HGG.L Regulatory News (HGG)

Annual General Meeting

1 May 2014

Henderson Group plc holds its 2014 Annual General Meeting today.

The scripts for the opening addresses by the Chairman and the Chief Executive are attached.

Part one: Henderson Group Chairman's address to Shareholders.

Part two: Henderson Group Chief Executive's address to Shareholders.

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Henderson Group plc

47 Esplanade

St Helier

Jersey JE1 0BD

Registered in Jersey

No. 101484

ABN 67 133 992 766

Chairman's address

This is my first Annual General Meeting as Chairman, and I am delighted to be conducting it here in Sydney. Australian AGMs have a fierce reputation in the UK, and I admit to feeling a little like the England Captain must have felt walking to the crease in the first Test of our last Ashes encounter.

I would like to start by paying tribute to my predecessor, Rupert Pennant-Rea. Rupert saw the Group through its re-listing and restructuring in the early years,and laid the groundwork for today's success.

In my maiden address to you, our shareholders, I am delighted to be able to report on a very successful year for our company. I have been fortunate to join Henderson at a turning point, with five years of hard work resulting in significant business growth and strong performance for our clients.

As a newcomer to Henderson, I have had the opportunity to cast a fresh eye over the Group. Henderson has weathered the recent financial crisis well and has, in the last five years, been transformed into a business with a strong retail presence in the UK and Europe, a solid institutional footprint and growing global capabilities in the US and Asia. Henderson has been focused on delivering excellent performance and service to its clients. This is now being recognised in strong net flows in our Retail business, and an improving flow profile amongst institutional clients.We were delighted to announce last week that these strong flows continued in the first quarter of 2014.

I have been impressed with the strength of the senior leadership team at Henderson. In his five years as Chief Executive, Andrew Formica has overseen a transformation of the business from one which was predominantly UK-focused with one major institutional client, to what it is now - a global fund manager with a diverse client base. Roger Thompson joined this year as Chief Financial Officer, replacing Shirley Garrood, who made a significant contribution to the transformation of our business. We wish her well in her retirement from executive management. Roger's broad skill set, gained in a 19 year career at JP Morgan, makes him a valued member of our senior management team. Roger's strong international perspective compliments that of Phil Wagstaff, our Global Head of Distribution, who has already made real strides in building our global distribution capability. The recent appointment of Rob Gambi as Chief Investment Officer adds significantly to the already strong senior team.

I am pleased to say that all three are here today, including Rob Gambi who joined Henderson just last week.

This year has also seen changes among our non-executive directors.

Duncan Ferguson retired from the Board in 2013, having been on the Board since 2004. He gave outstanding service to Henderson. In the short time we worked together, I greatly appreciated his wisdom and insight. It is my pleasure to welcome Angela Seymour-Jackson, who joined as a Non-Executive Director in January 2014. Angela has held various senior marketing and distribution roles and brings strong retail financial services experience. Welcome, Angela.

One of my priorities when I joined the Group was to meet a wide cross section of the Henderson team in fund management, distribution and infrastructure. I have spent time understanding the capabilities we have in the US, Asia and Australia, as well as spending time with the teams in London, and am impressed by the potential we have to build our global footprint. I am very pleased with the quality of the individuals I have met across the business, their dedication to delivering the performance and service that our clients demand and their deep awareness of the responsibilities they have as trusted managers of our clients' portfolios. Asset managers are people businesses. Henderson has the strength in depth it requires to deliver its ambitious plans for growth.

As Chairman of the Board, one of my top priorities this year has been to make certain that the Board spent sufficient time considering the Group's strategy, reviewing strategic initiatives, prioritising items and making sure those we prioritise have adequate resources to succeed. For example, this year saw us execute a complex set of property transactions, which led to the creation of TIAA Henderson Real Estate, a joint venture between Henderson and TIAA-CREF, a leading US financial services organisation. As a result of these transactions, Henderson has strengthened its position in the property markets, and owns 40% of a property business capable of co-investing with clients, delivering client service on a global scale and generating superior investment performance. I would like to take this opportunity to wish our colleagues at TIAA Henderson Real Estate every success with their new venture, and also to extend good wishes to Henderson's North America property team, who have now transferred to TIAA-CREF. By changing the way Henderson participates in the property markets, we have simplified our business structure and are able to focus management time on our five core investment management capabilities - European Equities, Global Equities, Global Fixed Income, Multi-Asset and Alternatives. We have effectively translated strategy into action, and produced a value-creating outcome for our business.

Henderson's strategy is clear. Our dual objectives are growth and globalisation, to be achieved largely through organic means, but with scope for bolt-on acquisitions to accelerate business growth in areas such as America. By 2018, we aim to have created a truly global footprint and achieved net new money growth in excess of 5% per annum. Given straightforward market conditions, successful implementation of our strategy should enable us to double assets under management. Andrew is going to give you more detail about our plans to achieve this in his address.

Regulation is an ever more important part of our business - one in which the Board is rightly heavily engaged. We now have a new regulator, the Financial Conduct Authority (FCA), with a fresh agenda. We place great emphasis on ensuring that we are continuously up to date and compliant with our regulatory responsibilities.

We actively engage with the regulators and have, for example, invited a senior FCA representative to speak at our senior management conference as well as the FCA's Chairman to speak at our December Board meeting. I have also personally been meeting with our regulators to establish a direct line of communication and to demonstrate accountability and commitment to working together in order to achieve the best outcome for our clients and our business.

