Investment Performance Standards.
Ashmore Group plc | Annual Report and Accounts 2018 49 Audit and Risk Committee report continued
The assurance provided by the Group’s At the end of each Audit and Risk Committee A detailed description of the risk management external auditor on the items listed above is meeting, the Non-executive Directors meet framework and the manner in which risks considered by the Audit and Risk Committee with the external and internal auditors without are identified and managed is set out on to be strictly necessary in the interests of the the Executive Directors being present so as pages 28 to 33. business and, by their nature, these services to provide a forum to raise any matters of Internal audit could not easily be provided by a separate concern in confidence. The Head of Internal Audit has regular professional auditing firm. In order to assess the effectiveness of meetings with the Chairman of the Audit and The provision of tax advisory services, due the external audit process, the Audit and Risk Committee and attends all meetings diligence/transaction services and litigation Risk Committee asked detailed questions of the Committee to present reports on the services may be permitted with the Audit and of key members of management as well internal audit findings and on the proposed Risk Committee’s prior approval. The provision as considering the firm-wide audit quality programme of reviews. The Audit and Risk of internal audit services, valuation work and inspection report issued by the FRC in Committee continues to monitor the internal any other activity that may give rise to any June 2018 and KPMG’s response to the audit plan on an ongoing basis to ensure possibility of self-review are not permitted findings inspection. Based on this review the that it remains relevant to the needs of under any circumstance. During the year there Committee concurred with management’s the business and to ensure that it can be were no circumstances where KPMG LLP view that there had been appropriate focus adapted or changed if a particular focus area was engaged to provide services which might and challenge of the primary areas of audit necessitates this. have led to a conflict of interests. risk and assessed the quality of the audit to During the year, the Audit and Risk Committee be satisfactory. Accordingly, the Audit and The Committee is mindful of the various received presentations from Internal Audit Risk Committee continues to be satisfied with legal and regulatory requirements for on a number of topics including the Internal the work of KPMG LLP and that it continues rotation and tendering of the external audit Audit plan for the year and the outcomes to remain objective and independent. The including the EU Audit Regulation 537/14, of any internal audits conducted during the Committee has therefore recommended to the now implemented in the UK through the period under review. The Committee also Board that a resolution be put to shareholders Statutory Auditors and Third Country Auditors received presentations from Internal Audit for the reappointment of the auditor, and its regulations 2016 (SI 2016/649), (UK audit on the implementation of the assurance remuneration and terms of engagement, at the legislation) the Competition and Markets framework in the year and the results of the Annual General Meeting of the Company. Authority Order and the 2016 UK Corporate assurance review over the effectiveness of Governance Code. Mandatory audit firm Internal controls and risk the controls and mitigants in place for the rotation is required after 20 years and a management systems principal risks. Based on the work described, re-tender must be conducted at least every The Group Head of Risk Management and and in accordance with the requirements of 10 years. The Code requires disclosure of Control attends each meeting of the Audit the Chartered Institute of Internal Auditors’ the length of tenure of the current audit firm and Risk Committee and provides reports to revised Financial Services Code guidance, and when a tender was last conducted, as each. These reports have addressed a number Internal Audit has provided the Audit and Risk well as advance notice of any retendering of risk-related topics and have demonstrated Committee with its assessment of the overall plans. KPMG LLP (and its prior entity KPMG how the output of the different Investment, effectiveness of Ashmore’s governance and Audit plc) have acted as the auditor to the Risk and Compliance and Pricing and Valuation risk and control framework and its conclusions Company since the IPO in October 2006 and Methodology Committees’ discussions with regard to Ashmore’s adherence to its risk the lead audit partner rotates every five years throughout the period have been effective appetite framework. to assure independence. The Committee in highlighting, tracking and contributing Internal Audit provides annual confirmations undertook a comprehensive tender process towards managing key market, liquidity, to the Audit and Risk Committee on four in March 2016 for the audit in relation to the credit, counterparty and operational risks. In areas: internal independence, internal year ending 30 June 2017 and has no plans to particular, in relation to operational risk, the audit‘s ongoing conformance with relevant re-tender the audit at the present time. Audit and Risk Committee has also reviewed professional standards, any potential conflicts and discussed the Group’s Principal Risk Matrix In addition to rotation and tendering of of interest and the ongoing suitability of which continues to serve as an effective tool the external audit, the UK audit legislation the internal audit terms of reference. In to highlight and monitor the principal risks restricts the non-audit services which can addition, the revised Financial Services Code facing the Group and its continued evolution, be provided by the auditor. In compliance recommends that Audit and Risk Committees and reflects changes in the business profile of with this requirement, Deloitte provide should obtain an independent and objective the Group and the corresponding impact on independent tax advice services to the Group. external assessment of the internal audit internal controls and related processes. function at least every five years, and that this The UK audit legislation also imposes a The Audit and Risk Committee also received assessment should explicitly include whether fee cap of 70% of the average statutory an annual report on, and conducted a review Internal Audit conforms with the Financial audit fees paid in the last three consecutive and evaluation of, the system of internal Services Code guidance. Accordingly, the years. This cap will not restrict KPMG controls and risk management operated Audit and Risk Committee approved Deloitte from continuing to undertake assurance, within the Company pursuant to the Financial LLP to conduct this independent review verification and reporting work in other Reporting Council guidance, ‘Guidance on and they presented their findings to the required areas described above such as to Risk Management, Internal Control and Audit and Risk Committee during the year. the FCA, Global Investment Performance Related Financial and Business Reporting’, Standards and ISAE 3402. prior to final review by the Board.
