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Final Results

17 Oct 2022 07:00

RNS Number : 0133D JPMorgan UK Smaller Cos IT PLC 17 October 2022 160

LONDON STOCK EXCHANGE ANNOUNCEMENT

JPMORGAN UK SMALLER COMPANIES INVESTMENT TRUST PLC

(the 'Company')

FINAL RESULTS FOR THE YEAR ENDED 31ST JULY 2022

Legal Entity Ientifier: 49300PXALXKUMU9JM18

Information isclose in accorance with DTR 4.2.2

160

The Directors announce the Company's results for the year ene 31st July 2022

160

CHAIRMAN'S STATEMENT

Investment Performance

After an exceptionally strong prior year, performance over the financial year to 31st July 2022 was isappointing. Over the perio, the Company's total return on net assets (with net iviens reinveste) was -23.8% as compare to the Numis Smaller Companies plus AIM Inex (excluing investment companies) which returne -16.0%. In aition, an in contrast to the previous year, the Company's share price iscount to NAV wiene from 8.0% on 31st July 2021 to 11.0% on 31st July 2022. Whilst the Company's peer group also experience wiening iscounts, this nevertheless amplifie the negative share price total return to shareholers which was -26.1%.

Having skillfully navigate the challenges of COVID, the managers entere 2022 with some optimism only to have the financial outlook turne on its hea by Putin's invasion of Ukraine. Amongst other factors, the resultant effect on energy an commoity prices rapily force many central banks to increase interest rates significantly, in sharp contrast to the economic stimulus previously provie by governments. This not only pile pressure on consumers but also cause long term growth focuse investment strategies, such as the Company's, to unerperform ramatically. Whilst the managers have not an will not change their investment approach, the macro economic backrop necessitate significant changes to the portfolio. In their report, the managers provie further etail on portfolio performance an attribution, together with a commentary on markets an portfolio activity.

Since the year-en, the iscount has wiene to 16.6% as at 12th October 2022. The return on net assets was -1.9% compare to a ecrease in the benchmark of -13.2% an the return to shareholers was -21.2%.

Revenue an Diviens

Shareholers will remember that the ivien was not fully covere by revenue in the previous year. However, the Directors felt able to pay an increase ivien (supplemente by revenue reserves) when taking into account the managers' robust revenue projections. These projections have prove to be correct with net revenue increasing by 91.7% to 1636.6160million in the financial year to 31st July 2022.

Consequently, the Directors are recommening a final ivien of 6.9p (2021: .7p) per share, an increase of 21.1%. If approve, the ivien will be pai on 19th December 2022 to shareholers on the register at close of business on 11th November 2022.

Gearing

The Boar believes that a moerate level of gearing is an efficient way to enhance long-term shareholer returns, albeit at the cost of a160small increase in short-term volatility. The Boar takes into consieration the cost of borrowing when arranging facilities available to the Manager. The level of gearing is regularly iscusse with the Manager an is ajuste by them, to reflect short-term consierations, within parameters set by the Boar.

In orer that the Managers coul retain the flexibility to maintain gearing up to the maximum permitte level, on 1st October 2021 the borrowing facility with Scotiabank was increase from 16340160million (with an option to increase the commitment by 16310 million) to 1630 million for a perio of 24160months. The current facility will expire on 1st October 2023. There is a further option to increase borrowings to 16360 million subject to certain conitions.

At the year-en, 1632 million (2021: 1633 million) was rawn on the loan facility with the gearing level of .8% (2021: 8.9%) of net assets. As at 12th October 2022, gearing was 7.3%.

Change to Investment Guieline

In July 2022, the Boar announce its ecision to amen the current investment restriction that the Company woul not normally invest more than 0% of its gross assets in AIM stocks. With more small cap companies choosing to list on AIM an fewer moving from AIM to the Main Market of the Lonon Stock Exchange, the Boar agree with its Investment Managers to increase the percentage of assets which the Company can hol in AIM stocks. In aition, reflecting the composition of the Benchmark, it was agree that a minimum holing of AIM stocks relative to the Benchmark be introuce. The amene investment guieline now allows the Company to invest in AIM stocks up to a maximum an minimum exposure limit of +/-20% relative to the Benchmark.

