Baring UK Umbrella Fund Annual Report & Audited Financial Statements for the Year Ended 31 March 2017

Baring UK Umbrella Fund Annual Report & Audited Financial Statements for the year ended 31 March 2017

Table of Contents Management and professional service details* ...... 3 Constitution* ...... 4 Investment objective and policy* ...... 4 Regulatory disclosure* ...... 5 Responsibilities of the Authorised Corporate Director ...... 10 Responsibilities of the Depositary ...... 10 Report of the Depositary to the shareholders ...... 11 Directors' statement ...... 12 Independent Auditors’ report to the shareholders of Baring UK Umbrella Fund ...... 13 Investment report* and financial statements for: Baring Emerging Markets Fund ...... 15 Baring Far East (ex Japan) Fund ...... 41

* Collectively, these comprise the Authorised Corporate Director's report.

Management and professional service details Authorised Corporate Director Baring Fund Managers Limited Authorised and regulated by the Financial Conduct Authority (“FCA”). Investment Manager Baring Asset Management Limited 155 Bishopsgate London EC2M 3XY United Kingdom Telephone: + 44 207 628 6000 Facsimile: + 44 207 638 7928 Directors C. Biggins J. Burns*** N. Hayes** D. Stevenson J. Swayne**** A. Woolhouse* * Angus Woolhouse resigned from his position as Director of Baring Fund Managers Limited with effect from 31 August 2016. ** Nicola Hayes resigned from her position as Director of Baring Fund Managers Limited with effect from 24 November 2016. *** John Burns resigned from his position as Director of Baring Fund Managers Limited with effect from 25 November 2016. **** Julian Swayne was appointed as Director of Baring Fund Managers Limited with effect from 20 December 2016. Registered office 155 Bishopsgate London EC2M 3XY Telephone: 020 7628 6000 Depositary National Westminster Bank Plc Trustee & Depositary Services Floor 1, 280 Bishopsgate London EC2M 4RB Authorised and regulated by the FCA. Registrar Northern Trust Global Services Limited P.O. Box 55736 50 Bank Street Canary Wharf London E14 5NT Telephone: 0333 300 0372† Fax: 020 7982 3924 † Telephone calls may be recorded and monitored. Independent Auditors PricewaterhouseCoopers LLP 7 More London Riverside London SE1 2RT

Constitution Baring Emerging Markets Fund and Baring Far East (ex Japan) Fund (“the Funds”) are sub-funds of the Baring UK Umbrella Fund (“the Company"), an open-ended investment company (“OEIC”) which is incorporated in England and Wales and authorised and regulated by the Financial Conduct Authority (“FCA”). The overall investment objective of the Company and each of the Funds is to seek to outperform the relevant indices while undertaking a level of risk relative to those indices which is appropriate for pension funds and other investors. The Company is structured as an umbrella company.

Investment objective and policy Baring Emerging Markets Fund The objective and policy of the Baring Emerging Markets Fund (“the Fund”) is to achieve long-term capital growth through investment, both direct and indirect, in a diversified portfolio of emerging market securities. How the Fund is managed Baring Asset Management Limited (“the Investment Manager”) seeks to outperform the performance comparator, MSCI Emerging Markets Index (“the Index”), by holding a relatively focused portfolio of stocks it feels offers superior growth prospects at valuations it believes are reasonable. The Investment Manager combines growth and valuation disciplines to identify Growth at a Reasonable Price (“GARP”) when investing in a dynamic asset class like emerging market equities. Through its teams of dedicated analysts, the Investment Manager conducts considerable primary research in order to identify the best GARP opportunities. The Investment Manager holds a relatively focused portfolio and seeks to align the portfolio with its highest conviction investment ideas. The Investment Manager also invests considerable resources in risk budgeting and portfolio optimisation, as it aims to have a risk efficient portfolio. Risk profile Changes in exchange rates between the currency of the Fund and the currencies in which the assets of the Fund are valued can have the effect of increasing or decreasing the value of the Fund and any income generated. • Emerging markets or less developed countries may face more political, economic or structural challenges than developed countries. Coupled with less developed regulation, this means your money is at greater risk. • Derivative instruments can make a profit or a loss and there is no guarantee that a financial derivative contract will achieve its intended outcome. The use of derivatives can increase the amount by which the Fund’s value rises and falls and could expose the Fund to losses that are significantly greater than the cost of the derivative as a relatively small movement may have a larger impact on derivatives than the underlying assets. • Losses may occur if an organisation through which we buy an asset (such as a bank) fails to meet its obligations. Please refer to the Prospectus for the full risk profile. Baring Far East (ex Japan) Fund The objective of the Baring Far East (ex Japan) Fund (“the Fund”) was to achieve long-term capital growth predominantly through investment in Far East (ex Japan) companies. In order to achieve this objective, the investment policy of the Fund was to invest in warrants, Investment Funds, deposits, cash and near-cash, money market instruments, other transferable securities, derivatives and forward transactions, and any other investments permitted by the Financial Conduct Authority (“FCA”). The Fund ceased investment activity on 16 October 2013. The Fund held only one security as at 31 March 2017 and 31 March 2016. This comprised of the Northern Trust Sterling Fund, which is a floating rate security.

How the Fund is managed The Fund ceased trading on 16 October 2013; therefore, the investment objective and policy of the Fund changed from that date forward. It is the management’s intention to liquidate the Fund subject to a group litigation order (“GLO”) action with some 20 other groups which had previously been in operation for some time seeking to recover tax from Her Majesty’s Revenue and Customs (“HMRC”). Please see the General section on page 7 for more details.

Regulatory disclosure This document has been issued by the Baring Fund Managers Limited, the Authorised Corporate Director (“ACD”), who is authorised and regulated by the FCA. The Company is an OEIC which is incorporated in England and Wales under the Open-Ended Investment Companies Regulations 2001 (“the Regulations”) as an Undertaking for Collective Investments in Transferable Securities Scheme (“UCITS Scheme”), which is authorised and regulated by the FCA. Past performance is no indication of current or future performance. Investment involves risk. The value of any investments and any income generated may go down as well as up and is not guaranteed. Any references in this report to other investments held within an OEIC should not be read as a recommendation to the investor to buy and sell the same but are included as illustration only. Revenue allocations and reports The annual income allocation date in respect of each annual accounting year ending on 31 March will be paid by 31 May. For the Baring Emerging Markets Fund, there will be an interim income allocation date on 30 November in respect of the interim accounting half-year from 1 April to 30 September. The annual report and audited financial statements are forwarded to shareholders each year on 31 July and an interim report is issued each year on 30 November. Inspection of documents Copies of the Instrument of Incorporation (including details of all amendments thereto), the Prospectus, the Key Investor Information Document(s) (“KIID(s)”), and the most recent annual or interim reports of the Company may be inspected and a copy may be obtained from the registered office of the ACD during normal business hours on all business days. The ACD may charge a reasonable fee for copying documents which are not required to be available free of charge. The register of holders of the Company is kept at P.O. Box 55736, 50 Bank Street, Canary Wharf, London E14 1BT and may be inspected at that address on any business day between 9:00 a.m. and 5:00 p.m. Soft commission arrangements The ACD and its associates will not receive cash or offer rebates to brokers or dealers in respect of transactions for Baring Asset Management Limited (“the Investment Manager”). The Investment Manager uses dealing commission generated on equity transactions to purchase goods and services that relate to the execution of trades or the provision of research for the benefit of the Funds. Execution of transactions will be consistent with best execution standards. The Investment Manager has engaged in such activities during the year. Market timing Repeatedly purchasing and selling shares in a Fund in response to short-term market fluctuations — known as 'market timing' — can disrupt the Investment Manager’s investment strategy and increase the Fund's expenses to the prejudice of all shareholders. The Funds are not intended for market timing or excessive trading. To deter these activities, the ACD may refuse to accept an application for shares from persons that it reasonably believes are engaged in market timing or are otherwise excessive or potentially disruptive to any Fund. The ACD also reserves the right to redeem shares which it reasonably believes have been purchased by shareholders engaged in market timing. Publication of prices The prices are available daily on the Barings website at www.barings.com. Dealing basis The ACD’s basis for dealing in purchases and sales of the Fund’s shares is ‘forward’. This means that the price used for any deal will be calculated at the next valuation point following receipt of the investor’s instruction. Fees and expenses The ACD’s periodic charge is calculated on each business day, based on the value of the property of the Fund on the immediately preceding business day, and is paid to the ACD monthly, in arrears, on the first business day of the calendar month immediately following. The current periodic charge is 1.50% per annum for Class and 0.75% per annum in respect of Class I.