50 Ashmore Group plc | Annual Report and Accounts 2018 The conclusions were that Ashmore’s Compliance Whistleblowing and fraud internal audit function demonstrates “general In order to ensure a co-ordinated reporting The Committee is responsible for reviewing conformance” with the standards laid out process with the Risk Management and the arrangements in place for employees to by the IIA Standards (being the highest Internal Audit functions, the Group Head raise concerns in confidence about possible rating attainable) and “generally achieves” of Compliance is invited to attend and wrongdoing in financial reporting and the key objectives of the Financial Services present to the Audit and Risk Committee. other matters and for ensuring that these Code. The review highlighted a number of Reports will include details of the Group’s arrangements allow for proportionate and areas where minor enhancements could relations with regulators; the Compliance independent investigation. be made to fully conform with the Financial monitoring programme; material breaches, Public funds’ audits Services Code guidance, and the Committee errors and complaints; retail conduct risk, The Audit and Risk Committee met with is pleased to report that these improvements anti-money laundering controls and sanctions and received reports from the independent have been made. compliance. The Audit and Risk Committee
auditors of Ashmore’s SICAV, US 40-Act and Governance will also approve the Compliance monitoring After due consideration, and in accordance Guernsey public funds on the conduct of plan and review the Group’s procedures for with the Financial Services Code guidance, those audits and outcomes from them. ensuring compliance with regulatory reporting the Audit and Risk Committee is satisfied that requirements. the quality, experience and expertise of the Audit and Risk Committee effectiveness internal audit function are appropriate for the Information security An externally facilitated evaluation of the business and that it has adequate resources Information security (including cyber security) effectiveness of the Board, its committees to fulfil its remit. is identified as a key principal risk to the and the Directors was conducted during the business which is subject to Ashmore’s year. Following the review the Board has governance, policies and procedures and risk concluded that the Audit and Risk Committee assessment. The Audit and Risk Committee is working effectively. receives annual updates from the Ashmore IT Department on potential cyber security threats and how Ashmore would respond to David Bennett a significant event. Chairman of the Audit and Risk Committee
6 September 2018
The terms of reference for the Nominations Nominations Committee Committee include: –– reviewing the structure, size and During the year the activities of the Activities composition (including the skills, Nominations Committee have included During the year under knowledge and experience) of the Board review the Nominations and its committees; making recommendations to the Board Committee, which met –– reviewing annually the time required in connection with the appointment of four times, comprised the from each Non-executive Director, using following Non-executive a new Chairman to succeed me when I performance evaluation to assess whether Directors and was fully retire at the conclusion of the forthcoming the Non-executive Director is giving compliant with the Code: Annual General Meeting, as well as sufficient commitment to the role; the appointment of both a new Senior –– Peter Gibbs (Chairman) –– giving full consideration to succession –– Simon Fraser (retired planning in the course of its work, Independent Director and an additional 31 December 2017) taking into account the challenges and Non-executive Director. In addition the –– David Bennett opportunities facing the Company and what skills and expertise are needed on Committee has reviewed the structure –– Anne Pringle (from the Board in the future; and and composition of the Board committees. 1 January 2018) –– ensuring that on appointment to the Board, The recommendations of the Committee, –– Clive Adamson (from Non-executive Directors receive a formal 1 January 2018) which are described in my report below, letter of appointment setting out clearly have been approved by the Board and Except as noted all what is expected of them in terms of time were announced on 2 July 2018. members of the commitment, committee service and Nominations Committee involvement outside Board meetings. Peter Gibbs served throughout the year. Chairman
Ashmore Group plc | Annual Report and Accounts 2018 51 Nominations Committee report
During the year the Committee considered Early in her career, Mrs Bingham trained as As referred to in the Corporate Governance the nomination of a prospective new an accountant, obtained a Post Graduate Statement on page 45, a revised Corporate Chairman to succeed me when I retire Diploma in Management Studies and then Governance Code (the 2018 Code) will take from the Board at the conclusion of the served as a senior executive of Brunswick effect for accounting periods beginning on or forthcoming Annual General Meeting. Capital Management Limited, an investment after 1 January 2019. It was noted that the The Committee considered whether the manager specialising in the Russian equity appointment of Dame Anne Pringle as Chair present Senior Independent Director market. The Committee considered of the Remuneration Committee would be (SID), David Bennett, might be a suitable whether there might be other candidates in compliance with the 2018 Code as she candidate. Neither myself nor David Bennett who would be well qualified for the role, has already served on the Remuneration were present for these discussions. The and concluded that, given her background, Committee for more than 12 months. Committee concluded that David Bennett Mrs Bingham would add to the balance of The Committee has not set any measurable was well qualified for the role, owing to his skills and experience on the Board and as objectives for diversity (including gender extensive experience in financial services and there was only one female Director at the diversity) in making Board appointments, his previous experience in other companies time, her appointment would add significantly but once the changes described above are in the role of Chairman and Deputy Chairman. to the gender diversity. It was noted that implemented the Board will meet the target Given the availability of a candidate who Mrs Bingham was ready and willing to accept set by the Davies report of 33% female is an existing member of the Board it was the role and given her availability, it would not representation. Ashmore’s policy on diversity not considered necessary to draw up a be in the Company’s interests to undertake is described in the Directors’ report on job specification. It was noted that the a search process or advertise for other page 41. Chairman should, on appointment, meet the candidates, in view of the costs involved. independence criteria set out in B.1.1 of the The members of the Nominations The Committee also considered Mrs Bingham’s Code and the Committee concluded that Committee have the appropriate balance independence and noted that between 2011 David Bennett would meet those criteria and of skills, experience, independence and and 2014 her company, Valley Management accordingly it was agreed to nominate him as knowledge of the Company to enable them (UK) Limited, had provided administrative my successor. It was also noted that David to discharge their respective duties and and consulting services to a company owned Bennett currently holds the position of SID responsibilities effectively. by Mark Coombs. The Committee noted and would need to relinquish that role upon that the services had been provided at The number of Nominations Committee taking up his appointment as Chairman. The arm’s length, the aggregate fees paid were meetings and their attendance by the Committee duly nominated Clive Adamson, not significant (£42k excluding VAT) and all Directors are set out in the table on page 47. who has served as a Non-executive Director remunerated services ceased in June 2014 since 2015, to succeed David Bennett as An externally facilitated evaluation of (albeit Mrs Bingham continued to serve as Senior Independent Director. the Board, its committees and the an unpaid non-executive director of four Directors was conducted during the The Committee considers the appointment companies controlled by Mark Coombs, year. Following the review the Board has and replacement of Directors subject to the resigning from the last of these on concluded that the Nominations Committee rules set out in the Articles of Association. 22 August 2016). The Committee is working effectively. The Committee may engage an independent therefore concluded that Mrs Bingham is search consultant with no connection to the independent in accordance with the UK Ashmore Group to find appropriate candidates Corporate Governance Code and has no for the Board with the requisite skills, and conflicts of interest that could affect her in doing so will take account of relevant role as an independent Non-executive guidelines and legislation relating to the Director of Ashmore. appointment of individuals to boards (including In the light of the changes referred to above but not limited to the Equality Act 2010, the leadership and composition of the Board relevant European Union law, guidance from committees was reviewed and it was agreed the Equality and Human Rights Commission to recommend the following structure which and the UK Corporate Governance Code). has since been approved by the Board and The Committee may also consider candidates will apply from the conclusion of the 2018 introduced to the Company from other Annual General Meeting: sources. Jennifer Bingham who was appointed as an additional Non-Executive Audit and Risk: Clive Adamson (Chair), Director on 29 June 2018 is seeking election Anne Pringle and Jennifer Bingham. at the AGM. In considering her appointment, Remuneration: Anne Pringle (Chair), the Committee reviewed whether the Clive Adamson, David Bennett, Anne Pringle Board had the appropriate balance of skills, and Jennifer Bingham. independence, experience and knowledge of the Company to enable them to discharge Nominations: David Bennett (Chair), their duties and responsibilities effectively. Clive Adamson, Anne Pringle and Jennifer Bingham
52 Ashmore Group plc | Annual Report and Accounts 2018 Remuneration report
Remuneration Committee I was pleased to take on the role of Remuneration Committee In determining the awards made to the CEO and GFD this year, Chairman from Simon Fraser, and would like to thank him for his the Remuneration Committee has considered both operational stewardship in this important area of the business. performance and the statutory results, to reflect the experience of shareholders. I would also like to thank our shareholders for approving the Ashmore Group plc’s Directors’ remuneration policy (the The CEO and GFD’s performance during the period, relative to Remuneration Policy, the Policy), which was approved by over their operational annual performance measures and to the 85% of shareholders at the October 2017 AGM and will remain in Company’s key performance indicators has been positive. AUM place for the years ending 30 June 2018, 2019 and 2020. has increased by 26%, 94% of AUM is outperforming over three years and the high adjusted EBITDA margin has been maintained.