In 2013, the Board also took note of UK and European Union focus on auditor rotation, and reviewed our relationship with our auditors. The result of a carefully considered tender process is that we are proposing that PricewaterhouseCoopers replace Ernst and Young as our auditors, for the year ending 31 December 2014.

I would like to take this opportunity to thank our retiring auditors at Ernst and Young for their rigour and professionalism.

My role as your Chairman is to ensure we have an effective Board overseeing the business and to support the executive team in realising this strategy. We made good progress in 2013, with the promise of more success to come. Therefore, the Board is recommending a final dividend for 2013 of 5.85p per share, bringing the total dividend for 2013 to 8.00p per share - a 12% increase over 2012. The final dividend will be paid on 30 May 2014 to shareholders on the register on 9 May 2014.

We will continue to maintain a progressive dividend policy.

To conclude, I am very confident in the outlook for Henderson. The results we have announced clearly illustrate the significant progress made and that we are delivering on our strategy to build a leading global asset manager. We have a strong, motivated and highly capable team in place and a product set that is not only attractive to our clients but is also performing well. My fellow Directors and I are committed to working with all of our colleagues for a successful future, and to maintaining constructive relationships with our shareholders by listening to your views, and consulting you whenever appropriate. I look forward to reporting our progress to you in the coming years.

Chief Executive's address

It has now been five years since I became Chief Executive and I wanted to begin my review with a brief look back at what we have achieved in that time. There has been significant change over this period, and Henderson is now a much stronger business with a very exciting future.

When I became Chief Executive, we were at the beginning of what quickly became the global financial crisis. It was clear to the Board and to me that Henderson was going to have to be very nimble to survive the worst of the ensuing storm.

Our first priority was to strengthen our core proposition in the UK and Europe.

We set about rebalancing our business back towards Retail; strengthening the focus on our clients; improving the financial health of the Group; and especially, delivering investment performance. This focus led us to pursue the highly effective acquisitions of New Star and Gartmore. Both acquisitions were not only financially compelling; they also brought some remarkably talented colleagues into our business and we are proud to work side-by-side with them today as part of Henderson. It is highly satisfying to see in 2013 our UK and European businesses deliver strong investment performance and client flows, gain market share and build an ever stronger reputation.

With our home markets of the UK and Europe returning to growth, and our acquisitions of New Star and Gartmore well and truly bedded down, our focus has now shifted towards the development of our international business. Over 2013, we have significantly enhanced our global distribution network and built our international footprint, both organically and by selective bolt-on acquisitions. In America, Asia and Australia, we have small, profitable but underdeveloped businesses, all with interesting assets, which we are now putting to work.

In America for example, we have a very successful Retail distribution network. It is an under-appreciated fact about Henderson that our biggest selling fund last year was a US mutual fund - the Henderson Global Equity Income Fund. We are keen to build out our US investment management expertise to complement our distribution strength. We added a US Fixed Income high yield team last year, who have already been returning top decile performance for our clients. We would like to add US domestic equities capability, probably through a bolt-on acquisition if we can find the right partner.

Here in Australia, we are in the fortunate position of having strong brand recognition, but to date very little actual business. Rob Adams and his team are in the process of putting this right, and our Australian business is now developing quickly. In 2013, we acquired H3 Global Advisors, a specialist commodity manager, and 33% of 90 West Asset Management, a natural resources equity specialist boutique. In December, we launched our first Henderson-branded fund, the Henderson Global Equities Fund, and the Henderson Global Fixed Income Fund is due to launch shortly. Our ability to adapt our global product capabilities to local market need is creating significant opportunities.

The results we have reported for this year are a clear sign that the changes we have implemented are bearing fruit.

We are acutely aware of the importance of sustained investment performance, and I am pleased that performance further strengthened in 2013 across all our core capabilities - European Equities, Global Equities, Global Fixed Income, Multi-Asset and Alternatives.

I am also delighted to report a return to positive net inflows from our clients. This was driven by our Retail fund ranges, which saw a combined £4.4bn of net inflows in 2013 across geographies. We published our first quarter update on assets under management last week, which showed that we have made a strong start to 2014. Our Retail and Institutional businesses both saw net inflows - to the tune of £3.0bn - taking total assets under management up to a record £79.2bn on 31 March.

Strong investment performance and fund flows are beginning to have a positive impact on our financial results. In 2013, we achieved all-time highs on a number of levels, including profit before tax, earnings and dividends per share.

Our new global brand, which is all around us today and which we unveiled in this year's Annual Report, marks an important milestone in the evolution of Henderson. The brand advertising campaign which we ran through March and April highlighted our global reach, client focus and investment expertise. The launch of our new, global and more institutionally-focused brand coincides with our 80th anniversary which we are celebrating this year. Much has changed from the early days when the company was founded to serve our first client, Alexander Henderson. Today, we are a modern, global investment house, yet we still hold true to our founding principle - to provide excellent performance and service to our clients.

Looking ahead, we have bold but achievable ambitions. By 2018, we want Henderson to have a truly global footprint and we expect to deliver new business growth from our clients above 5% per annum. If we experience relatively straightforward market conditions over this period, we should be able to double our assets under management.

Our mission remains to be a trusted global asset manager focused on delivering excellent investment performance and service to our clients.

The last 12 months have seen us take great strides forward on delivering against our mission. In the years ahead, we will continue to invest in the business and maintain focus on our clients as we seek to build upon the solid foundations we have.

I would like to take this opportunity to thank our shareholders for their support over the years. And I would like to end by paying tribute to my colleagues at Henderson, and extend a very large thank you to them for working tirelessly on behalf of our clients to help Henderson to deliver on our promises.