Baring Emerging Markets Fund The Fund at a glance on 31 March 2017 Total Fund size: £7.3 million OCF*: 31/03/2017 31/03/2016 Baring Emerging Markets Fund - Class I GBP Acc 1.86% 1.30% Baring Emerging Markets Fund - Class A GBP Acc 2.61% 2.05% Initial charge: Baring Emerging Markets Fund - Class I GBP Acc Nil Baring Emerging Markets Fund - Class A GBP Acc 5.00% Annual charge: Baring Emerging Markets Fund - Class I GBP Acc 0.75% Baring Emerging Markets Fund - Class A GBP Acc 1.50% Annualised net yield:** Baring Emerging Markets Fund - Class I GBP Acc 0.37% Baring Emerging Markets Fund - Class A GBP Acc 0.13% Minimum initial investment: Baring Emerging Markets Fund - Class I GBP Acc £500,000 Baring Emerging Markets Fund - Class A GBP Acc £2,000 Subsequent minimum investment: Baring Emerging Markets Fund - Class I GBP Acc £100,000 Baring Emerging Markets Fund - Class A GBP Acc £500 Revenue available per share (as at 31/03/2017): Baring Emerging Markets Fund - Class I GBP Acc Nil Baring Emerging Markets Fund - Class A GBP Acc Nil * The Ongoing Charge Figure (“OCF”) reflects the payments and expenses which cover aspects of operating the Fund and is deducted from the assets over the year. It includes fees paid for investment management, depositary and general expenses. ** Annualised net yield is calculated using the interim and final accumulations divided by the mid prices.

Price per share Mid-price (pence)

Baring Emerging Markets Fund - Class I GBP Acc 316.80p

Baring Emerging Markets Fund - Class A GBP Acc 304.40p

Regulatory disclosure (continued) Baring Far East (ex Japan) Fund The Fund at a glance on 31 March 2017 Due to Baring Far East (ex Japan) Fund (“the Fund”) ceasing to trade in October 2013, there are no Ongoing Charge Figure (“OCF”), performance comparative tables or Fund Information sections for the Fund.

General As a fund is not a legal entity, if the assets attributable to any fund were insufficient to meet the liabilities attributable to it, the shortfall might have to be met out of the assets attributable to one or more of the Funds within the Baring UK Umbrella Fund. However, the shareholders of the Fund will not be held personally liable for the liabilities of the Fund. The scheme property of each Fund must be invested only in accordance with the relevant provisions in sections 5.2 to 5.5 of the FCA’s Collective Investment Scheme sourcebook that are applicable to that scheme. The Baring Far East (ex Japan) Fund ceased trading on 16 October 2013. However, it was agreed that it should join a group litigation order (“GLO”) action with some 20 other groups which had previously been in operation for some time seeking to recover tax from Her Majesty’s Revenue and Customs (“HMRC”). The GLO has recently received a positive judgement from the Court of Appeal. Currently it is not known whether HMRC will be able to appeal this judgement or what will be the next steps in the litigation. The Fund picked up a proportion of the costs incurred before it joined the GLO while it has also been paying to the GLO’s advisers its share of subsequent litigation costs. There is a possibility that other funds may be launched in the future.

Remuneration disclosure Remuneration - Baring Emerging Markets Fund The Authorised Fund Manager (“AFM”) of the Baring Emerging Markets Fund (“the Fund”) is Baring Fund Managers Limited, authorised by the Financial Conduct Authority (FCA) as an Undertaking for Collective Investment in Transferable Securities (UCITS) under the UCITS Directive. BFM’s Remuneration Policy ensures that the remuneration arrangements of AFM remuneration “Identified Staff” as defined in “ESMA’s Guidelines on Sound Remuneration Policy under the UCITS directive, ESMA 2013/201” (the 'ESMA Guidelines'), (as amended) are: (i) consistent with and promote sound and effective risk management and do not encourage risk-taking which is inconsistent with the risk profile, rules or instruments of incorporation of BFM or the Fund; and (ii) consistent with BFM’s business strategy, objectives, values and interests and includes measures to avoid conflicts of interest. BFM is also subject to the FCA’s UCITS Remuneration Code (SYSC 19E) and must comply with the UCITS remuneration principles in a way and to the extent that is appropriate to its size and business. Remuneration Committee Due to the size and nature of BFM the Board considers it appropriate to disapply the requirement to appoint a remuneration committee. Baring Asset Management Limited employs and remunerates UK staff. BAML is also the appointed delegate to carry out Investment Management and is authorised in the UK by the Financial Conduct Authority (“FCA”). Baring Asset Management Limited has a Remuneration Committee to ensure the fair and proportionate application of the remuneration rules and requirements and to ensure that potential conflicts arising from remuneration are managed and mitigated appropriately. All staff are subject to an annual appraisal process, which includes both financial and non-financial criteria as appropriate.

Regulatory disclosure (continued)

Remuneration disclosure (continued) UCITS Remuneration Identified Staff BFM must determine its Identified Staff, whose professional activities have a material impact on its risk profile. Identified staff consists of staff whose professional activities have a material impact on the risk profiles of the AFM or the Fund, which includes senior managers, controlled functions and risk takers. a) Senior Managers and controlled functions As at 31 March 2017, BFM’s Board of Directors (the “Board”) comprised of three directors. The Directors have waived their entitlement to receive a director’s fee from BFM. The Directors are all employees of BAML and accordingly are remunerated by BAML. b) Risk takers Risk takers as defined by the BFM Remuneration Policy are as follows: i. The Permanent Risk Management Function (“PRMF”): BFM’s PRMF comprises of an Organisational Risk team and an Investment Risk team. The individuals who discharge these functions are identified staff and are remunerated by BAML. Their remuneration is not directly linked to the performance of the Fund. ii. Investment Managers: BFM has delegated investment management to BAML and accordingly the Investment managers are remunerated by BAML under an equivalent remuneration regime (BAML and its subsidiaries are subject to remuneration rules contained in the Capital Requirements Directive (“CRD”) and these are considered to be equally as effective as those contained in the UCITS directive). Remuneration Disclosure: Baring Emerging Markets Fund The table below summarises the fixed and variable remuneration paid to Identified Staff (for the financial year end 31 December 2016) as well as other Barings staff (remunerated by BAML) that carry out activities for the AFM. The disclosures below show remuneration relevant to the Fund, apportioned using total Barings’ Assets Under Management (“AUM”).

Total Fixed Total Variable Number of Total Remuneration for Remuneration beneficiaries remuneration the period for the period Level

AFM Staff 336 £7,511 £5,036 £12,547

Identified Staff 6 £79,241 £158,034 £118,638

Notes: 1. AFM staff: this assumes all UK staff employed by BAML (and global investment managers managing BFM funds) carry out some activities on behalf of BFM. Remuneration is apportioned based on the relevant AUM. Other than the Identified Staff noted above, none of the staff are considered to be senior managers or others whose actions may have a material impact on the risk profile of the Fund. 2. Identified staff: These are as defined in the BFM Remuneration Policy; no direct payments are received by Identified Staff from BFM. Remuneration is paid by BAML and is apportioned on an AUM basis. 3. Variable remuneration consists of cash bonus and deferred awards awarded in the period. 4. The Fund does not pay either performance related fees or carried interests to any person.

Regulatory disclosure (continued) Key changes during the year Share Class D GBP Acc of Baring Emerging Markets Fund was added to the Prospectus. (Share class not yet launched). Angus Woolhouse resigned from his position as Director of Baring Fund Managers Limited with effect from 31 August 2016. Nicola Hayes resigned from her position as Director of Baring Fund Managers Limited with effect from 24 November 2016. John Burns resigned from his position as Director of Baring Fund Managers Limited with effect from 25 November 2016. Julian Swayne was appointed as Director of Baring Fund Managers Limited with effect from 20 December 2016.

SFTR (Securities Financing Transaction Regulation) disclosure The SFT Regulations apply to the Manager as a UCITS management company and requires the Manager to comply with a series of obligations. In particular, the Manager will be required to provide investors with information on the use of securities financing transactions (“SFTs”) and total return swaps (“TRSs”) by the Trust in all interim and annual reports published from 13 January 2017. During the year 01 April 2016 to 31 March 2017, the Fund did not enter into SFTs and TRSs. Should this change in the future, the interim and annual reports for the Trust will disclose all required information of the use of SFTs and TRSs.

