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The Henderson Smaller Companies Investment Trust plc Registered as an investment company in England and Wales Registration Number 25526 Registered Office 201 Bishopsgate, London EC2M 3AE THE HENDERSON ISIN number/SEDOL Ordinary Shares: GB0009065060/0906506 London Stock Exchange (TIOM) Code: HSL Global Intermediary Identification Number (GIIN): WZD8S7.99999.SL.826 Legal Entity Identifier (LEI): 213800NE2NCQ67M2M998 SMALLER Telephone: 0800 856 5656 Email: [email protected] www.hendersonsmallercompanies.com COMPANIES INVESTMENT TRUST PLC The Henderson Smaller Companies Investment Trust plc – Annual Report for the year ended 31 May Annual Report 2016 2016 This report is printed on cocoon silk 50% recycled, a recycled paper containing 50% recycled waste and 50% virgin fibre and manufactured at a mill certified with ISO 14001 environmental management standard. The pulp used in this product is bleached using an Elemental Chlorine Free process (ECF). ® The FSC logo identifies products which contain wood from well managed forests certified in HGI9226/2016 accordance with the rules of the Forest Stewardship Council®. Typeset by 2112 Communications, London. Printed by Leycol, London HGI9226/2016 The Henderson Smaller Companies Investment Trust plc Annual Report 2016 Contents Strategic Report Corporate Report Performance Highlights 2-3 Report of the Directors 24-25 Business Model 4-5 Statement of Directors’ Responsibilities 26 Investment Objective 4 Directors’ Remuneration Report 27-28 Strategy 4 Investment Policy 4 Corporate Governance Statement 29-32 Management 4 Report of the Audit Committee 33-34 Chairman’s Statement 6 Independent Auditors’ Report to the Members of Performance 6 The Henderson Smaller Companies Investment Board Composition 6 Trust plc 35-39 Revenue and Dividend 6 Discount and Share Buy-backs 6 Statement of Comprehensive Income 40 Continuation 6 Statement of Changes in Equity 41 Outlook 6 Annual General Meeting 6 Balance Sheet 42 Historical Performance and Cash Flow Statement 43 Financial Information 7 Notes to the Financial Statements 44-59 Total Return Performance 7 Financial Information 7 General Shareholder Information 60 Portfolio Information 8 Performance Attribution 8 Ten Largest Investments 8 Analysis of the Portfolio by Sector 8 Fund Manager’s Report 9-13 Market – year in review 9 Fund Performance 9 Gearing 9 Attribution Analysis 9 Portfolio Activity 10 Portfolio Outlook 12 Market Outlook 13 Investment Portfolio 14-15 Corporate Information 16-20 Directors 16 Registered Office 17 Service Providers 17 Independent Auditors 17 Financial Calendar 17 Information Sources 17 Investing 17 Nominee Share Code 17 Status 18 Principal Risks and Uncertainties 18 Borrowing 18 Viability Statement 18 Future Developments 19 Key Performance Indicators 19 Corporate Responsibility 19 Voting Policy and the UK Stewardship Code 20 Employees, Social, Community, Human Rights and Environmental Matters 20 Modern Slavery Act 2015 20 Board Diversity 20 Glossary 21-22 The image on the front cover is based on Custom House in King’s Lynn. The Henderson Smaller Companies Investment Trust plc Annual Report 2016 Strategic Report “ This has been a difficult year for equity investment management and your Company has not been immune. The net assets of the Company declined by 1.1% in the reporting year.” Jamie Cayzer-Colvin, Chairman The Henderson Smaller Companies Investment Trust plc Annual Report 2016 Strategic Report: Performance Highlights Total Return Performance over the year to 31 May 2016 % 105 100 95 90 85 80 May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May 15 15 15 15 15 15 15 15 16 16 16 16 16 (Rebased to 100) Net Asset Value1 Share Price2 Benchmark3 Discount at year end4 Discount5 % % 16 -18 15.7 -16 12 -14 -12 -10 8 9.0 -8 -6 4 -4 -2 0 0 2016 2015 May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May 15 15 15 15 15 15 15 15 16 16 16 16 16 Company Sector -20 -18 -16 Total Return Performance for the periods ended 31 -14May 2016 -12 -10 1 year 3 years 5 years 10 years -8 % % % % NAV1 -6 -. -4 2 Share Price -2 -. Benchmark3 0 -. Average Sector NAV6 . Average Sector Share Price7 . FTSE All-Share Index -. FTSE SmallCap Index (excluding investment companies) . 2 The Henderson Smaller Companies Investment Trust plc Annual Report 2016 Strategic Report: Performance Highlights (continued) NAV per share at year end Discount at year end 2016 731.0p 2015 754.1p 2016 15.7% 2015 9.0% Share price at year end Gearing at year end 2016 616.5p 2015 686.0p 2016 9.1% 2015 7.5% Dividend for year Dividend yield9 8 2016 115.0p 2015 13.5p 2016 2.4% 2015 2.0% Ongoing Charge10 Total net assets 2016 0.44% 2015 0.46% 2016 £546m 2015 £563m 1 Net Asset Value per ordinary share total return with income reinvested for 1, 3 and 5 years and capital NAV plus income for 10 years 2 Share Price total return using mid-market closing price 3 Numis Smaller Companies Index (excluding investment companies) 4 Calculated using published daily NAVs with debt at