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Annual Report & Accounts 2019/2020

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Annual Report & Accounts 2019/2020 CITY OF L ONDON INVESTMENT GROUP P LC A NNUAL REPORT & ACCOUNTS London office 77 Gracechurch Street London EC3V 0AS United Kingdom 20 1 9/2020 Telephone: + 44 (0) 207 711 0771 Facsimile: + 44 (0) 207 711 0774 US East Coast office The Barn 1125 Airport Road Coatesville, PA 19320 CITY OF LONDON United States INVESTMENT GROUP P LC Telephone: + 1 610 380 2110 Facsimile: + 1 610 380 2116 US West Coast office ANNUAL REPORT & ACCOUNTS 2019/2020 Plaza Center 10900 NE 8th Street Suite 1414 Bellevue, WA 98004 United States Telephone: + 1 610 380 0090 Singapore office 20 Collyer Quay #10-04 Singapore 049319 Telephone: + 65 6236 9136 Facsimile: + 65 6532 3997 Dubai office Unit 2, 2nd Floor The Gate Village Building 1 Dubai International Financial Centre PO Box 506695 Dubai United Arab Emirates Telephone: + 971 (0)4 249 8404 Facsimile: + 971 (0)4 437 0510 www.citlon.co.uk CITY OF LONDON COMPANY INFORMATION INVESTMENT GROUP P LC City of London Investment Group PLC (CLIG) is an established asset Financial adviser and broker Registrar Company registered office Zeus Capital Link Asset Services City of London Investment Group PLC management group which has built its reputation by specialising in 10 Old Burlington Street 34 Beckenham Road 77 Gracechurch Street London Beckenham London Emerging Market closed-end fund investment, focused on institutional W1S 3AG Kent EC3V 0AS BR3 4TU clients, offered through its wholly owned subsidiary City of London Auditors Company registration number Investment Management Company Limited (CLIM). RSM UK Audit LLP By phone on 0871 664 0300 from the 2685257 Chartered Accountants UK and +44 371 664 0300 from overseas. 25 Farringdon Street (Calls cost 12 pence per minute plus Company Secretary Over the years CLIM has expanded its range to include International, London network extras. Calls outside the United Philippa Keith EC4A 4AB Kingdom will be charged at the applicable Frontier and Opportunistic Value closed-end fund strategies. A Real international rate. Lines are open from Bankers 9am to 5:30pm Mon – Fri, excluding Estate Investment Trust (REIT) strategy was launched in January 2019 The Royal Bank of Scotland plc public holidays in England and Wales). London City Office that shares many similarities to the closed-end fund products. 62-63 Threadneedle Street By email: London [email protected] Further CLIG diversification proposed via the Karpus Management Inc. EC2R 8LA (KMI) transaction announced on 12th June 2020 will add a second, separate investment management operating company under the CLIG holding company umbrella. Financial calendar First quarter Funds under Management (FuM) announcement 7th October 2020 Ex-dividend date for the final dividend 8th October 2020 Final dividend record date 9th October 2020 AGM 19th October 2020 Final dividend payment 30th October 2020 Second quarter FuM announcement 19th January 2021 Half year results and interim dividend announcement 15th February 2021 Ex-dividend date for the interim dividend 4th March 2021 Interim dividend record date 5th March 2021 Interim dividend payment 19th March 2021 Third quarter FuM announcement 20th April 2021 Year end 30th June 2021 For further information please see the shareholders page on our website www.citlon.co.uk The paper used in this document contains materials sourced from responsibly managed and sustainable commercial forests, certified in accordance with the FSC® (Forest Stewardship Council). www.citlon.co.uk Designed and produced by SUMMARY CONTENTS • Funds under management (FuM) at 30th June 2020 were Overview US$5.5 billion (2019: US$5.4 billion), an increase of 2%. In sterling terms, FuM increased by 5% to £4.4 billion (2019: £4.3 billion). Summary 1 Chairman’s statement 2 • Revenues, representing the Group’s management charges on FuM, were £33.3 million (2019: £31.9 million). Underlying profit before tax and exceptional items was £10.7 million (2019: £11.4 million). Profit before tax was £9.4 million Strategic report (2019: £11.4 million). Underlying profit before tax, Chief Executive Officer’s statement 6 exceptional items and losses/(gains) on seed investments Chief Investment Officer’s statement 11 Business development review 14 in REIT funds was £11.5 million (2019: £10.6 million). Our business model 16 Our strategy and objectives 18 • Underlying basic earnings per share before exceptional items Key performance indicators 26 Risk management 31 were 35.3p (2019: 34.9p). Basic earnings per share were Financial review 34 30.3p (2019: 34.9p) after an effective tax charge of 22% Corporate and social responsibility policy 38 (2019: 21%) of pre-tax profits. Section 172 (1) statement 44 Corporate governance • A final dividend of 20p per share is recommended, payable on 30th October 2020 to shareholders on the register on Board of Directors 48 