Responsibilities of the Authorised Corporate Director The Collective Investment Schemes sourcebook (“COLL”), as issued by the Financial Conduct Authority (“FCA”), requires Baring Fund Managers Limited, the Authorised Corporate Director (“ACD”), to prepare the annual report and financial statements for each accounting year which give a true and fair view of the financial position of the Baring UK Umbrella Fund (“the Company") for the year and the net revenue and net capital gains or losses for the year. In preparing the financial statements, the ACD is required to:  select suitable accounting policies and then apply them consistently;  comply with the disclosure requirements of the Statement of Recommended Practice for UK Authorised Funds issued by the Investment Association (“IA”) in May 2014;  make judgements and estimates that are reasonable and prudent;  keep proper accounting records which enable it to demonstrate that the financial statements as prepared comply with the above requirements; and  prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in operation for the foreseeable future. The ACD is responsible for the management of the Company and its sub-funds in accordance with the Prospectus and the Open-Ended Investment Companies Regulations 2001 (SI 2001/1228), as amended (“the Regulations”). The ACD is responsible for taking reasonable steps for the prevention and detection of fraud and other irregularities. The ACD confirms that the above requirements have been met in preparing the financial statements. The ACD is responsible for the maintenance and integrity of the company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Responsibilities of the Depositary National Westminster Bank Plc (“the Depositary”) must ensure that Baring UK Umbrella Fund (“the Company”) is managed in accordance with the Collective Investment Schemes sourcebook (“COLL”), as amended, the Company’s Instrument of Incorporation and Prospectus, in relation to the pricing of, and dealings in, shares in the Company; the application of the revenue of the Company; and the investment and borrowing of the Company. The Depositary must in the context of its role act honestly, fairly, professionally, independently and in the interests of the Fund and its investors. The Depositary is responsible for the safekeeping of all custodial assets and maintaining a record of all other assets of the Scheme in accordance with the Regulations. The Depositary must ensure that:  the Company’s cash flows are properly monitored (this requirement on the Depositary applied from 18 March 2016) and that cash of the Scheme is booked into the cash accounts in accordance with the Regulations;  the sale, issue, redemption and cancellation of shares are carried out in accordance with the Regulations;  the value of shares of the Company are calculated in accordance with the Regulations;  any consideration relating to transactions in the Company’s assets is remitted to the Scheme within the usual time limits;  the Company’s income is applied in accordance with the Regulations; and  the instructions of Baring Fund Managers Limited (“the Manager”) are carried out (unless they conflict with the Regulations).

Report of the Depositary to the shareholders for the year ended 31 March 2017 Having carried out such procedures as we considered necessary to discharge our responsibilities as Depositary of Baring UK Umbrella Fund (“the Company”), it is our opinion that, based on the information available to us and the explanations provided, in all material respects, Barings Fund Managers Limited (“the Authorised Corporate Director”, or “ACD”);  has carried out the issue, sale, redemption and cancellation, and calculation of the price of the Company’s shares and the application of the Company’s revenue in accordance with the Collective Investment Schemes sourcebook (“COLL”), the Instrument of Incorporation and Prospectus, and  has observed the investment and borrowing powers and restrictions applicable to the Company.

National Westminster Bank Plc Trustee and Depositary Services London 25 July 2017

Directors’ statement The financial statements on pages 24 to 40 and 43 to 49 were approved by Baring Fund Managers Limited (“the Authorised Corporate Director”) and signed on its behalf by:

C. BIGGINS Director

D. STEVENSON Director 25 July 2017

Independent Auditors’ report to the shareholders of Baring UK Umbrella Fund Report on the financial statements Our opinion In our opinion, Baring UK Umbrella Fund’s financial statements, (the “financial statements of the Company”):  give a true and fair view of the financial position of the Company and each of the sub-funds as at 31 March 2017 and of the net revenue and the net capital gains of the scheme property of the Company and each of the sub-funds for the year then ended; and  have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, the Statement of Recommended Practice for UK Authorised Funds, the Collective Investment Schemes sourcebook and the Instrument of Incorporation. Emphasis of matter – Basis of accounting In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in Note 1 to the financial statements on page 45 concerning the basis of preparation of the Baring Far East (ex Japan) Fund which ceased trading on 16 October 2013 and it is management’s intention to liquidate the sub-fund. Accordingly, the going concern basis of accounting is no longer appropriate for this sub- fund and its financial statements have been prepared on a basis other than going concern as described in Note 1 to the financial statements. No adjustments were necessary in these financial statements as a result of this decision. What we have audited Baring UK Umbrella Fund (the “Company”) is an umbrella fund with a number of sub-funds. The financial statements of the Company, included within the Annual Report and Audited Financial Statements (the “Annual Report”) comprise the financial statements of each of the sub-funds, which are prepared by Baring Fund Managers Limited (the “Authorised Corporate Director”), and comprise for each of the sub-funds:  the balance sheet as at 31 March 2017;  the statement of total return for the year then ended;  the statement of change in net assets attributable to shareholders for the year then ended;  the notes to the financial statements, which include a summary of significant accounting policies and other explanatory information; and  the distribution tables. The financial reporting framework that has been applied in their preparation is United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” and applicable law), the Statement of Recommended Practice ‘Financial Statements of UK Authorised Funds’ issued by the Investment Management Association (the “Statement of Recommended Practice for UK Authorised Funds”), the Collective Investment Schemes sourcebook and the Instrument of Incorporation. In applying the financial reporting framework, the Authorised Corporate Director has made a number of subjective judgements, for example in respect of significant accounting estimates. In making such estimates, they have made assumptions and considered future events. Opinions on matters prescribed by the Collective Investment Schemes sourcebook In our opinion:  we have obtained all the information and explanations we consider necessary for the purposes of the audit; and  the information given in the Authorised Corporate Director’s report for the financial year for which the financial statements are prepared is consistent with the financial statements. Other matters on which we are required to report by exception Propriety of accounting records and information and explanations received Under the Collective Investment Schemes sourcebook, we are required to report to you if, in our opinion:  proper accounting records have not been kept; or  the financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility.

Independent Auditors’ report to the shareholders of Baring UK Umbrella Fund (continued) Responsibilities for the financial statements and the audit Our responsibilities and those of the Authorised Corporate Director As explained more fully in the Authorised Corporate Director’s Responsibilities Statement set out on page 10, the Authorised Corporate Director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland) (“ISAs (UK & Ireland)”). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors. This report, including the opinions, has been prepared for and only for the Company’s shareholders as a body in accordance with paragraph 4.5.12 of the Collective Investment Schemes sourcebook as required by paragraph 67(2) of the Open-Ended Investment Companies Regulations 2001 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. What an audit of financial statements involves We conducted our audit in accordance with ISAs (UK & Ireland). An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of:  whether the accounting policies are appropriate to the Company and each of the Company’s sub-funds’ circumstances and have been consistently applied and adequately disclosed;  the reasonableness of significant accounting estimates made by the Authorised Corporate Director; and  the overall presentation of the financial statements. We primarily focus our work in these areas by assessing the directors’ judgements against available evidence, forming our own judgements, and evaluating the disclosures in the financial statements. We test and examine information, using sampling and other auditing techniques, to the extent we consider necessary to provide a reasonable basis for us to draw conclusions. We obtain audit evidence through testing the effectiveness of controls, substantive procedures or a combination of both. In addition, we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies, we consider the implications for our report.

PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 25 July 2017

a) The maintenance and integrity of the Baring Asset Management Limited website is the responsibility of the Fund’s Authorised Corporate Director; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website. b) Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Baring Emerging Markets Fund Fund information Baring Emerging Markets Fund - Baring Emerging Markets Fund - Change in net assets Class I GBP Acc Class A GBP Acc per share 31/03/2017 31/03/2016 31/03/2015 31/03/2017 31/03/2016 31/03/2015 (p) (p) (p) (p) (p) (p) Opening net asset value 234.77 245.52 213.69 227.27 239.40 209.90 per share Return before operating 86.86 (7.77) 34.93 83.70 (7.62) 34.22 charges Operating charges (calculated at average (5.05) (2.98) (3.10) (6.84) (4.51) (4.72) price) Return after operating 81.81 (10.75) 31.83 76.86 (12.13) 29.50 charges Closing net asset value 316.58 234.77 245.52 304.13 227.27 239.40 per share Distributions on 1.18 2.21 2.13 0.40 0.41 1.40 Accumulation shares After direct transaction 0.97 1.68 1.58 0.94 1.61 1.55 costs*

Performance

Return after charges 34.85% (4.38%) 14.90% 33.82% (5.07%) 14.05%

Other information Closing net asset value 6,512 5,879 13,689 789 963 1,816 (£’000)

Closing number of shares 2,056,905 2,504,086 5,575,377 259,509 423,781 758,366

Operating charges 1.86% 1.30% 1.35% 2.61% 2.05% 2.10%

Direct transaction costs 0.36% 0.73% 0.69% 0.36% 0.73% 0.69%

Prices**

Highest share price 322.00 267.20 249.00 309.40 260.40 243.80

Lowest share price 217.80 191.80 211.20 210.60 186.50 207.30

* Direct transaction costs comprise commission and taxes, principally applicable to equity investment purchases and sales. Shareholders should note that additionally there are other transaction costs such as dealing spread and underlying costs with regard to Investment Funds holdings which will also have reduced the Fund and share class returns before operating charges. ** High/low prices included in the table above are for the accounting year from 1 April to 31 March.

Fund information (continued) Other relevant published prices # Baring Emerging Markets Fund - Class I GBP Acc Accounting year Mid-price (pence per share) 20/11/1998 Launch date 56.73 31/03/2017 Financial statements date 316.80 03/07/2017 Latest date 327.20

Baring Emerging Markets Fund - Class A GBP Acc Accounting year Mid-price (pence per share) 23/10/2009 Launch date 162.60

31/03/2017 Financial statements date 304.40 03/07/2017 Latest date 314.00 # Single mid-price.