Remuneration Policy structure Governance If looked at in isolation this performance would justify higher The Remuneration Policy has served clients, employees awards than have been made. and shareholders extremely well and is deliberately simple. The principles supporting it are applied across all of the Group’s However, statutory profit before tax and diluted EPS are both employees in order to instil a common equity ownership culture lower than in the prior period. The Committee has therefore based on pay for performance. The key principles are: exercised its discretion and determined that this year lower awards are appropriate for the Executive Directors. – A consistent remuneration structure for all employees, not just Executive Directors. This year’s report is split into three sections: – A low cap on fixed salaries, currently £120,000, with both – an ‘at a glance’ summary, which includes details of this year’s Executive Directors currently paid £100,000, and variable awards remuneration outcomes for the CEO and GFD; that genuinely reflect performance. – the Directors’ remuneration policy which was approved at the – Simplicity, with a single profit-derived bonus pool for all October 2017 AGM, for reference; and finally employees and no separate LTIP for Executive Directors. – the Annual Report on Remuneration, which explains how the – A cap on the aggregate variable compensation pool for all Policy has been applied during the year and which will be subject employees, including executives, currently at 25% of earnings to an advisory vote at the Annual General Meeting. before variable compensation, interest and tax (EBVCIT). The Remuneration Committee would welcome your support for – Long-term deferral (with a five-year cliff vest) of a substantial the 2018 Directors’ Remuneration report. proportion of variable awards. Clive Adamson – Additional performance conditions for Executive Directors that Remuneration Committee Chairman put a significant proportion of their total pay at risk. – Strong alignment of interests with shareholders and clients Activities through significant employee equity ownership. The members of the Remuneration Committee have the appropriate balance of skills, experience, independence and Reflecting performance in remuneration knowledge of the Company to enable them to discharge their Key to the success of the policy is that the remuneration structure respective duties and responsibilities effectively, and met six times is designed to support and fit with the long-term strategy of the during the year. business. The Group operates in a growth sector which experiences market cycles and the remuneration policy plays a key During the year under review, the Remuneration Committee role in minimising fixed costs, providing flexibility in variable costs, comprised the following Non-executive Directors and was fully enabling key staff retention, and thereby aligning the interests compliant with the Code: of clients, shareholders and employees through market cycles. – Clive Adamson (current Chairman) – Simon Fraser (previous Chairman) – David Bennett – Peter Gibbs – Dame Anne Pringle Simon Fraser stepped down from the Board effective 31 December 2017.
AshmoreAshmore Group Group plc plc | Annual| Annual Report Report and and Accounts Accounts 20182018 5353 Remuneration report continued
For ease of reference, below is a summary of this year’s remuneration outcomes, which have been delivered under the current Policy, The Group Finance Director’s remuneration outcomes approved in 2017. The Group Finance Director’s total annual bonus comprising cash and Performance for the year ending 30 June 2018 share awards at grant value, prior to any waivers or voluntary elections he may choose to make, decreased from £950,000 (FY 2016/17) to Performance in relation to the Group’s KPIs and the short term £875,000. Should the Group Finance Director voluntarily elect to performance measures by which the Executive Directors are assessed, commute the maximum of 50% of his cash bonus, and as a result has been positive through the period. Particular highlights include: receive a matching share award, his maximum annual bonus will be – 26% increase in AuM to US$73.9bn (2017: US$58.7bn); £1,137,500, as shown in the below chart. The total sum ultimately to – Continued strong investment performance over one, three and be received by the Group Finance Director will be dependent on five years; achievement relative to the performance conditions, which means that £306,250 of this sum may not be paid out when the share – Improved adjusted EBITDA margin of 66% (2017: 65%); awards vest in 2023. – 7% decrease in profit before tax; – 10% decrease in diluted EPS to 21.3p per share (2017: 23.7p);
– Continued focus on cost control. Annual cash bonus (22%)
Further detail can be found in Figure 5 of the Annual Report on Annual bonus deferred Remuneration on page 62. into equity (51%)
Annual bonus deferred into equity, with additional The Chief Executive’s remuneration outcomes performance conditions (27%) The Chief Executive’s total annual bonus comprising cash and share awards at grant value, prior to any waivers or voluntary elections he may choose to make, decreased from £4,000,000 (FY2016/17) to £2,000,000. Should the Chief Executive voluntarily elect to commute the maximum 50% of his cash bonus, and as a result receive a Details of any elections made to commute cash bonus and related matching share award, his maximum annual bonus will be £2,600,000 awards of matching shares will be provided in the Remuneration as shown in the below chart. The total sum ultimately to be received report for the year in which the awards are made, as will the vesting by the Chief Executive will be dependent on achievement relative to outcome of the awards made in 2013 due to vest on 18 September the performance conditions, which means that up to £700,000 of this 2018. As has been the case in previous years, base salaries for sum may not be paid out when the share awards vest in 2023. Executive Directors have remained unchanged at £100,000, a level Restricted and restricted matching shares awarded to the Chief significantly below fixed pay levels for equivalent positions at peer Executive in 2012, vesting in 2017 with a grant value of £2,100,000, organisations, consistent with the Company’s management of its lapsed in full as a result of the application of the stretching fixed cost base and strong belief in pay for performance. performance conditions. Regulatory considerations for the year ending 30 June 2018 Annual cash bonus (4%) For remuneration relating to the year ending 30 June 2018, the Annual bonus deferred Remuneration Committee has again ensured that pay will be delivered into equity (44%) to Executive Directors and other employees categorised by the FCA Annual bonus deferred into as Identified Staff, consistent with the requirements of the Alternative equity, with additional performance conditions (23%) Investment Fund Managers Directive. This has meant that Executive Directors and other relevant employees will receive a proportion of Annual bonus waived to charity or for the general their upfront or cash bonus delivered as a further award of restricted benefit of employees (29%) shares which are retained and restricted from sale for a six-month period, rather than as cash. Further details of this can be found in the Annual Report on Remuneration. Consideration of malus and clawback for the year ending 30 June 2018 A clawback principle applies to variable remuneration, enabling the Committee to recoup variable remuneration under certain circumstances. Clawback can be applied to both the cash and share-based elements of variable remuneration, via the reduction or cancellation of any outstanding unvested deferred share awards regardless of the year to which they relate. The Committee considered there were no events or circumstances that would have made it appropriate to recoup remuneration during the year ending 30 June 2018.