Share Repurchases an Issuance

At last year's Annual General Meeting ('AGM'), shareholers grante the Directors authority to allot new shares an to repurchase the Company's shares for cancellation or to be hel in Treasury for possible re-sale. During the financial year the Company i not repurchase or allot any shares. There are currently 79,611,410 shares in issue, incluing 1,9,741 shares which are hel in treasury an available for reissuance. Treasury shares will only be sol at a premium to net asset value thus enhancing shareholer value.

As in previous years, the Boar's objective is to use the repurchase an allotment authorities to manage imbalances between the supply an eman of the Company's shares, with the intention of reucing the volatility of the iscount or premium, in normal market conitions. To ate the Boar believes this mechanism has been helpful an therefore proposes an recommens that powers to repurchase up to 14.99% of the Company's shares (less shares hel in Treasury) an the allotment of new shares or sale of shares out of Treasury up to approximately 10% as at the ate of the AGM be renewe.

Boar of Directors an Succession Planning

During the year, the Boar, through its Nomination Committee, employe an inepenent boar avisory consultant to facilitate a comprehensive evaluation of the Boar, its committees, the iniviual Directors an the Chairman. Their report confirme the efficacy of the Boar.

Frances Davies will retire from the Boar at the AGM in December 2022. She joine the Boar in March 2013 an has mae a significant contribution to the performance of the Company. On behalf of the Boar, I woul like to thank Frances for her contribution to the Company over the years. As you are aware, Frances is also Chairman of the Remuneration Committee an Senior Inepenent Director an following her retirement Alice Ryer will take over these roles.

As part of succession planning, the Boar appointe Katrina Hart in June 2022. Katrina has longstaning financial markets expertise an extensive Boar experience. She brings a wealth of experience to the Boar, gaine from her roles in corporate finance an equity research an, subsequently, her involvement as a Non-Executive Director of both investment trusts an asset management companies. The Boar believes Katrina will be a valuable aition to the Boar an therefore recommen that shareholers vote in favour of her appointment at the forthcoming AGM.

In accorance with goo corporate governance practice, all the other Directors will stan for reappointment at the forthcoming AGM.

Environment, Social an Governance (ESG) consierations

The Boar shares the Investment Managers' view of the importance of ESG factors when making investments for the long term an of the necessity of continue engagement with investee companies throughout the uration of the investment. The Investment Managers' report escribes the evelopments in the ESG process that have taken place uring the year together with examples of how these are implemente in practice. Further information on the Manager's ESG process an engagement is set out in the ESG Report section within the Annual Report.

Annual General Meeting

We are elighte that this year we will once again be able to invite shareholers to join us in person for the Company's thirty-secon Annual General Meeting ('AGM') to be hel at 60 Victoria Embankment, Lonon EC4Y 0JP on th December 2022 at 3.00 p.m. The Boar hopes to welcome as many shareholers as possible.

As with previous years, you will have the opportunity to hear from the Investment Managers an their presentation will be followe by a question an answer session. Shareholers wishing to follow the AGM proceeings but choosing not to atten will be able to view them live an ask questions through conferencing software. Details on how to register together with access etails can be foun on the Company's website: www.jpmuksmallercompanies.co.uk, or by contacting the Company Secretary at invtrusts.cosec@jpmorgan.com.

In accorance with normal practice, all voting on the resolutions will be conucte on a poll. Due to technological reasons, shareholers viewing the meeting via conferencing software will not be able to vote on the poll an we therefore encourage all shareholers, an particularly those who cannot atten physically, to submit their proxy votes in avance of the meeting, so that they are registere an recore at the AGM. Proxy votes can be loge in avance of the AGM either by post or electronically: etaile instructions are inclue in the Notes to the Notice of Annual General Meeting in the Annual Report. In aition, shareholers are encourage to sen any questions ahea of the AGM to the Boar via the Company Secretary at the email aress above. We will eneavour to answer relevant questions at the meeting or via the website epening on arrangements in place at the time.

If there are any changes to the above AGM arrangements, the Company will upate shareholers through the Company's website an, as appropriate, through an announcement on the Lonon Stock Exchange.

Outlook

As we anticipate in the interim outlook, the invasion of Ukraine has ha a etrimental effect on orinary citizens across the globe an particularly those that are less well off. However, we i not anticipate the severity of the cost of living crisis an the level of government support that woul be necessitate. Governments an policy makers are having to grapple with an unusually uncertain an complex set of economic an geopolitical situations which are requiring a significant re-evaluation of the globalisation of previous ecaes an the source of supply of essential commoities an goos. Many of these issues will take a number of years to resolve but in the short-term the very real cost of living crisis riven by inflation an interest rate increases not previously experience by many nees to be aresse. This is particularly so in the UK where immeiate an significant intervention is require to alleviate the prospect of 'sticky inflation' riven by a wage/price spiral an the amage cause by the expectation of further inflation.