Report of the Investment Manager Risk and reward profile SRRI Risk category* SRRI Risk category* 31/03/2017 31/03/2016 Baring Emerging Markets Fund - Class I GBP Acc 6 6 Baring Emerging Markets Fund - Class A GBP Acc 6 6

* The Synthetic Risk and Reward Indicator (“SRRI”) is not a measure of the risk of capital loss, but a measure of the Fund's price movement over time, the higher the number, the greater the price movement both up and down. It is based on historical data and is not a reliable indication of the future risk profile of the Fund. The risk category shown is in line with the Key Investor Information Document (“KIID”) at year-end, is not guaranteed and may change over time. The risk categories are measured from 1-7 (1 measuring typically lower risk/rewards and 7 measuring typically higher risk/rewards). The lowest category does not mean a risk-free investment. The Fund is classified in the category indicated due to past movements in the Fund’s price. There is no capital guarantee. The value of investments and the income from them may go down as well as up and investors may not get back the amount they invest. The SRRI figures shown have not changed during the year. Performance Over the twelve months to the end of March 2017, emerging market equities rallied strongly with the Emerging Market MSCI Index rising by 35.2% in GBP terms, outperforming developed market equities. Emerging markets were supported by receding China risks, rising commodity prices and improving earnings trends. The period saw Latam markets register a +42.1% gain, EM Asia a +36.2% advance and Europe, Middle East and Africa increasing by +26.1%. The Fund outperformed the performance comparator, returning +35.9% (gross of fees). The main contributors at a stock level were Sunny Optical, Brilliance China Automotive and Sberbank. Sunny Optical, the Chinese optical lens designer and manufacturer, has benefited from the explosive growth in automobile cameras and the adoption of dual cameras in smartphones, while Brilliance China Automotive, the Chinese auto company, with a large proportion of operations through its JV with BMW, continues to deliver strong car sales following the launch of new models in 2016. Sberbank, a leading Russian bank, performed strongly thanks to expanding net interest margins, improving asset quality and rising oil prices. The main detractors during the year were Pinfra, the Mexican toll road operator, which experienced a valuation de-rating as a result of rising bond yields following the US Presidential election, BIM, a Turkish retailer, which was impacted by a downgrade in management’s revenue growth guidance due to increased competition and slower new store openings (the attempted coup also weighed on the share price) and Hollysys, an industrial automation company based in China, which lowered its revenue guidance following delays in tenders of rail projects. The top ten purchases and sales during the year were as follows: Costs Proceeds Purchases £’000 Sales £’000 Samsung Electronics 336 Sunny Optical Technology 234 China Construction Bank 252 China Mobile 219 Anglo American 191 OdontoPrev 218 Itau Unibanco 174 Fomento Economico Mexicano 199

China Pacific Insurance 173 Yandex 196 China Mobile 159 Baring India Fund 182 Turkiye Garanti Bankasi 159 Bid 178 LG Chem 134 Hollysys Automation Technologies 164 Wal-Mart de Mexico 132 DP World 161 Samsung Fire & Marine Insurance 130 PAX Global Technology 157

Report of the Investment Manager (continued) Market outlook Despite the strong performance of the 12 past months, we continue to maintain our constructive stance towards emerging market equities. Our view is supported by the improving global economic backdrop, accelerating corporate earnings growth in Europe, the Middle East, low investor weight positioning and still attractive absolute and relative valuations. The global economic recovery continues to gather pace driven by the US and Europe, where monetary policy is still accommodative and corporate confidence continues to improve. This is leading to a rebound in global trade, which in turn is translating into stronger export growth from emerging market countries. Clearly, monetary policy is already on a tightening trend in the US (albeit from very accommodative levels) but we expect that the Federal Reserve will continue to act at a measured pace in order to avoid any derailment of the economic recovery. Meanwhile domestic economic indicators such as consumption in many emerging countries continue to display improving trends. Recovering economic growth both internationally and domestically is helping to drive stronger sales growth in EM and when combined with expanding profit margins thanks to rising productivity and a renewed focus on cost management is leading to an acceleration in corporate earnings growth and a rising return on equity. This inflection in corporate earnings has obviously not gone unnoticed by markets but it is interesting to note that only $15bn of fund flows have returned to Emerging Market (“EM”) compared to the $150bn which was redeemed over the past couple of years. Analysis of global equity fund weightings in EM also suggest that investors remain painfully underweight. In addition, the relative valuation of Emerging Market versus MSCI world remains very attractive particularly on a price-to-book basis. Looking at absolute valuations, we observe that the cyclically adjusted price-to-earnings (CAPE) of Emerging Market is rebounding off levels which historically have been followed by periods of attractive absolute returns for investors. Clearly, there are always risks to consider and new ones are also likely to appear. This will inevitably lead to some volatility in markets from time to time but we are fortunate to have the internal resources to assess the impact of those risks on our investments. Through our GARP process we will continue to use such volatility as an opportunity to buy companies with strong/ improving and sustainable/ improving business franchises which have been unfairly penalised in share price terms by these general market risk concerns.

Baring Asset Management Limited April 2017

Baring Asset Management Limited (“the Investment Manager”) gives its portfolio managers full authority to manage their funds as they see fit, within the established guidelines set down. This includes the views that managers may take of the markets and sectors they invest in, which may differ from the views of other Barings portfolio managers.

Revenue Revenue Revenue Annualised net Annualised net available as at available as at yield as at yield as at 31/03/2017 31/03/2016 31/03/2017* 31/03/2016* (pence per share) (pence per share) Baring Emerging Markets Nil 1.7430 0.37% 0.94% Fund - Class I GBP Acc Baring Emerging Markets Nil 0.4197 0.13% 0.18% Fund - Class A GBP Acc * Annualised net yield is calculated using the interim and final accumulations divided by the mid prices.

Post balance sheet events After the year-end, market fluctuations have resulted in changes to the published price. These are shown in the “Other relevant published prices” table on page 16.

Portfolio information Major holdings - % of total net assets 31/03/2017 31/03/2016 Top ten holdings % % Taiwan Semiconductor Manufacturing ADR 5.93 5.85 Samsung Electronics 5.90 0.00 Alibaba ADR 5.59 2.75 Ping An Insurance 4.16 3.31 China Construction Bank 3.73 0.00 Naspers 3.60 3.04 Tencent 3.34 2.86 Brilliance China Automotive 2.87 2.16 China State Construction 2.72 2.75 Bank Negara Indonesia Persero 2.69 1.85

Geographical breakdown - % of total net assets 31/03/2017 31/03/2016 Country % % Brazil 6.77 5.82 China 31.81 32.90 Hong Kong 2.04 2.69 India 7.37 6.24 Indonesia 2.69 1.85 Ireland 4.04 4.21 Malaysia 1.50 1.78 Mali 1.72 0.00 Mexico 2.24 5.70 Netherlands 0.00 1.89 Poland 0.56 0.00 Russia 5.32 3.82 South Africa 8.62 7.70 South Korea 9.85 0.00 Taiwan 10.45 12.47 Thailand 1.89 3.91 Turkey 2.10 2.29 United Arab Emirates 0.00 2.29 United Kingdom 1.53 2.59 Virgin Islands 0.00 1.52

Portfolio information (continued) Asset type breakdown - % of total net assets 31/03/2017 31/03/2016 Asset type % % Investment Funds† 4.04 4.21 Equities 96.46 95.46 Net other (liabilities)/assets (0.50) 0.33

† Shares in Investment Funds listed in Ireland. Of the 4.04% in the Investment Funds, 2.16% are shares in Northern Trust Global Funds and Uninvested cash from this Trust is swept into these funds daily.

Portfolio statement as at 31 March 2017 Bid-Market Percentage of total value net assets (£) (%) Investment Funds: 4.04% (4.21%)

Holdings Ireland: 4.04% (4.21%) 10,146 Baring India Fund 136,970 1.88 158,000 Northern Trust Global Funds - Sterling Fund† 158,000 2.16 294,970 4.04

Equities: 96.46% (95.46%)

Brazil: 6.77% (5.82%) 22,600 BM&F Bovespa 111,573 1.53 13,600 CCR 62,845 0.86 16,175 Itau Unibanco 158,759 2.17 15,750 Petroleo Brasileiro 115,730 1.59 20,720 Rumo 45,129 0.62 494,036 6.77

China: 31.81% (32.90%) 4,669 Alibaba 408,015 5.59 156,000 Brilliance China Automotive 209,589 2.87 422,000 China Construction Bank 272,579 3.73 60,000 China Overseas Land & Investment 137,659 1.89 32,800 China Pacific Insurance 94,914 1.30 70,000 China Resources Land 151,921 2.08 138,000 China State Construction 198,241 2.72 86,000 Guangdong Investment 98,478 1.35 458,000 Huaneng Renewables 126,853 1.74 67,500 Ping An Insurance 303,454 4.16 13,000 Sunny Optical Technology 76,177 1.04 10,600 Tencent 244,074 3.34 2,321,954 31.81

Hong Kong: 2.04% (2.69%) 29,400 AIA 148,882 2.04

India: 7.37% (6.24%) 10,267 HDFC Bank 182,789 2.50 10,130 IndusInd Bank 178,615 2.45 10,815 Reliance Industries 176,616 2.42 538,020 7.37