54 AshmoreAshmore Group Group plc plc | | AnnualAnnual ReportReport and Accounts 2018 Remuneration report continued
For ease of reference, below is a summary of this year’s remuneration outcomes, which have been delivered under the current Policy, The Group Finance Director’s remuneration outcomes Chief Executive Officer – variable remuneration Impact of Remuneration Policy on shareholder approved in 2017. The Group Finance Director’s total annual bonus comprising cash and outcomes over time returns across market cycles2 Performance for the year ending 30 June 2018 share awards at grant value, prior to any waivers or voluntary elections The chart below shows variable remuneration awarded to the The chart below shows the share of annual revenues he may choose to make, decreased from £950,000 (FY 2016/17) to Performance in relation to the Group’s KPIs and the short term CEO each year between 2009 and 2017. As can be seen, the between shareholders, in the form of ordinary dividends and £875,000. Should the Group Finance Director voluntarily elect to performance measures by which the Executive Directors are assessed, Committee exercises its discretion in setting the annual level of retained earnings, employees and taxation. As revenues have commute the maximum of 50% of his cash bonus, and as a result has been positive through the period. Particular highlights include: award at an appropriate level based on the CEO’s performance fluctuated through the market cycle, the Remuneration Policy receive a matching share award, his maximum annual bonus will be and the performance of the business each year; and as such, has provided significant cost flexibility and therefore protected – 26% increase in AuM to US$73.9bn (2017: US$58.7bn); £1,137,500, as shown in the below chart. The total sum ultimately to the variation in award level is reflective of the range of annual returns to shareholders. – Continued strong investment performance over one, three and be received by the Group Finance Director will be dependent on outcomes. In addition, as a result of the stretching performance five years; achievement relative to the performance conditions, which means conditions measured over the five year deferral period of restricted
– Improved adjusted EBITDA margin of 66% (2017: 65%); that £306,250 of this sum may not be paid out when the share awards, the amount eventually received by the CEO when awards Governance Chief Executive Officer – Remuneration outcomes ac o e nera on o c on are o er awards vest in 2023. vest can vary significantly from the original award amount.1 – 7% decrease in profit before tax; over time re rn acro ar e c c e
– 10% decrease in diluted EPS to 21.3p per share (2017: 23.7p); m – Continued focus on cost control. 12 100% 90% Further detail can be found in Figure 5 of the Annual Report on 10 0% 70% Remuneration on page 62. 60% 6 50% The Chief Executive’s remuneration outcomes 40% 4 30% The Chief Executive’s total annual bonus comprising cash and share 20% 2 awards at grant value, prior to any waivers or voluntary elections he 10% may choose to make, decreased from £4,000,000 (FY2016/17) to 0 0% £2,000,000. Should the Chief Executive voluntarily elect to commute 2017 2012 2013 2014 2015 2016 201 2011 2010 2017 2012 2013 2014 2015 2016 2009 the maximum 50% of his cash bonus, and as a result receive a Details of any elections made to commute cash bonus and related matching share award, his maximum annual bonus will be £2,600,000 awards of matching shares will be provided in the Remuneration Bonus awarded Bonus accepted Bonus received Retained earnings Dividends Taxation as shown in the below chart. The total sum ultimately to be received report for the year in which the awards are made, as will the vesting Bonus awarded – includes cash paid in the year and restricted, bonus and matching Bonus (pre tax) Salary (pre tax) by the Chief Executive will be dependent on achievement relative to shares at grant value outcome of the awards made in 2013 due to vest on 18 September Bonus received – includes cash paid in the year and the vesting value of any shares the performance conditions, which means that up to £700,000 of this 2018. As has been the case in previous years, base salaries for 5 years later sum may not be paid out when the share awards vest in 2023. Executive Directors have remained unchanged at £100,000, a level Bonus accepted – shows the final amount accepted by the CEO after any waivers to charity or for the general benefit of staff Restricted and restricted matching shares awarded to the Chief significantly below fixed pay levels for equivalent positions at peer Executive in 2012, vesting in 2017 with a grant value of £2,100,000, organisations, consistent with the Company’s management of its lapsed in full as a result of the application of the stretching fixed cost base and strong belief in pay for performance. 1. This chart includes data on shares awarded in 2010 which vested in 2015, shares awarded in 2011 which vested in 2016 and shares awarded in 2012 which vested in 2017. performance conditions. Regulatory considerations for the year ending The chart will be updated in future years to show the vesting outcomes for shares awarded in 2013 onwards. 30 June 2018 2. Dividends includes the estimated cost of the proposed final dividend for FY2017/18. For remuneration relating to the year ending 30 June 2018, the Remuneration Committee has again ensured that pay will be delivered Terms of reference to Executive Directors and other employees categorised by the FCA as Identified Staff, consistent with the requirements of the Alternative The terms of reference for the Remuneration – making recommendations to the Board – ensuring that contractual terms on Investment Fund Managers Directive. This has meant that Executive Committee include: as to the Company’s framework or policy termination, and any payments made, for the remuneration of the Chairman, the are fair to the individual and the Company, Directors and other relevant employees will receive a proportion of – reviewing the ongoing appropriateness and Executive Directors and the Company that failure is not rewarded and that the their upfront or cash bonus delivered as a further award of restricted relevance of the Remuneration Policy; Secretary and to determine their total duty to mitigate loss is fully recognised. shares which are retained and restricted from sale for a six-month – reviewing the design of all share individual remuneration packages including period, rather than as cash. Further details of this can be found in The number of Remuneration Committee incentive plans for approval by the bonuses, incentive payments and share the Annual Report on Remuneration. meetings and their attendance by the Board and shareholders; options or other share awards; Directors are set out in the table on page 47. Consideration of malus and clawback for the year – ensuring that members of the – ensuring that a significant proportion executive management of the Company ending 30 June 2018 of Executive Directors’ remuneration are provided with appropriate incentives A clawback principle applies to variable remuneration, enabling is structured so as to link rewards to the Committee to recoup variable remuneration under certain to encourage enhanced performance corporate and individual performance and and that remuneration incentives are circumstances. Clawback can be applied to both the cash and that performance conditions are stretching compatible with the Company’s risk share-based elements of variable remuneration, via the reduction and designed to promote the long-term or cancellation of any outstanding unvested deferred share awards policies and systems; success of the Company; and regardless of the year to which they relate. The Committee considered there were no events or circumstances that would have made it appropriate to recoup remuneration during the year ending 30 June 2018.
