Contents Introducing Foreign & Colonial 1 Financial highlights 2015 2 Chairman’s statement 6 Business model 10 Policies 11 Key Performance Indicators 12 Fund Manager’s Review 14 Twenty largest fund holdings 21 Principal Risks and Future Prospects 22 Directors 26 F&C Global Smaller Directors’ Report 28 Corporate Governance Statement 32 Management and Advisers 34 Companies PLC Report of the Management Engagement Committee 35 Report of the Nomination Committee 37 REPORT AND ACCOUNTS 2016 Remuneration Report 38 Report of the Audit Committee 41 Statement of Directors’ Responsibilities 45 Independent Auditors’ Report 47 Income Statement 53 Statement of Changes in Equity 54 Balance Sheet 55 Statement of Cash Flows 56 Notes on the Accounts 57 1. General information 57 2. Significant accounting policies 57 3. Income 60 4. Management fees 61 5. Other expenses 62 6. Finance costs 62 7. Taxation on ordinary activities 63 8. Net return per share 63 9. Dividends 64 10. Investments and derivative financial instruments 65 11. Substantial interests 66 12. Debtors 66 13. Creditors: amounts falling due within one year 67 14. Creditors: amounts falling due within one year 67 15. Creditors: amounts falling due after more than one year 67 16. Creditors: amounts falling due after more than one year 67 17. Share capital 68 18. Capital redemption reserve 68 19. Other reserves 69 20. Net asset value per ordinary share 69 21. Reconciliation of total return before finance costs and taxation to net cash inflow from operating activities 70 22. Contingencies and capital commitments 70 23. Related Party Transactions 71 24. Going Concern 72 25. Financial Risk Management 72 26. AIFMD 78 27. Post balance sheet movement in net assets 78 Ten Year Record 79 Notice of Annual General Meeting 81 Information for Shareholders 86 How to Invest 87 Glossary of Terms 88 Contents OVERVIEW AUDITORS’ REPORT Introducing F&C Global Smaller Companies PLC 1 Independent Auditors’ Report 56 Financial Highlights 2 FINANCIAL REPORT STRATEGIC REPORT Income Statement 63 Chairman’s Statement 6 Statement of Changes in Equity 64 Business Model 10 Balance Sheet 65 Policies 11 Statement of Cash Flows 66 Key Performance Indicators 12 Notes on the Accounts 67 Manager’s Review 13 Ten Year Record 84 Thirty Largest Holdings 24 List of Investments 26 NOTICE OF MEETING Principal Risks and Future Prospects 30 Notice of Annual General Meeting 86 GOVERNANCE REPORT OTHER INFORMATION Directors 34 Information for Shareholders 91 Directors’ Report 35 How to Invest 92 Corporate Governance Statement 42 Management and Advisers 93 Remuneration Report 46 Glossary of Terms 94 Report of the Audit and Management Engagement Committee 49 Statement of Directors’ Responsibilities 53 Financial Calendar Annual General Meeting 28 July 2016 Final dividend payable* 12 August 2016 Half-yearly results for 2017 announced December 2016 Interim dividend payable January 2017 Final Results for 2017 announced June 2017 *To shareholders on the register at the close of business on 15 July 2016 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you are recommended to seek your own independent financial advice from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000 if you are in the United Kingdom or, if not, from another appropriately authorised financial adviser. If you have sold or otherwise transferred all your ordinary shares or your holding of 3.5% Convertible Unsecured Loan Stock 2019 in F&C Global Smaller Companies PLC please forward this document, together with the accompanying documents, immediately to the purchaser or transferee or to the stockbroker, bank or agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. Registered in England and Wales with company registration number 28264. ii | F&C Global Smaller Companies PLC OVERVIEW OVERVIEW Introducing F&C Global Smaller Companies PLC REPORT STRATEGIC The objective of your Company is to invest in smaller companies worldwide in order to secure a high total return. GOVERNANCE REPORT We ignore the largest listed companies, focusing instead on smaller quoted stocks which display the potential for superior growth. Many smaller companies are often overlooked by brokers and other investors, providing us the opportunity to identify undervalued opportunities within a wide investment universe. We recognise the particular risks inherent in smaller company investing. Our AUDITORS’ REPORT portfolio is invested across many individual companies and funds, providing a global exposure to stock markets and sectors reducing the risk of over-exposure to any one company, market, currency or industry. Our record of increasing the dividend for 46 years in a row is one that we are proud