Directors’ report 50 9th October 2020, making a total for the year of 30p Corporate governance report 52 (2019: 40.5p including special dividend of 13.5p). Nomination Committee report 58 Audit Committee report 60 Directors’ remuneration report 63 Statement of Directors’ responsibilities 81 Funds under management Underlying pre-tax profit Pre-tax profit £m Full year ended: US$bn £bn before exceptional items Independent Auditor’s report 82 Financial statements Average FuM: US$bn £bn and seed investments £m Financial statements 5.5 12.5 12.8 Consolidated income statement 86 5.4 Consolidated and Company statement 5.1 11.5 11.5 11.6 11.4 of comprehensive income 86 4.7 10.6 Consolidated and Company statement 4.3 4.4 of financial position 87 4.0 3.9 9.4 Consolidated statement of changes in equity 88 3.6 Company statement of changes in equity 89 7.8 8.0 Consolidated and Company 3.0 cash flow statement 90 Notes to the financial statements 91 Shareholder information Notice of Annual General Meeting 117 Notes to the Notice of Annual General Meeting 120 Explanation of the business of the Annual General Meeting 122 16 17 18 19 20 16 17 18 19 20 16 17 18 19 20 Company information IBC City of London Investment Group PLC Annual Report 2019/2020 1 CHAIRMAN’S STATEMENT If ever the CLIG business model needed to and a dedicated effort from all of our be stress-tested for its capacity to withstand employees in addressing a remote working extreme volatility, the events of the last few environment over recent months, have months provided a test like no other in our combined to limit the impact of COVID- 28-year history. Just a few weeks after 19 to a manageable level. Of equal suggesting that the prospects for equity importance is the further significant markets appeared “promising” in my half- progress achieved in growing the diversified year report to shareholders, the full products, notably the International strategy, economic implications of the worldwide which increased FuM by 71% in the year lockdown from the COVID-19 pandemic to US$1.2 billion and which now accounts emerged in early March causing a for 23% of total FuM. While caution at the stampede for liquidity and exodus from pace of the recent recovery is vital and global equities that was unprecedented and prudence in managing our clients’ assets indiscriminate in scale. In just 27 trading more important than ever, I believe there days between February 19th and March are solid grounds for optimism for CLIG “Our strategic objective was 23rd, most global equity indices fell by shareholders going forward and this more than 30%, with the MSCI Emerging brings me on to the second major to achieve the “go-to” Market Index (M1EF) falling 31% to development of recent months: manager label within the levels not seen since 2016. Diversification global CEF universe and the Since the March nadir, massive monetary As I reported last year, a key strategic merger with KMI takes us intervention from the G7 central banks has objective for the Group has been to prompted a V-shaped recovery in equities diversify our revenue base away from firmly in that direction.” that left the M1EF within 15% of its undue reliance on a capacity-constrained January 2020 high point at 30th June, yet emerging market universe. Alongside the trading on a forward P/E ratio of just 12.3. organic development of our diversification The contrast with ratings in the developed products, which continues unabated markets, which have been the main despite the COVID-19 headwinds, we beneficiaries of the liquidity injection, is were also active for much of the last year in stark with the S&P 500 trading on 21.7 pursuing merger discussions with Karpus times forward earnings. While the lower Management Inc. (KMI), a closed-end ratings for emerging markets should offer fund (CEF)-focused wealth manager, based some protection against future volatility, in Rochester, New York with US$3.5 the risk of a second wave pandemic has left billion FuM. These discussions culminated all markets both apprehensive and brittle. in the Merger Agreement, which was Notably, and in contrast to the extreme announced on 9th June 2020 and volatility in equities, the quest for safe- explained in detail in the Prospectus sent haven assets throughout the recent to shareholders on 12th June 2020. I am turbulence resulted in a 9% positive total pleased to report that shareholders have return from US treasuries over the year to since voted overwhelmingly to approve 30th June 2020, as measured by the the merger with 99% voting in favour. Bloomberg Barclays US Treasury index. Under the terms of the agreement, CLIG Inevitably and in tandem with market will acquire the entire issued capital of volatility, CLIG’s FuM have gyrated KMI in exchange for the issue of significantly in recent months but, 24.1 million new CLIG shares, nearly pleasingly, they rose by 2% over the full year doubling the size of your Company.
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