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Hermes Investment Funds Public Limited Company Hermes Investment Funds Public Limited Company (An umbrella investment company with variable capital and having segregated liability between its Funds incorporated with limited liability in Ireland) Annual Report and Audited Financial Statements For the year ended 31 December 2011 Hermes Investment Funds Public Limited Company Contents Management and Administration ..................................................................................................................... 3 Directors’ Report ............................................................................................................................................. 4 Investment Manager’s Report .......................................................................................................................... 8 Custodian’s Report to the Shareholders ........................................................................................................ 36 Independent Auditor’s Report ....................................................................................................................... 37 Portfolio Statements ..................................................................................................................................... 39 Balance Sheet .............................................................................................................................................. 97 Income Statement ...................................................................................................................................... 103 Statement of Changes in Net Assets Attributable to Holders of Redeemable Participating Shares ............... 110 Cash Flow Statement ................................................................................................................................. 116 Notes to the Financial Statements ............................................................................................................... 122 Unaudited Schedule of Significant Portfolio Movements ............................................................................... 176 Notice of Annual General Meeting .............................................................................................................. 188 Form of Proxy .............................................................................................................................................. 189 2 Hermes Investment Funds Public Limited Company Management and Administration Directors Registered Office Paul McNaughton (Chairman) (Irish)* Georges Court Justin Egan (Irish)* 54-62 Townsend Street Brian Collins (Irish)* Dublin 2 Patrick Galligan (Irish) Ireland Promoter, Investment Manager and Distributor Advisor Hermes Investment Management Limited Hermes Equity Ownership Services Limited Lloyds Chambers Lloyds Chambers 1 Portsoken Street 1 Portsoken Street London E1 8HZ London E1 8HZ England ......................................................................... England Custodian Administrator, Registrar and Transfer Agent Northern Trust Fiduciary Services (Ireland) Limited Northern Trust International Fund Georges Court Administration Services (Ireland) Limited 54-62 Townsend Street Georges Court Dublin 2 54-62 Townsend Street Ireland Dublin 2 Ireland Independent Auditor Legal Advisor to the Company Deloitte & Touche William Fry Deloitte & Touche House Fitzwilton House Earlsfort Terrace .......................................................... Wilton Place Dublin 2 .................................................................... Dublin 2 Ireland ...................................................................... Ireland Sponsoring Broker J & E Davy Davy House 49 Dawson Street ........................................................ Dublin 2 .................................................................... Ireland *Non-executive Directors, independent of Investment Manager 3 Hermes Investment Funds Public Limited Company Directors’ Report The Directors of Hermes Investment Funds Public Limited Company (the “Company”) have pleasure in presenting the Annual Report and audited Financial Statements of the Company for the year ended 31 December 2011. Statement of Directors' responsibilities The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable Irish law and International Financial Reporting Standards (“IFRS”). Irish Company Law requires the Directors to prepare Financial Statements for each financial year, which give a true and fair view of the state of the affairs of the Company and of the profit or loss for that year. In preparing these Financial Statements, the Directors are required to: select suitable accounting policies and then apply them consistently; make judgements and estimates that are reasonable and prudent; and prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors confirm that they have complied with the above requirements in preparing the Financial Statements. The Directors are responsible for keeping proper books of account which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the Financial Statements are prepared in accordance with IFRS as adopted by the European Union and comply with the Irish Companies Acts, 1963 to 2009 and the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations, 2011, (the UCITS Regulations). They are also responsible for safeguarding the assets of the Company and in fulfilment of this responsibility, they have entrusted the assets of the Company to a Custodian for safekeeping in accordance with the Memorandum and Articles of Association. The Directors are responsible for taking reasonable steps for the prevention and detection of fraud and other irregularities. Review of business The Company was incorporated on 23 October 2008 under the laws of the Republic of Ireland as an open ended umbrella type investment company with variable capital and limited liability in which different funds may be created from time to time. The Company is authorised by the Central Bank as an Investment Company pursuant to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011. The principal risks and uncertainties faced by the Company are the investment risks associated with the portfolio of investments held for the account of each sub-fund (the term “sub-fund” relates to the 12 sub funds listed on page 122) and the operational risks associated with their management and administration (see note 7 to the Financial Statements). Directors’ statement on proper books of account The measures taken by the Directors to secure compliance with the Company’s obligation to keep proper books of account are the use of appropriate systems and procedures and employment of competent persons. The proper books of account of the Company are maintained by Northern Trust International Fund Administration Services (Ireland) Limited, at Georges Court, 54-62 Townsend Street, Dublin 2, Ireland. 4 Hermes Investment Funds Public Limited Company Director’s Report (continued) Transactions involving Directors There were no contracts or agreements of any significance in relation to the business of the Company in which the Directors had any interest, as defined in the Companies Act, 1990, at any time during the year, other than those set out in Note 5 to the Financial Statements. Revenue The results of operations for the year ended 31 December 2011 are set out in the Income Statement. Directors’ Interests in shares of the company No Director, nor the Company Secretary, had any beneficial interest in the shares of the Company throughout the year. Distributions Details of distributions paid and proposed are set out in note 12 to the Financial Statements. Independent auditor The independent auditor, Deloitte & Touche, have indicated their willingness to continue in office in accordance with Section 160 (2) of the Companies Act, 1963. Directors There were no appointments or resignations during the year. The Directors of the Company at 31 December 2011 are stated on page 3. Significant events during the year Hermes Commodities Index Fund II and Hermes Sourcecap Europe Ex-UK Fund, authorised by the Central Bank on 13 June 2011 and 15 December 2011, were seeded on 15 June 2011 and 21 December 2011 respectively. Subsequent events The Board decided that the Hermes Pan European Small Cap Companies Fund was to be liquidated and the fund was fully redeemed on 12 March 2012. Up to the date of approval of these Financial Statements there have been no other events subsequent to the year end, which will impact on the Financial Statements for the year ended 31 December 2011. Corporate Governance Statement The European Communities (Directive 2006/46/EC) Regulations (S.I. 450 of 2009 and S.I. 83 of 2010) (the “Regulations”) requires the inclusion of a corporate governance statement in the Directors’ Report. The Company is subject to corporate governance practices imposed by: (i) the Irish Companies Acts 1963-2009; (ii) the Articles of Association of the Company; (iii) the Central Bank of Ireland UCITS Notices and Guidance Notes which are available for inspection at the registered office of the Company. The requirements stemming from these are set out in the Corporate Governance Code published by the Irish Funds
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