54 Ashmore Group plc | Annual Report and Accounts 2018 AshmoreAshmore Group Group plc plc | Annual| Annual Report Report and and Accounts Accounts 20182018 5555 Directors’ remuneration policy
This section of the Remuneration report How the views of shareholders The Company does not operate formal has been prepared in accordance with Part 4 are taken into account employee consultation on remuneration. of The Large and Medium-sized Companies The Remuneration Committee regularly However, employees are able to provide and Groups (Accounts and Reports) compares the Company’s Remuneration direct feedback on the Company’s (Amendment) Regulations 2013. It sets out Policy with shareholder guidelines, and takes Remuneration Policy to their line managers the Remuneration Policy for the Company. account of the results of shareholder votes or the Human Resources department. The Policy has been developed taking into on remuneration. The Remuneration Committee monitors account the principles of the UK Corporate If material changes to the Remuneration the effectiveness of the Company’s Governance Code 2016 and shareholders’ Policy are contemplated, the Remuneration Remuneration Policy in recruiting, retaining, executive remuneration guidelines. The Committee Chairman consults with major engaging and motivating employees, and current Policy was approved by a binding shareholders about these in advance. receives reports from the Chief Executive shareholder vote in October 2017, and is set Officer on how the Company’s remuneration out on pages 57 to 60. Details of votes cast to approve the Directors’ policies are viewed by employees and Remuneration Policy and last year’s Annual Policy overview whether they are meeting business needs. Report on Remuneration are provided in the The Remuneration Committee determines, Annual Report on Remuneration section of The Remuneration Committee does not and recommends to the Board, the this report. seek to apply fixed ratios between the total Company’s policy on the remuneration of the remuneration levels of different roles in Board Chairman, Executive Directors and Consistent Company-wide the Company, as this would prevent it from other members of executive management approach recruiting and retaining the necessary talent including employees designated as The Company applies a consistent in a highly competitive employment market. Code or Identified Staff under the FCA’s remuneration philosophy for employees However, the base salary multiple between Remuneration Codes. The Remuneration at all levels. the highest and lowest paid UK-based Committee’s terms of reference are employees in the Company is less than 4.5x. available on the Company’s website. The cap on base salary means that Executive Directors’ base salaries are set at In determining the Remuneration Policy, the a similar level to other senior investment and Remuneration Committee takes into account professional employees in the Company, and the following: the base salary range from lowest to highest – the need to encourage and promote the in the Company is considerably narrower than long-term success of the Company; the market norm. All employees are eligible – the need to attract, retain and motivate for a performance-related annual bonus, and talented Executive Directors and the principle of bonus deferral into Company senior management; shares or equivalent applies to annual bonuses for all employees who have at least – consistency with the remuneration one full year’s service. Employees other than principles applied to Ashmore employees Executive Directors may elect to receive as a whole; up to the first £50,000 (or local currency – external comparisons to examine current equivalent) of their annual bonus delivered market trends and practices and equivalent as 90% cash and 10% as restricted shares, roles in similar companies taking into rather than in the Company’s usual account their size, business complexity, proportions of 60% cash and 40% restricted international scope and relative shares. Rates of pension contribution and performance; and fringe benefit provisions are consistent – the requirements of the Remuneration between executives and other employees Codes of the UK financial services within each country where the regulator. Company operates.