of. By focusing on companies that have the potential to deliver future growth, we hope to receive an increasing stream of investment income in the FINANCIAL REPORT years ahead. F&C Global Smaller Companies is suitable for retail investors in the UK, professionally advised private clients and institutional investors who seek growth over the long term, and who understand and are willing to accept the risks, as well as the rewards, of exposure to smaller companies. NOTICE OF MEETING Visit our website at www.fandcglobalsmallers.com OTHER INFORMATION Potential investors are reminded that the value of investments and the income from them may go down as well as up and investors may not receive back the full amount invested. Tax benefits may vary as a result of statutory changes and their value will depend on individual circumstances. Report and Accounts 2016 | 1 Financial highlights Consolidating our performance record Strong performance with 3.5% Net Asset Value (“NAV”) total return The diluted NAV rose to 994.50p. The total return of 3.5% beat the benchmark which 3.5% returned 1.3%. Share price total return of 3.2% The share price ended the year at 1001p and over ten years has risen by 3.2% 157.3%, the equivalent of 9.9% per annum. Dividend of 10.70 pence – 46th consecutive annual increase We recognise the importance of a rising dividend in real terms. The total dividend for 10.70 the year is 10.70 pence, an increase of 10.9%. pence Shares ended the year at a premium of 0.7% For most of the year the share price traded at a premium to NAV at a time when other 0.7% trusts have seen more volatility in their discount. Forward-looking statements This document may contain forward-looking statements with respect to the financial condition, results of operations and business of the Company. Such statements involve risk and uncertainty because they relate to future events and circumstances that could cause actual results to differ materially from those expressed or implied by forward-looking statements. The forward-looking statements are based on the Directors’ current view and on information known to them at the date of this document. Nothing should be construed as a profit forecast. 2 | F&C Global Smaller Companies PLC OVERVIEW OVERVIEW Long-term summary STRATEGIC REPORT STRATEGIC In the last ten years F&C Global Smaller Companies has turned a £1,000 investment, with dividends reinvested, into £2,573 compared with £2,043 from the GOVERNANCE REPORT Company’s Benchmark. NET ASSET VALUE PER SHARE AT 30 APRIL – PENCE MID-MARKET PRICE PER SHARE AT 30 APRIL – PENCE 1000 1000 800 800 AUDITORS’ REPORT 600 600 400 400 200 200 0 0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Source: F&C Source: F&C FINANCIAL REPORT DIVIDENDS PER SHARE – PENCE PREMIUM/(DISCOUNT) AT 30 APRIL – % 12 2.0 10 0.0 8 -2.0 6 -4.0 4 -6.0 2 -8.0 NOTICE OF MEETING 0 -10.0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Source: F&C Source: F&C The dividend has increased every year for the past 46 years and over the last ten years is up 136.2% or 9.0% compound per annum, compared with inflation of OTHER INFORMATION 33.0% or 2.9% compound per annum. Report and Accounts 2016 | 3 ‘TheBUSINESS MODELCompany’s AND STRATEGY shares have been a popular choice for parents, with more than 20,000 children having become shareholders through a Child Trust Fund or Junior ISA’ 4in | F&C Global2014.” Smaller Companies PLC OVERVIEW STRATEGIC REPORT STRATEGIC REPORT STRATEGIC GOVERNANCE REPORT AUDITORS’ REPORT FINANCIAL REPORT NOTICE OF MEETING OTHER INFORMATION Report and Accounts 2016 | 5 Chairman’s statement Anthony Townsend, Chairman An improved last quarter showing from the investment portfolio after weakness in the first six months and early in 2016, meant that for the fourth year in a row the Net Asset Value (“NAV”) and share price ended the year in positive return territory. Equity markets recovered as the view took hold that interest rates in the US would not move up materially in the near term while rising commodity prices later in the period were also taken positively as an indicator that the world economy was not heading into a deflationary decline. As a globally spread fund, with the majority of investments Stock (“CULS”) and 3.6% undiluted, with the share price denominated in currencies other than sterling, weakness in the returning 3.2%. pound during the last few months was beneficial to our results. I am pleased to be able to say that the Company’s resilient The Company’s Benchmark, which is a 70%/30% blend performance has resulted in it winning the What Investment of the MSCI All Country World ex UK Small Cap Index and Global Investment Trust of the year award for 2016.