Indonesia: 2.69% (1.85%) 504,800 Bank Negara Indonesia Persero 196,218 2.69

Portfolio statement (continued) as at 31 March 2017 Bid-Market Percentage of total value net assets (£) (%) Equities: 96.46% (95.46%) (continued)

Holdings Malaysia: 1.50% (1.78%) 326,800 My EG Services 109,707 1.50

Mali: 1.72% (0.00%) 1,810 Randgold Resources 125,599 1.72

Mexico: 2.24% (5.70%) 89,520 Wal-Mart de Mexico 163,757 2.24

Netherlands: 0.00% (1.89%)

Poland: 0.56% (0.00%) 5,698 Powszechny Zaklad Ubezpieczen 41,097 0.56

Russia: 5.32% (3.82%) 48,081 Moscow Exchange MICEX-RTS 77,694 1.06 5,558 Mail Ru 98,417 1.35 799 Novatek GDR 80,333 1.10 14,161 Sberbank of Russia ADR 132,143 1.81 388,587 5.32

South Africa: 8.62% (7.70%) 1,878 Naspers 262,783 3.60 45,316 Sanlam 184,584 2.53 14,934 Anglo American 181,718 2.49 629,085 8.62

South Korea: 9.85% (0.00%) 783 LG Chem 165,308 2.26 291 Samsung Electronics 430,472 5.90 643 Samsung Fire & Marine Insurance 123,746 1.69 719,526 9.85

Taiwan: 10.45% (12.47%) 82,925 Chicony Electronics 169,871 2.33 247,639 Mega Financial 160,247 2.19 16,306 Taiwan Semiconductor Manufacturing ADR 433,037 5.93 763,155 10.45

Thailand: 1.89% (3.91%) 100,300 CP ALL 138,297 1.89

Turkey: 2.10% (2.29%) 77,890 Turkiye Garanti Bankasi 153,048 2.10

Portfolio statement (continued) as at 31 March 2017 Bid-Market Percentage of total value net assets (£) (%) Equities: 96.46% (95.46%) (continued)

Holdings United Arab Emirates: 0.00% (2.29%)

United Kingdom: 1.53% (2.59%) 6,301 NMC Health 111,843 1.53

Virgin Islands: 0.00% (1.52%)

Total Equities 7,042,811 96.46

Portfolio of investments: 100.50% (99.67%) 7,337,781 100.50

Net other liabilities (36,732) (0.50)

Net assets 7,301,049 100.00

Note: Securities shown on the portfolio statement are ordinary shares admitted to official stock exchange listings or traded on a regulated market, unless otherwise stated. † Shares in Investment Funds listed in Ireland. Uninvested cash from the Fund is swept into this fund daily. Comparative figures shown in brackets relate to 31 March 2016.

Statement of total return for the year ended 31 March 2017 2017 2016 Note £'000 £'000 £'000 £'000 Income Net capital gains/(losses) 2 2,049 (1,732) Revenue 3 146 228 Expenses 4 (119) (122) Interest payable and similar charges (1) - Net revenue before taxation 26 106 Taxation 5 (16) (21) Net revenue after taxation for the year 10 85 Total return/(loss) before distributions 2,059 (1,647) Distributions 6 (34) (85) Change in net assets attributable to shareholders from investment activities 2,025 (1,732)

Statement of change in net assets attributable to shareholders for the year ended 31 March 2017 2017 2016 £'000 £'000 £'000 £'000 Opening net assets attributable to shareholders 6,842 15,504

Amounts receivable on issue of shares 1,399 1,451 Amounts payable on cancellation of shares (2,974) (8,457) (1,575) (7,006) Dilution Adjustment 5 22 Change in net assets attributable to shareholders 2,025 (1,732) from investment activities (see above) Retained distribution on accumulation shares 6 26 54 Unclaimed distributions (22) - Closing net assets attributable to shareholders 7,301 6,842

Balance sheet as at 31 March 2017 31/03/2017 31/03/2016 Notes £'000 £'000 Assets Investment assets 7,338 6,819

Current Assets: Debtors 8 34 81 Cash and bank balances 9 - 10

Total assets 7,372 6,910

Creditors: Other creditors 10 (45) (68) Bank overdraft (26) -

Total liabilities (71) (68)

Net assets attributable to shareholders 7,301 6,842

Notes to the financial statements for the year ended 31 March 2017

1. Accounting policies Basis of accounting The financial statements have been prepared with the historical cost convention, as modified by the revaluation of investments, and in accordance with UK Generally Accepted Accounting Practice and the Statement of Recommended Practice for UK Authorised Funds issued by the Investment Association (“IA”) in May 2014 (“the IMA SORP 2014”). The financial statements are also in compliance with FRS 102, the Financial reporting Standard applicable in the UK and Republic of Ireland. The financial statements have been prepared on a going concern basis. Basis of valuation of investments All investments are valued at their fair value as at 12 noon on 31 March 2017, being the last working day of the accounting year. The fair value for non-derivative securities is the bid-market price, excluding any accrued interest. Distribution policy Where applicable, for accumulation (“Acc”) shares, the Fund will retain any surplus revenue for investment in the Fund. Foreign exchange Transactions in foreign currencies are translated at the rate of exchange ruling on the date of the transaction. Where applicable, assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange at 12 noon on 31 March 2017. Recognition of revenue Revenue from quoted equity and non-equity shares is recognised net of attributable tax credits when the security is quoted ex-dividend. Bank interest and other revenue are recognised on an accruals basis. Distributions receivable from Investment Funds are recognised when the shares are priced ex-distribution. Distributions receivable from Investment Funds, excluding any equalisation element, are recognised as revenue. Treatment of expenses For accounting purposes, all expenses (other than those relating to the purchase and sale of investments and stamp duty reserve tax) are charged against revenue for the year on an accrual basis. Multi-share class apportionment Baring Emerging Markets Fund (“the Fund”) has two share classes, the A (Retail class) and the I (Institutional class). The management charges are detailed within the notes to the financial statements of the Fund. All other gains/losses, revenue and expenses are allocated to the Fund’s share classes pro-rata to the value of the net assets of the relevant share class on the day that the amounts are recognised. Taxation Corporation tax is provided for on an accounting basis, hence deferred tax on short-term timing difference does not arise other than for short-term gains on Indian securities. Deferred tax assets arising from unutilised expenses are only recognised as they are expected to crystallise. Deferred tax assets and liabilities are not discounted to reflect the time value of money. Distribution policy Where applicable, for income shares, the Fund will pay any surplus revenue as distribution. For accumulation shares, the Fund will retain any surplus revenue for investment in the Fund. Stock dividends are not distributed. Unclaimed distributions Distributions which have remained unclaimed by shareholders for over six years are credited to the capital property of the Fund.

Notes to the financial statements (continued) for the year ended 31 March 2017

Special dividends These are recognised as either revenue or capital depending upon the nature and circumstances of the dividend receivable.

2. Net capital gains/(losses) The net capital gains/(losses) during the year comprise: 2017 2016 £’000 £’000 Non-derivative securities 2,058 (1,703) Forward currency contracts - (8) Currency losses 5 (8) Transaction charges (14) (13) Net capital gains/(losses) on investments 2,049 (1,732)

3. Revenue 2017 2016 £’000 £’000 Franked UK dividends 2 3 Management fee rebates 2 1 Overseas dividends 142 223 Offshore interest CIS revenue - 1 146 228

Notes to the financial statements (continued) for the year ended 31 March 2017

4. Expenses 2017 2016 £’000 £’000 Payable to the ACD or associates of the ACD: ACD service charge 56 83 56 83 Payable to National Westminster Bank Plc (“the Depositary”) or associates of the Depositary: Depositary’s fee 2 2 Safe custody charges 5 6 7 8

Other expenses: Audit fees 13 11 Legal fees 13 3 Printing fees 1 1 Professional and taxation fees* 20 9 Registration fees 6 4 Standing charges 3 3 56 31 Total expenses 119 122 * Professional and taxation fees of £156 (2016: £1,416) were paid to PricewaterhouseCoopers LLP (“PwC”) or an affiliate of PwC.

Notes to the financial statements (continued) for the year ended 31 March 2017

5. Taxation 2017 2016

£’000 £’000 (a) Analysis of charge in year: Overseas withholding tax 16 21

(b) Factors affecting taxation charge of the year: The tax assessed for the year is lower (31 March 2016: lower) than the standard rate of corporation tax in the UK for an open-ended investment company (31 March 2016: 20%). The differences are explained below: 2017 2016 £’000 £’000 Net revenue before taxation 26 106

Corporation tax at 20% (31 March 2016: 20%) 5 21

Effects of: UK dividends not taxable - (1) Overseas withholding tax 16 21 Overseas tax expensed - Overseas dividends not taxable (27) (43) Excess management expenses not utilised 22 23 Total tax charge (note 5a) 16 21

(c) Deferred tax Provision at the start of the year - - Deferred tax charge in the year - - Provision at the end of the year - -

At the year-end, there was an unrecognised deferred tax asset of £724,104 (2016: £701,965) in relation to unutilised management expenses. This is not expected to be utilised in the foreseeable future, unless the nature of the Fund’s revenue or capital gains changes. At the year-end, there was also a recognised deferred tax provision of Nil (2016: Nil) in relation to Indian Capital Gains Tax.