56 AshmoreAshmore Group Group plc plc | | AnnualAnnual ReportReport and Accounts 2018 Directors’ remuneration policy
This section of the Remuneration report How the views of shareholders The Company does not operate formal Policy table has been prepared in accordance with Part 4 are taken into account employee consultation on remuneration. The table below summarises the key aspects of the Company’s Remuneration Policy for Executive Directors, which is effective from of The Large and Medium-sized Companies The Remuneration Committee regularly However, employees are able to provide 20 October 2017. and Groups (Accounts and Reports) compares the Company’s Remuneration direct feedback on the Company’s (Amendment) Regulations 2013. It sets out Policy with shareholder guidelines, and takes Remuneration Policy to their line managers Figure 1 the Remuneration Policy for the Company. account of the results of shareholder votes or the Human Resources department. Remuneration Policy (the Policy) for Executive Directors The Policy has been developed taking into on remuneration. The Remuneration Committee monitors BASE SALARY (FIXED PAY) account the principles of the UK Corporate If material changes to the Remuneration the effectiveness of the Company’s Governance Code 2016 and shareholders’ Policy are contemplated, the Remuneration Remuneration Policy in recruiting, retaining, PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND executive remuneration guidelines. The Committee Chairman consults with major engaging and motivating employees, and STRATEGY PERIODS, DEFERRAL AND CLAWBACK current Policy was approved by a binding shareholders about these in advance. receives reports from the Chief Executive Provides a level of fixed remuneration sufficient to permit a zero Base salaries are capped. shareholder vote in October 2017, and is set Officer on how the Company’s remuneration bonus payment, should that be appropriate. The cap on base salary Governance out on pages 57 to 60. Details of votes cast to approve the Directors’ MAXIMUM OPPORTUNITY policies are viewed by employees and helps to contain fixed costs. Remuneration Policy and last year’s Annual The current cap is £120,000. Policy overview whether they are meeting business needs. Report on Remuneration are provided in the The Remuneration Committee determines, The cap is reviewed periodically; the Policy permits the cap to be Annual Report on Remuneration section of The Remuneration Committee does not and recommends to the Board, the changed if this is deemed necessary to meet business, legislative this report. seek to apply fixed ratios between the total Company’s policy on the remuneration of the or regulatory requirements. remuneration levels of different roles in Board Chairman, Executive Directors and Consistent Company-wide the Company, as this would prevent it from other members of executive management approach recruiting and retaining the necessary talent including employees designated as The Company applies a consistent in a highly competitive employment market. FRINGE BENEFITS (FIXED PAY) Code or Identified Staff under the FCA’s remuneration philosophy for employees However, the base salary multiple between Remuneration Codes. The Remuneration at all levels. the highest and lowest paid UK-based PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND Committee’s terms of reference are employees in the Company is less than 4.5x. STRATEGY PERIODS, DEFERRAL AND CLAWBACK available on the Company’s website. The cap on base salary means that Executive Directors’ base salaries are set at Provide cost-effective benefits, to support the wellbeing The Company currently provides benefits such as medical insurance In determining the Remuneration Policy, the a similar level to other senior investment and of employees. and life insurance. In the event of relocation of an executive, the Remuneration Committee takes into account professional employees in the Company, and Company could consider appropriate relocation assistance. Specific the following: the base salary range from lowest to highest benefits provision may be subject to minor change from time to – the need to encourage and promote the in the Company is considerably narrower than time, within the Policy. long-term success of the Company; the market norm. All employees are eligible MAXIMUM OPPORTUNITY for a performance-related annual bonus, and – the need to attract, retain and motivate Fringe benefits are not subject to a specific cap, but represent only the principle of bonus deferral into Company talented Executive Directors and a small percentage of total remuneration. senior management; shares or equivalent applies to annual bonuses for all employees who have at least – consistency with the remuneration one full year’s service. Employees other than principles applied to Ashmore employees Executive Directors may elect to receive PENSION (FIXED PAY) as a whole; up to the first £50,000 (or local currency – external comparisons to examine current equivalent) of their annual bonus delivered PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND market trends and practices and equivalent as 90% cash and 10% as restricted shares, STRATEGY PERIODS, DEFERRAL AND CLAWBACK roles in similar companies taking into rather than in the Company’s usual Provides a basic level of Company contribution, which employees Company contributions are made, normally on a defined account their size, business complexity, proportions of 60% cash and 40% restricted can supplement with their contributions. contribution basis, either to a pension plan or in the form of an international scope and relative shares. Rates of pension contribution and equivalent cash allowance. performance; and fringe benefit provisions are consistent – the requirements of the Remuneration between executives and other employees MAXIMUM OPPORTUNITY Codes of the UK financial services within each country where the The current level of Company contribution is 9% of base salary, regulator. Company operates. with a further matching contribution of up to 1% of base salary, should the Executive Director make a personal contribution of an equivalent amount. The contribution level is reviewed periodically; the Policy permits the contribution rate to be amended if necessary to reflect trends in market practice and changes to pensions legislation.
56 Ashmore Group plc | Annual Report and Accounts 2018 AshmoreAshmore Group Group plc plc | Annual| Annual Report Report and and Accounts Accounts 20182018 5757 Directors’ remuneration policy continued
VARIABLE COMPENSATION (DISCRETIONARY)
PURPOSE AND LINK TO SHORT AND equivalents on deferred restricted bonus share (or phantom LONG-TERM STRATEGY equivalent) awards and on the portion of restricted share and Rewards performance and ensures interests of executives are restricted matching share awards that are not subject to a closely aligned with other shareholders. performance condition vesting after five years will be paid out in line with the Company’s dividend payment schedule. Dividends or OPERATION, PERFORMANCE MEASURES dividend equivalents on the portion of restricted and restricted AND PERIODS, DEFERRAL AND CLAWBACK matching share (or phantom equivalent) awards which are subject to a performance condition will be accrued and paid out at the time Executive Directors are considered each year for a discretionary the award vests and to the extent of vesting. For any awards made variable pay award depending on personal and Company to a Director prior to his or her appointment as a Director, the performance, by applying a range of performance indicators such dividend or dividend equivalent payments are made on share as growth in AuM, investment performance, profits, and strategic awards in full, under previous commitments made to participants. and operational achievements. The variable pay award comprises a cash bonus (part of which may be voluntarily deferred into The Remuneration Policy permits the award of deferred restricted shares) and a long-term incentive in the form of both a remuneration in alternative forms such as share options, although restricted share award and a restricted matching share award on none have been granted in recent years, and to vary the percentage any voluntarily deferred cash bonus. split of award between cash and share awards to meet business, 1. Cash bonus (60% of total award) legislative or regulatory requirements. The executive may voluntarily commute up to half of the cash bonus MAXIMUM OPPORTUNITY in return for the same value in a restricted bonus share award (or The aggregate variable compensation pool for all employees, phantom equivalent) deferred for five years. The deferred shares are including executives, is capped, currently at 25% of earnings before eligible for restricted matching shares (or phantom equivalent) vesting variable compensation, interest and tax (EBVCIT). The Policy after five years subject to conditions (see 