par including current year revenue 5 Graph shows the Company’s share price discount to NAV compared with the average discount of the AIC UK Smaller Companies sector over the year to 31 May 2016 6 Average NAV total return of the AIC UK Smaller Companies sector 7 Average share price total return of the AIC UK Smaller Companies sector 8 This represents an interim dividend of 4.0p and a proposed final dividend of 11.0p. See page 50 for more details 9 Based on the ordinary dividends paid for the year and the mid-market share price at the year end 10 Ongoing charge excluding performance fee. Ongoing charge including performance fee is 0.44% (2015: 0.88%) Sources: Morningstar Funddata, Morningstar Direct, Henderson, Datastream A glossary of terms is included on pages 21 and 22 3 The Henderson Smaller Companies Investment Trust plc Annual Report 2016 Strategic Report: Business Model Investment Objective Gearing The Company will borrow money for investment purposes if the The Company’s investment objective is to maximise shareholders’ total returns by investing mainly in smaller companies that are Board considers it appropriate. Net borrowings are limited to a quoted in the United Kingdom. maximum of 30% of the value of shareholders’ funds. General Strategy In accordance with the Listing Rules of the UK Listing Authority, The strategy of the Company is to pursue its investment objective. the Company will not invest more than 15% of its gross assets in This is achieved through the appointment of external management the shares of other listed closed-ended investment funds, including which pursues the Company’s investment policy. The investment investment trusts, and will not invest more than 10% of its gross trust company structure allows the shareholders, whether assets in companies that themselves may invest more than 15% institutions or private investors, to access a diversified portfolio of their gross assets in listed closed-ended investment funds. of investments that is professionally managed. Investment Selection Management We use rigorous research to identify high-quality smaller The Company has an independent Board of Directors which has companies with strong growth potential. The benchmark is appointed Henderson Investment Funds Limited (“HIFL”) to act the Numis Smaller Companies Index (excluding investment as its Alternative Investment Fund Manager. HIFL delegates companies). Generally, new investments are made in constituents investment management services to Henderson Global Investors of the benchmark index but they may continue to be held when Limited in accordance with an agreement which was effective from the underlying companies grow out of the smaller companies 22 July 2014 and can be terminated on six months’ notice. Prior to sector. Once a portfolio company enters the FTSE 100 Index the July 2014 Henderson Global Investors Limited was appointed as Fund Manager has, in normal circumstances, six months to sell Investment Manager. Both entities are authorised and regulated by the position. the Financial Conduct Authority (“FCA”). References to Henderson within this report refer to the services provided by both entities. Investment Policy The fund management team is led by Neil Hermon, who was The Company’s portfolio is managed within a framework of appointed as the Company’s Fund Manager with effect from investment limits and restrictions determined by the Board, the November 2002. Neil Hermon has a shareholding in the ordinary primary purpose of which is to spread and mitigate investment risk. shares of the Company. He receives a proportion of any performance fee paid by the Company to Henderson and a Diversification proportion of that is deferred into further shares in the Company. The Company maintains a diversified portfolio, which is detailed Indriatti van Hien was appointed Deputy Fund Manager with effect on pages 8, 14 and 15. The portfolio is actively managed from 1 June 2016. by Henderson, who provide regular reports on investment activity and portfolio construction to the Directors at and between Board Henderson and its subsidiaries also provide accounting, company meetings. The Company will not invest more than 5% of its total secretarial and general administrative services. Some of the gross assets, calculated as at the time of investment (or additional administration and accounting services are carried out, on behalf of investment), in any one holding. The Company will not make any Henderson, by BNP Paribas Securities Services. Rachel Peat ACIS investment that, calculated at the time of investment (or additional acts as Company Secretary on behalf of the Corporate Secretary, investment), would result in it holding more than 10% of an Henderson Secretarial Services Limited. investee company’s equity. The Board may give approval to Henderson to exceed these limits to as far as 10% and 20% Since 1 June 2015, the management fee payable to Henderson is respectively but only in exceptional circumstances.
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