Notes to the financial statements (continued) for the year ended 31 March 2017

6. Distributions The distributions take account of revenue received on the issue of shares and revenue deducted on the cancellation of shares and comprises: 2017 2016

£’000 £’000

Interim accumulation 26 9 Final accumulation - 45 26 54

Add: Revenue deducted on cancellation of shares 11 42 Deduct: Revenue received on issue of shares (3) (11) Total finance costs 34 85

Details of the distributions per share are set out in the distribution table on page 40.

7. Movement between net revenue and distributions 2017 2016

£’000 £’000

Net revenue after taxation 10 85 Add: Net revenue deficit transfer to capital 24 -

34 85

8. Debtors 31/03/2017 31/03/2016

£’000 £’000

Accrued revenue 17 6 Amounts receivable for issue of shares 16 74 Overseas tax recoverable 1 1

34 81

9. Cash and bank balances 31/03/2017 31/03/2016

£’000 £’000

Cash and bank balances (26) 10

Notes to the financial statements (continued) for the year ended 31 March 2017

10. Other creditors 31/03/2017 31/03/2016

£’000 £’000

Accrued expenses 45 31 Amounts payable for cancellation of shares - 37

45 68

11. Contingent liabilities There were no contingent liabilities at the year-end date (31 March 2016: £nil). 12. Equalisation Equalisation applies only to shares purchased during the distribution year (Group 2 shares). It is the average amount of net revenue included in the purchase price of all Group 2 shares. In the case of Income (“Inc”) shares, it is refunded as part of a shareholder's first distribution. In the case of Accumulation (“Acc”) shares, it is automatically reinvested in the relevant fund at the first distribution payment date after the shares were purchased. Being a capital repayment, it is not liable to income tax but must be deducted from the cost of shares for capital gains tax purposes. 13. Financial instruments In pursuing its investment objective set out on page 4, the Fund may hold a number of financial instruments. These comprise:  equity and floating rate securities. These are held in accordance with the Fund’s investment objective and policies;  cash, Investment funds, liquid resources and short-term debtors and creditors that arise directly from its operations;  shareholders’ funds which represent investors’ monies which are invested on their behalf;  borrowings used to finance investment activity. 14. Risks of financial instruments The risks arising from the Fund’s financial instruments are market price, foreign currency, interest rate, liquidity and credit risks. The ACD reviews (and agrees with the Depositary) policies for managing each of these risks and they are summarised below. These policies have remained unchanged since the beginning of the year to which these financial statements relate (31 March 2016: same).  Market risk - arises mainly from uncertainty about future prices of financial instruments held. It represents the potential loss the Fund might suffer through holding market positions in the face of price movements. Emerging market stock markets tend to be volatile and shareholders should expect wider than average price fluctuations. The ACD meets regularly to consider the asset allocation of the portfolio in order to minimise the risk associated with particular countries or industry sectors whilst continuing to follow the investment objective. An individual Fund Manager has responsibility for monitoring the existing portfolio selected in accordance with the overall asset allocation parameter described above and seeks to ensure that individual stocks also meet the risk reward profile that is acceptable. Sensitivity Analysis At 31 March 2017, if the price of the Investments held by the Fund increased or decreased by 5%, with all other variables held constant, then the net assets attributable to shareholders would increase or decrease by approximately £0.367million (31 March 2016: £0.341 million).

Notes to the financial statements (continued) for the year ended 31 March 2017

14. Risks of financial instruments (continued) The ACD does not use derivative instruments to hedge the investment portfolio against market risk, as in their opinion the cost of such a process would result in an unacceptable reduction in the potential for capital growth.  Foreign Currency risk - the revenue and capital value of the Fund’s investments can be significantly affected by foreign currency translation movements, as a majority of the Fund’s assets and revenue are denominated in currencies other than sterling, which is the Fund’s functional currency. The ACD has identified three principal areas where foreign currency risk could impact the Fund. These are: movement in exchange rates affecting the value of investments, short-term timing differences such as exposure to exchange rate movements during the year between when an investment purchase or sale is entered into and the date when settlement of the investment occurs, and finally movements in exchange rates affecting revenue received by the Fund. The Fund converts all receipts of revenue received in local currency revenue into sterling on the day of receipt. At the year-end, a proportion of the net assets/(liabilities) of the Fund were denominated in currencies other than sterling with the effect that the balance sheet and total return can be affected by exchange rate movements. These net assets/(liabilities) consist of the following:

Currency exposure for the year ended 31 March 2017: Portfolio of Net other investments assets/(liabilities) Total £’000 £’000 £’000 Brazilian real 378 - 378 Hong Kong dollar 2,063 - 2,063 Indian rupee 538 (100) 438 Indonesian rupiah 196 106 302 Malaysian ringgit 110 - 110 Mexican peso 164 - 164 Polish zloty 41 - 41 South Korean won 720 9 729 South African rand 629 - 629 Taiwan dollar 330 - 330 Thai baht 138 - 138 Turkish lira 153 - 153 US dollar 1,608 (36) 1,572 7,068 (21) 7,047

Notes to the financial statements (continued) for the year ended 31 March 2017

14. Risks of financial instruments (continued) Currency exposure for the year ended 31 March 2016: Portfolio of Net other investments assets Total £’000 £’000 £’000 Brazilian real 399 1 400 Hong Kong dollar 2,074 - 2,074 Indian rupee 426 - 426 Indonesian rupiah 127 3 130 Malaysian ringgit 121 - 121 Mexican peso 390 - 390 South African rand 608 - 608 Taiwan dollar 452 - 452 Thai baht 267 - 267 Turkish lira 157 - 157 US dollar 1,572 3 1,575 6,593 7 6,600 Sensitivity Analysis At 31 March 2017, if the value of sterling increased by 1%, with all other variables held constant, then the net assets attributable to shareholders would increase or decrease by approximately £0.07 million (31 March 2016: £0.066 million).

 Interest rate risk - the Fund may invest in both fixed rate and floating rate securities. Any change to the interest rates relevant for particular securities may result in either revenue increasing or decreasing, or the Manager being unable to secure similar returns on the expiry of contracts or the sale of securities. In addition, changes to prevailing rates or changes in expectations of future rates may result in an increase or decrease in the value of the securities held.

In general, if interest rates rise, the revenue potential of the Fund also rises, but the value of fixed rate securities will decline (along with certain expenses calculated by reference to the assets of the Fund). A decline in interest rates will in general have the opposite effect.

The interest rate risk profile of financial assets and liabilities consists of the following: Floating rate Floating rate financial financial liabilities assets 31/03/2017 31/03/2016 Pound sterling (26) 10

Notes to the financial statements (continued) for the year ended 31 March 2017

14. Risks of financial instruments (continued) The floating rate assets and liabilities comprise bank balances and overdrafts, whose rates are determined by reference to the London Interbank Offered Rate (“LIBOR”) or international equivalent borrowing rate.

Sensitivity Analysis The Fund had no significant interest rate exposure as at 31 March 2017 and 31 March 2016.  Liquidity risk - Emerging markets tend to be more volatile than more established stock markets and therefore your money is at greater risk. Other risk factors such as political and economic conditions should also be considered. Restrictive dealing, custody and settlement practices may be prevalent. As a result, settlements may be delayed and the cash or securities could be disadvantaged. Securities of many companies in emerging markets are less liquid and their prices more volatile than securities of comparable companies in more sizeable markets. Baring Emerging Markets Fund has considerable exposure to emerging markets.  Credit risk - certain transactions in securities that the Fund enters into expose it to the risk that the counterparty will not deliver the investment (purchase) or cash (sale) after the Fund has fulfilled its responsibilities. The Fund only buys and sells investments through brokers which have been approved as an acceptable counterparty. In addition, limits are set as to the maximum exposure to any individual broker that may exist at any time, and these limits are reviewed regularly. On this basis, the counterparty risk is negligible.  Fair value - there is no material difference between the value of the financial assets and liabilities, as shown in the balance sheet, and their fair value.  Derivatives and other financial instruments - the Fund does not hold any derivatives that could impact the value of the Fund significantly in the current or prior year.

15. Shareholder funds The Fund currently has two share classes, Class A GBP Acc (retail) and Class I GBP Acc (institutional). The annual management charges on these share classes are as follows:

Management Management Fee Class I Fee Class A GBP Acc GBP Acc Fund Baring Emerging Markets Fund 0.75% 1.50%

Notes to the financial statements (continued) for the year ended 31 March 2017

16. Fair value The fair value of a financial instrument is the amount for which it could be exchanged between knowledgeable, willing parties in an arm’s length transaction. There is no significant difference between the value of the financial assets and liabilities, as shown in the financial statements, and their fair value. FRS 102 requires the Fund to classify financial instruments measured at fair value into the following hierarchy: The disclosures are based on a three-level fair value hierarchy for the inputs used in valuation techniques to measure fair value. A financial instrument is regarded as quoted in an active market if the quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. The fair value of financial assets and financial liabilities that are not traded in an active market is determined by using valuation techniques. The Fund uses a variety of methods and makes assumptions that are based on market conditions existing at the year-end date. The fair value hierarchy has the following levels:

 Level 1: The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date.  Level 2: Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the asset or liability, either directly or indirectly.  Level 3: Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability.