3 below). permits the Remuneration Committee to vary this cap if necessary to meet business needs. Long-term incentives under the Company Executive Omnibus Incentive Plan (Omnibus Plan) The policy is to cap the aggregate sum available for variable 2. Restricted shares award (40% of total award) compensation rather than to cap individual variable There is no separate long-term incentive plan, rather 40% of the compensation awards. executive’s annual bonus is compulsorily deferred into Company The high proportion of variable compensation deferral, with shares (or phantom equivalent) for a period of five years and does vesting after five years and subject in part to ongoing performance not qualify for matching. Half of this deferred portion is subject to conditions, encourages a prudent approach to risk management, additional performance conditions on vesting. The Policy permits in support of the Company’s risk and compliance controls. Most the Committee to set suitable performance conditions each year importantly, though, the remuneration structure is designed to for each award type. The performance condition for the most support and fit with the long-term strategy of the business. The recent awards was a combination of: Group operates in a growth sector which experiences market – 25% relative total shareholder return (TSR) cycles and this aspect of the Remuneration Policy plays a key role in providing flexibility in variable costs, enabling key staff retention, – Measured against an asset management peer group and thereby aligning the interests of clients, shareholders and over five years. employees including Directors through such cycles. – 25% investment outperformance – Relative to the relevant benchmarks over three and five years. MALUS AND CLAWBACK – 25% growth in AuM In addition to the performance condition described above, malus and clawback can be applied to all elements of variable – A compound increase in AuM over the five-year remuneration at the discretion of the Remuneration Committee, performance period. including to unvested share awards made in prior periods. – 25% profitability Circumstances that may trigger the application of the Committee’s – Ashmore’s diluted earnings per share (EPS) performance discretion include a material misstatement of the Company’s relative to a comparator index over the five-year results, a material failure in risk management, serious reputational performance period. damage, or the executive’s misconduct. 3. Restricted matching shares awarded on the voluntarily PERSONAL SHAREHOLDING commuted cash bonus (from 1 above) Existing Executive Directors are required to build up a shareholding Matching is provided on the voluntarily commuted cash bonus, equivalent to 200% of salary over the three-year period from subject to the same performance conditions on half of the matching October 2017, and from the first five-year vesting date for newly award as that described in 2 above. The maximum match used to appointed Executive Directors. date on any award made under the current policy was one-for-one; the Policy permits the matching level to be changed for future awards but not to exceed three-for-one. Dividends or dividend
58 AshmoreAshmore Group Group plc plc | | AnnualAnnual ReportReport and Accounts 2018 Directors’ remuneration policy continued
VARIABLE COMPENSATION (DISCRETIONARY) Differences in Remuneration Policy In addition, the Remuneration Committee In summary, the contractual provisions are for Executive Directors compared may offer additional cash and/or share-based as follows: elements to take account of any PURPOSE AND LINK TO SHORT AND equivalents on deferred restricted bonus share (or phantom with other employees Provision Detailed terms LONG-TERM STRATEGY equivalent) awards and on the portion of restricted share and The Remuneration Policy for the Executive remuneration relinquished when leaving the Notice period 12 months Rewards performance and ensures interests of executives are restricted matching share awards that are not subject to a Directors is generally consistent with that for former employer, when it considers these to Termination payment Base salary plus value closely aligned with other shareholders. performance condition vesting after five years will be paid out in employees across the Company as a whole. be in the best interests of the Company (and line with the Company’s dividend payment schedule. Dividends or However, there are some differences which therefore shareholders). In considering any in the event of of benefits (including termination by the pension) paid monthly OPERATION, PERFORMANCE MEASURES dividend equivalents on the portion of restricted and restricted the Remuneration Committee believes are such payments, the Committee would take Company without and subject to AND PERIODS, DEFERRAL AND CLAWBACK matching share (or phantom equivalent) awards which are subject necessary to reflect the different account of the nature, vesting dates and any to a performance condition will be accrued and paid out at the time responsibilities of employees across the performance requirements attached to the due notice mitigation Executive Directors are considered each year for a discretionary the award vests and to the extent of vesting. For any awards made Company. Below Executive Director level, relinquished remuneration. The Committee Change of control Same terms as above variable pay award depending on personal and Company while the same five-year deferral policy may determine to make any such recruitment on termination to a Director prior to his or her appointment as a Director, the Governance performance, by applying a range of performance indicators such dividend or dividend equivalent payments are made on share applies, share awards are not subject related awards outside the variable pay pool as growth in AuM, investment performance, profits, and strategic Any outstanding share-based entitlements awards in full, under previous commitments made to participants. to additional performance conditions. cap. For an internal appointment, any variable and operational achievements. The variable pay award comprises Employees other than Executive Directors pay element awarded in respect of the prior granted to an Executive Director under the a cash bonus (part of which may be voluntarily deferred into The Remuneration Policy permits the award of deferred may elect to receive up to the first £50,000 role may be allowed to be paid out according Company’s share plans will be determined restricted shares) and a long-term incentive in the form of both a remuneration in alternative forms such as share options, although (or local currency equivalent) of their annual to its terms, adjusted if necessary, to take based on the relevant plan rules. restricted share award and a restricted matching share award on none have been granted in recent years, and to vary the percentage bonus delivered as 90% cash and 10% as into account the appointment. An Executive Director’s service contract may any voluntarily deferred cash bonus. split of award between cash and share awards to meet business, restricted shares, rather than in the be terminated without notice and without any legislative or regulatory requirements. For external and internal appointments, 1. Cash bonus (60% of total award) Company’s usual proportions of 60% the Company may meet certain relocation further payment or compensation, except for The executive may voluntarily commute up to half of the cash bonus MAXIMUM OPPORTUNITY cash and 40% restricted shares. expenses as appropriate including but not sums accrued up to the date of termination, in return for the same value in a restricted bonus share award (or The aggregate variable compensation pool for all employees, limited to assistance with housing, on the occurrence of certain events such as External Non-executive phantom equivalent) deferred for five years. The deferred shares are including executives, is capped, currently at 25% of earnings before immigration, taxes and travel. gross misconduct. eligible for restricted matching shares (or phantom equivalent) vesting Director positions variable compensation, interest and tax (EBVCIT). The Policy The Committee may enter into settlement after five years subject to conditions (see 3 below). Executive Directors are permitted to Service contracts and loss of permits the Remuneration Committee to vary this cap if necessary agreements with departing Directors, should serve as Non-executive Directors of other office payment policy to meet business needs. the circumstances warrant it, and limited legal Long-term incentives under the Company Executive companies where there is no competition Service contracts normally continue until the The policy is to cap the aggregate sum available for variable fees, outplacement fees and retirement gifts Omnibus Incentive Plan (Omnibus Plan) with the Company’s business activities and Executive Director’s agreed retirement date compensation rather than to cap individual variable may be provided. 