Valuation technique Assets Liabilities

31/03/2017 £’000 £’000 Level 1 7,338 - Level 2 - - Level 3 - - Total 7,338 -

Valuation technique Assets Liabilities 31/03/2016 £’000 £’000 Level 1 6,819 - Level 2 - - Level 3 - - Total 6,819 -  

Notes to the financial statements (continued) for the year ended 31 March 2017

17. Portfolio transaction costs Analysis of total purchase costs: 2017 2016 £’000 £’000

Purchases before transaction costs 3,737* 7,356*

Commissions: Equities total value paid 6 12 Investment Funds total value paid - -

Taxes: Equities total value paid 3 5 Investment Funds total value paid - -

Total purchase costs 9 17 Gross purchases total 3,746 7,373

Analysis of total sales costs: 2017 2016 £’000 £’000

Sales before transaction costs 5,305* 13,569*

Commissions: Equities total value paid (8) (20) Investment Funds total value paid - -

Taxes: Equities total value paid (3) (11) Investment Funds total value paid - -

Total sales costs (11) (31) Total sales net of transaction costs 5,294 13,558

* Not included in 2017 figures are purchases and sales in cash funds totalling £3.078 million and £2.993 million respectively where there are no transaction costs applicable. In 2016, purchases and sales in cash funds totalled £5.631 million and £6.292 million respectively. The above analysis covers any direct transaction costs suffered by the Fund during the year. In the case of equities and Investment Funds, separately identifiable direct transaction costs (commissions and taxes etc.) are attributable to the Fund's purchase and sale of equity investments. In addition, there may be dealing spread cost (the difference between the buying and selling prices) which will be suffered on purchase and sale transactions which are not separately identifiable and do not form part of the analysis above.

Notes to the financial statements (continued) for the year ended 31 March 2017

17. Portfolio transaction costs (continued) In the case of Investment Funds, there may be potential dealing spread costs applicable to purchases and sales. Additionally, there are indirect transaction costs suffered in those underlying sub-funds throughout the holding period for the instruments which are not separately identifiable and do not form part of the analysis above. The average portfolio dealing spread is disclosed below. Transaction costs vary depending on the transaction value and market sentiment. 2017 2016 Analysis of total purchase costs: % %

Commissions: Equities percentage of total purchase costs 0.06 0.17 Investment Funds percentage of total purchase costs - -

Commissions: Equities percentage of average NAV 0.00 0.12 Investment Funds percentage of average NAV - -

Analysis of total sales costs:

Commissions: Equities percentage of total sales costs (0.05) (0.15) Investment Funds percentage of total sales costs - -

Commissions: Equities percentage of average NAV (0.00) (0.21) Investment Funds percentage of average NAV - -

Average portfolio dealing spread As at the balance sheet date, the average portfolio dealing spread was 0.14% (31 March 2016: 0.26%) based on close of business prices. This spread represents the difference between the values determined respectively by reference to the bid and offer prices of investments expressed as a percentage of the value determined by reference to the offer price.

Notes to the financial statements (continued) for the year ended 31 March 2017

18. Share classes The Fund currently has two share classes: Class I GBP Acc and A GBP Acc. The annual management charge and Trust management fee can be found on page 5. The net asset value of each share class, the net asset value per unit and the number of shares in each class are given in the comparative tables on page 15. The distribution per share class is given in the distribution tables on page 40. All classes have the same rights on winding up. As at Class I GBP Acc 31 March 2017 Opening units 2,504,086 Units created 480,304 Units liquidated (927,797) Units converted 312 Closing units 2,056,905

As at Class A GBP Acc 31 March 2017 Opening units 423,781 Units created 42,458 Units liquidated (206,408) Units converted (322) Closing units 259,509

19. Ultimate controlling party and related party transactions The ACD exercises control over the Fund and is therefore a related party by virtue of its controlling influence. Amounts paid during the year or due to the ACD at the balance sheet date are disclosed under Expenses and Other Creditors in the Notes to the financial statements. The ACD acts as principal on all transactions of units in the Fund. The aggregate monies received through the issue and cancellations of units are disclosed in the Statement of Change in Net Assets Attributable to Unitholders and Distributions in the Notes to the financial statements. Amounts due from or to ACD in respect of unit transactions at the balance sheet date are disclosed under Debtors and Other Creditors in the Notes to the financial statements. The Fund invests in other Barings managed funds, and these are deemed to be related parties. At 31 March 2017, the Fund held investments in Baring India Fund. These investments are detailed in the Portfolio Statement. The Fund made purchases of £0.117 million (2016: £0.460 million) and sales of £0.182 million (2016: £0.291) in other Barings managed funds during the year.

Notes to the financial statements (continued) for the year ended 31 March 2017

20. Post balance sheet market movements After the year-end, public market fluctuations have resulted in the net asset value per I GBP accumulation share increasing 3.35% from 316.58p as at 31 March 2017 to 327.20p at 3 July 2017. After the year-end, public market fluctuations have resulted in the net asset value per A GBP accumulation share increasing 3.25% from 304.13p as at 31 March 2017 to 314.00p at 3 July 2017.

Distribution tables Interim accumulation Group 1: shares purchased prior to 1 April 2016 Group 2: shares purchased on or after 1 April 2016 Class I GBP Acc (in pence per share) 2016 2015 Net Equalisation Accumulation Accumulation Revenue (Note 12) Group Paid Paid 1 1.1814 0.0000 1.1814 1.7430 2 0.5406 0.6408 1.1814 1.7430 Class A GBP Acc (in pence per share) 2016 2015 Net Equalisation Accumulation Accumulation Revenue (Note 12) Group Paid Paid 1 0.4040 0.0000 0.4040 0.4197 2 0.1566 0.2474 0.4040 0.4197

Final accumulation Group 1: shares purchased prior to 1 October 2016 Group 2: shares purchased on or after 1 October 2016 Class I GBP Acc (in pence per share) 2017 2016 Net Equalisation Accumulation Accumulation Revenue (Note 12) Group payable Paid 1 Nil N/A N/A 1.7430 2 Nil N/A N/A 1.7430

Class A GBP Acc (in pence per share) 2017 2016 Net Equalisation Accumulation Accumulation Revenue (Note 12) Group payable Paid 1 Nil N/A N/A 0.4197 2 Nil N/A N/A 0.4197

Baring Far East (ex Japan) Fund (fund ceased trading on 16 October 2013) Performance record As discussed on page 7, the Fund ceased trading and therefore, the performance record for period 2017 and 2016 are no longer applicable. The Fund disclosed prior year performances for information purposes only. Summary of Fund performance # SRRI Risk category* SRRI Risk category*

31/03/2017 31/03/2016

Baring Far East (ex Japan) Fund - N/A N/A Class I GBP Acc

# Prepared in accordance with accounting policies. * The Synthetic Risk and Reward Indicator (“SRRI”) is not a measure of the risk of capital loss, but a measure of the Fund's price movement over time, the higher the number the greater the price movement both up and down. It is based on historical data and is not a reliable indication of the future risk profile of the Fund. The risk category shown is not guaranteed and may change over time. The risk categories are measured from 1-7 (1 measuring typically lower risk/rewards and 7 measuring typically higher risk/rewards). The lowest category does not mean a risk-free investment. The Fund is classified in the category indicated due to past movements in the Fund’s price. There is no capital guarantee. The value of investments and the income from them may go down as well as up and investors may not get back the amount they invest. The SRRI figure shown has not changed during the year.

Report of the Investment Manager As discussed on page 7, the Fund ceased trading and therefore, the Reports of the Investment Manager for the periods 2017 and 2016 are no longer applicable.

Portfolio statement as at 31 March 2017

Bid-Market Percentage of total Value net assets Holdings (£) (%)

Collective Investment Schemes: 100.00% (2016: 100.00%) 167,000 Northern Trust Global Funds - The Sterling Fund 167,000 100.00 167,000 100.00

Portfolio of Investments: 100.00% (2016: 100.00%) 167,000 100.00

Net other assets (2016: 100.00%) (167,000) (100.00)

Net assets - -

Note: Securities shown on the portfolio statement are ordinary shares admitted to official stock exchange listings or traded on a regulated market, unless otherwise stated. Comparative figures shown in brackets relate to 31 March 2016.