2. Restricted shares award (40% of total award) where these duties do not interfere with the or such other date as the parties agree. compensation awards. individual’s ability to perform his or her duties There is no separate long-term incentive plan, rather 40% of the Incentive plan discretions executive’s annual bonus is compulsorily deferred into Company for the Company. Tom Shippey holds one The service contracts contain provisions The high proportion of variable compensation deferral, with The Remuneration Committee will operate shares (or phantom equivalent) for a period of five years and does unpaid external appointment with a charitable for early termination. vesting after five years and subject in part to ongoing performance the current share plans in accordance with not qualify for matching. Half of this deferred portion is subject to organisation unconnected to the asset conditions, encourages a prudent approach to risk management, Notice periods are limited to 12 months by their respective rules and the policy set out additional performance conditions on vesting. The Policy permits management industry. Other than as noted in support of the Company’s risk and compliance controls. Most either party. Service agreements contain no above, and in accordance with the Listing the Committee to set suitable performance conditions each year above, Executive Directors do not presently importantly, though, the remuneration structure is designed to contractual entitlement to receive variable Rules and relevant legislation or regulation. for each award type. The performance condition for the most hold any external appointments with any support and fit with the long-term strategy of the business. The pay; participation in these arrangements is As is consistent with market practice, the recent awards was a combination of: non-Ashmore-related companies. Group operates in a growth sector which experiences market at the Remuneration Committee’s discretion. Remuneration Committee retains discretion – 25% relative total shareholder return (TSR) cycles and this aspect of the Remuneration Policy plays a key role The Executive Directors’ service contracts over a number of areas relating to operating in providing flexibility in variable costs, enabling key staff retention, Where an outside appointment is are available for inspection at the Company’s – Measured against an asset management peer group and administrating these plans. These include and thereby aligning the interests of clients, shareholders and accepted in furtherance of the registered office during normal over five years. (but are not limited to) the following: employees including Directors through such cycles. Company’s business, any fees received business hours. – 25% investment outperformance are remitted to the Company. – Who participates in the plans; MALUS AND CLAWBACK If the employment of an Executive Director is – Relative to the relevant benchmarks over three and five years. If the appointment is not connected – The timing of the grant of an award In addition to the performance condition described above, malus terminated without giving the period of notice – 25% growth in AuM to the Company’s business, the and/or payment; and clawback can be applied to all elements of variable required under the contract, the Executive – A compound increase in AuM over the five-year Executive Director is entitled to retain – The size of an award and/or a payment within remuneration at the discretion of the Remuneration Committee, Director would be entitled to claim performance period. any fees received. the plan limits approved by shareholders; including to unvested share awards made in prior periods. recompense for up to one year’s – 25% profitability Circumstances that may trigger the application of the Committee’s remuneration subject to consideration of – The choice of (and adjustment of) performance measures and targets in – Ashmore’s diluted earnings per share (EPS) performance discretion include a material misstatement of the Company’s Approach to remuneration for new the obligation to mitigate the loss. Such accordance with the policy set out above relative to a comparator index over the five-year results, a material failure in risk management, serious reputational Executive Director appointments recompense is expected to be limited to base performance period. salary due for any unexpired notice period, and the rules of each plan (including the damage, or the executive’s misconduct. The remuneration package for an externally and any amount assessed by the treatment of delisted companies for the 3. Restricted matching shares awarded on the voluntarily recruited new Executive Director would be PERSONAL SHAREHOLDING Remuneration Committee as representing purpose of the TSR comparator group); commuted cash bonus (from 1 above) set in accordance with the terms and Existing Executive Directors are required to build up a shareholding the value of other contractual benefits and – Discretion relating to the measurement Matching is provided on the voluntarily commuted cash bonus, maximum levels of the Company’s approved equivalent to 200% of salary over the three-year period from pension which would have been received of performance in the event of a change subject to the same performance conditions on half of the matching Remuneration Policy in force at the time October 2017, and from the first five-year vesting date for newly during the period. In the event of a change of control or reconstruction; award as that described in 2 above. The maximum match used to of appointment. appointed Executive Directors. date on any award made under the current policy was one-for-one; of control of the Company, there is no – Determination of a good leaver (in addition the Policy permits the matching level to be changed for future enhancement to these terms. to any specified categories) for incentive awards but not to exceed three-for-one. Dividends or dividend plan purposes, based on the rules of each plan and the appropriate treatment under the plan rules;
58 Ashmore Group plc | Annual Report and Accounts 2018 AshmoreAshmore Group Group plc plc | Annual| Annual Report Report and and Accounts Accounts 20182018 5959 Directors’ remuneration policy continued
– Adjustments required in order to comply with Reward scenarios Non-executive Directors are engaged any new regulatory requirements which the The Company’s Policy results in the under letters of appointment and do not have Company is compelled to adhere to; and majority of the remuneration received by contracts of service. They are appointed for – Adjustments required in certain circumstances the Executive Directors being dependent an initial three-year period, subject to annual (e.g. rights issues, corporate restructuring, on performance, and being deferred for shareholder re-election. Their continued special dividends and on a change of control). five years into restricted shares. engagement is subject to the requirements of the Company’s Articles relating to the Any use of the above discretions would, As noted earlier, the policy is not to cap retirement of Directors by rotation. The where relevant, be explained in the Annual individual awards, but rather the aggregate letters of appointment are available for Report on Remuneration. As appropriate, it pool. As such, it is not possible to inspection at the Company’s registered might also be the subject of consultation with demonstrate maximum remuneration office during normal business hours. the Company’s major shareholders. levels. In lieu of this, the minimum (fixed) remuneration is illustrated in Figure 2, which Compliance with the Legacy arrangements provides an indication of the potential range Remuneration Code For the avoidance of doubt, this Policy of total remuneration using the highest and The Remuneration Committee regularly includes authority for the Company to honour lowest variable pay awards in a rolling five- reviews its Remuneration Policy’s any commitments entered into with current year period and assuming full vesting, five compliance with the principles of the or former Directors that have been disclosed years later at the grant price, of the long-term Remuneration Code of the UK financial to shareholders in previous Remuneration incentive components based on upper services regulator, as applicable to Ashmore. reports. Details of any payments to former quartile TSR or equivalent achievement Directors will be set out in the Annual Report relative to other performance conditions. The Remuneration Policy is designed to be on Remuneration as they arise. consistent with the prudent management of risk, and the sustained, long-term performance of the Company.
Figure 2 ec ve rec or o a re nera on a eren eve o er or ance Fixed/Minimum
Lowest pay received in five year rolling period Highest pay received in five year rolling period