Statement of total return for the year ended 31 March 2017 2017 2016 Note £’000 £’000 £’000 £’000 Income: Net Capital (losses)/gains - - Revenue 2 - 1 Expenses - - Net revenue before taxation - 1 Taxation - - Net Revenue after taxation - 1 Total return before distributions - 1 Finance costs: Distributions - - Change in net assets attributable 1 to shareholders -

Statement of change in net assets attributable to shareholders for the year ended 31 March 2017 2017 2016 £’000 £’000 £’000 £’000 Opening net assets attributable to - - shareholders Amounts receivable on issue of shares - - Amounts payable on cancellation of shares - (1) - (1)

Change in net assets attributable to shareholders (see above) - 1

Closing net assets attributed to shareholders - -

Balance sheet as at 31 March 2017 31/03/2017 31/03/2016 Note £’000 £’000 Assets Investment assets 167 183

Current Assets: Cash and bank balances 3 10 10

Total assets 177 193

Liabilities

Creditors: Other creditors 4 (177) (193)

Total liabilities (177) (193)

Net assets attributable to shareholders - -

Notes to the financial statements for the year ended 31 March 2017

1. Accounting policies Basis of accounting The financial statements have been prepared with the historical cost convention, as modified by the revaluation of investments, and in accordance with UK Generally Accepted Accounting Practice and the Statement of Recommended Practice for UK Authorised Funds issued by the Investment Association (“IA”) in May 2014 (“the IMA SORP 2014”). The financial statements are also in compliance with FRS 102, the Financial reporting Standard applicable in the UK and Republic of Ireland. As discussed on page 7, the Baring Far East (ex Japan) Fund (“the Fund”) ceased trading on 16 October 2013 and it is management’s intention to liquidate the Fund subject to a group litigation order (“GLO”) action with some 20 other groups which had previously been in operation for some time seeking to recover tax from Her Majesty’s Revenue and Customs (“HMRC”). Consequently, The ACD no longer regards the going concern basis of accounting to be appropriate for the Fund and the financial statements, including the comparative financial information, have been prepared on a basis other than going concern. No adjustments were required in the financial statements as a result of this decision in both the current or prior year. The principal accounting policies, which have been applied consistently throughout the year, are set out below. Basis of valuation of investments All investments are valued at their fair value as at 12 noon on 31 March 2017. The fair value for non- derivative securities and derivative securities is the bid-market price, excluding any accrued interest. Unquoted investments are shown at the Authorised Corporate Director’s (the “ACD’s”) valuation. Foreign exchange Transactions in foreign currencies are translated at the rate of exchange ruling on the date of the transaction. Where applicable, assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange at 12 noon on 31 March 2017. Recognition of revenue Revenue from quoted equity and non-equity shares is recognised net of attributable tax credits when the security is quoted ex-dividend. Bank interest and other revenue are recognised on an accruals basis. Distributions receivable from Investment Funds are recognised when the shares are priced ex-distribution. Distributions receivable from Investment Funds, excluding any equalisation element, are recognised as revenue. Treatment of expenses For accounting purposes, all expenses (other than those relating to the purchase and sale of investments and stamp duty reserve tax) are charged against revenue for the year on an accrual basis. Multi-share class apportionment Baring Far East (ex Japan) has one share class, the I GBP Acc class. The management charges are detailed within the notes to the financial statements of the Fund. Taxation Corporation tax is provided for on an accounting basis, hence deferred tax on short-term timing difference does not arise other than for short-term gains on Indian securities. Deferred tax assets arising from unutilised expenses are only recognised as they are expected to crystallise. Deferred tax assets and liabilities are not discounted to reflect the time value of money. Distribution policy For accumulation shares, the Fund will retain any surplus revenue for investment in the Fund. Stock dividends are not distributed. There were no distributions for 2016 or 2017 since the Fund ceased trading on 16 October 2013. Unclaimed distributions Distributions which have remained unclaimed by shareholders for over six years are credited to the capital property of the Fund.

Notes to the financial statements (continued) for the year ended 31 March 2017

1. Accounting policies (continued) Dilution adjustment The Fund in this document is single-priced and, as a result, it may suffer a reduction in value due to costs incurred in the purchase and sale of their underlying investments. With a view to countering this and to act in the best interests of all investors, we have the ability to apply a dilution adjustment, which means we will change the price (up or down) at which you buy or sell. Please refer to the full Prospectus for further details. Stock dividends The ordinary element of stocks received in lieu of cash dividends is recognised as revenue of the Fund. Any enhancement above the cash dividend is treated as capital. Special dividends These are recognised as either revenue or capital depending upon the nature and circumstances of the dividend receivable. 2. Revenue 2017 2016 £’000 £’000 Offshore interest CIS revenue - 1 3. Cash and bank balances 31/03/2017 31/03/2016 £’000 £’000 Cash and bank balances 10 10 4. Other creditors 31/03/2017 31/03/2016 £’000 £’000 Accrued expenses (5) (8) Amounts payable for cancellation of shares (95) (95) Litigation provision* (77) (90) (177) (193) * This represent the remaining balance of the provision made by the Fund to cover future expenses related to the litigation costs as detailed on page 7. The Fund paid £12,998 and £42,205 in 2017 and 2016, respectively, which reduced the provision to £77,340 as at 31 March 2017 (2016: £90,338). 5. Contingent Assets/Liabilities

There were no contingent liabilities at the year-end date (31 March 2016: £nil).

Notes to the financial statements (continued) for the year ended 31 March 2017

6. Financial instruments The Fund held only one security as at 31 March 2017 and 31 March 2016. This comprised of the Northern Trust Sterling Fund, which is a floating rate security. Cash is automatically transferred in and out of the Sterling Fund to the cash account of the Fund so that the Fund’s cash is not overdrawn, and also if there is excess cash in the Fund’s cash account, this will be put into the Northern Trust Sterling Fund in order to receive a higher rate of interest. 7. Risks of financial instruments The only risk arising from the Fund’s financial instruments is interest rate risk. The ACD reviews (and agrees with the Depositary) policies for managing each of these risks and they are summarised below. These policies have remained unchanged since the beginning of the year to which these financial statements relate (31 March 2016: same).  Interest rate risk - the majority of the Fund’s financial assets are equity shares and other investments which neither pay interest nor have a maturity date. The Fund’s financial liabilities are non-interest bearing which mature within one year.

The interest rate risk profile of financial assets and liabilities consists of the following: Floating rate Floating rate financial financial assets assets 31/03/2017 31/03/2016 Pound sterling 177 193 177 193 The floating rate assets and liabilities comprise bank balances and overdrafts, whose rates are determined by reference to the London Interbank Offered Rate (“LIBOR”) or equivalent international borrowing rate.

Sensitivity Analysis The Fund had no significant interest rate exposure as at 31 March 2017 and 31 March 2016. 8. Shareholder funds The Fund ceased investment activity on 16 October 2013. Please see general information on page 7 for more details.

Notes to the financial statements (continued) for the year ended 31 March 2017

9. Fair value The fair value of a financial instrument is the amount for which it could be exchanged between knowledgeable, willing parties in an arm’s length transaction. There is no significant difference between the value of the financial assets and liabilities, as shown in the financial statements, and their fair value. FRS 102 requires the Fund to classify financial instruments measured at fair value into the following hierarchy: The disclosures are based on a three-level fair value hierarchy for the inputs used in valuation techniques to measure fair value. A financial instrument is regarded as quoted in an active market if the quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those

prices represent actual and regularly occurring market transactions on an arm's length basis.

The fair value of financial assets and financial liabilities that are not traded in an active market is determined by using valuation techniques. The Fund uses a variety of methods and makes assumptions that are based on market conditions existing at the year-end date. The fair value hierarchy has the following levels:

Valuation technique Assets Liabilities

31/03/2017 £’000 £’000 Level 1 167 - Level 2 - - Level 3 - - Total 167 -

Valuation technique Assets Liabilities 31/03/2016 £’000 £’000 Level 1 183 - Level 2 - - Level 3 - - Total 183 - 10. Portfolio transaction costs Included in 2017 figures are purchases and sales in cash funds only. These totalled £0.048 million and £0.0064 million respectively where there are no transaction costs applicable. In 2016, purchases and sales in cash funds totalled £0.003 million and £0.049 million respectively. 11. Share classes The Fund ceased investment activity on 16 October 2013 and therefore, there was no issue or redemption of shares during 2017 and 2016.

Notes to the financial statements (continued) for the year ended 31 March 2017

12. Ultimate controlling party and related party transactions The ACD exercises control over the Fund and is therefore a related party by virtue of its controlling influence. The Fund ceased investment activity on 16 October 2013, therefore, the ACD has not charged management fee since this date as there are no transactions between the Fund and the ACD.

13. Post balance sheet market movements There are no balance sheet movements between 31 March 2017 and 19 June 2017 as the only holding on this Fund is a liquidity fund.

Address: Baring Asset Management Limited 155 Bishopsgate London EC2M 3XY Contact: Tel: +44 (0)20 7628 6000 Fax: +44 (0)20 7638 7928 www.barings.com

Important information: This document is approved and issued by Baring Asset Management Limited.

Disclosure: Baring Asset Management Limited Authorised and Regulated by the Financial Conduct Authority 155 Bishopsgate, London, EC2M 3XY