Following the recent change of Prime Minister, her new Chancellor's mini buget has cause turmoil in the UK markets. Whilst the esire to make a ramatic an immeiate impact on the UK economy an ai those suffering from the rising cost of living is unerstanable, the manner in which it has been one is not. The poor communication, lack of obvious consultation with the Bank of Englan an absence of inepenent guiance from the OBR has le to a significant loss of investor confience reflecte in crashing bon prices, equities an the value of sterling. The public criticism from the International Monetary Fun is almost unpreceente an oes not ai government creibility. The government's cost of borrowing, as reflecte in sharply rising gilt yiels (falling prices), has ramatically increase as investors eman a premium for financing UK plc. The Bank of Englan has been set at os with the government as it attempts to counter the potential inflationary effects of the current government policy, weakene sterling an high gilt yiels. The Bank has alreay intervene in bon markets, attempting to lower yiels by buying gilts, an will almost certainly have to increase the base rate further than previously anticipate. This will cause a significant increase in mortgage payments an put pressure on property valuations all to the etriment of the embattle consumer. In160short, the outlook is as uncertain as it has been in a long time an we an the Managers anticipate continue, significant volatility in markets.

The share prices of UK omestic an smaller companies have been hit har in actual an relative terms in anticipation of uncertainty an the challenging outlook for the UK. As previously mentione, this has require a significant re-appraisal of the construction of the Company's portfolio as the managers aapt to the rapily changing environment that we fin ourselves in. We are fortunate to have very experience Managers who are working har to preserve an grow shareholers' assets an their success in oing so is evient in their impressive long term recor of outperformance.

160

Anrew Impey

Chairman160160160 160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160 14th October 2022

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INVESTMENT MANAGERS' REPORT

Performance an Market Backgroun

The Company's financial year to July 2022 was ominate in the first half by COVID-19. As the vaccines took effect, the country starte to re-open, only for the Omicron variant to re-awaken fears towars the en of 2021. As expecte, in December 2021 the Bank of Englan (BoE) raise rates for the first time since the COVID-inuce reuction to 0.1 %. As we entere 2022, the picture looke more positive, espite160concerns over the impact of rising inflation an rising interest rates from their historic low. Forecasts at that time were for a continue strong reboun in GDP growth of approximately 4.% in 2022 as the economy continue to recover, an inflation was expecte to peak in April at aroun 6%. Events clearly intervene, with the Russian invasion of Ukraine upening these forecasts as the increasing cost160of staples an energy rove inflation expectations significantly higher. As bills rose an wages faile to keep pace, the cost of living pressures escalate for many househols. In aition, on-going logistic bottlenecks an constraine labour supply ae to inflationary pressures for corporates. The BoE continue to raise interest rates in an attempt to combat inflation, an they ene our financial year at 1.2%.

Against this very testing backrop, the Numis Smaller Companies plus AIM (ex Investment Companies) Inex ecline by 16% in the year. Disappointingly, the Company prouce a ecline in net assets of 23.8%. The share price total return was -26.1%, as the iscount of the share price relative to net assets wiene, ue to a sell-off in the more omestically focuse smaller companies arena in the light of the economic outlook.

Portfolio

A number of our largest positions continue to perform strongly, among them OSB (formerly known as OneSavings Bank), Alpha FX, Ergome an Serica. OSB specialises in lening to professional lanlors in the UK market, benefitting from rate increases an growing strongly through market share gains an refinancing activity. It has also initiate a buyback of shares as it has significant excess capital on its balance sheet. The high growth company Alpha FX, which provies currency solutions for corporates, has again outperforme market expectations an is continuing to expan its operations outsie the UK. Ergome, a provier of services to the pharmaceutical inustry, continues to emonstrate its resilient business moel an its expansion into the US is bearing fruit as pharmaceuticals continue to outsource specialist activities, while Serica, a North Sea gas proucer, is a beneficiary of high gas prices an was also subject to a160takeover approach.

However, these successes were not enough to outweigh the etractors in the portfolio. These inclue Halfors, Reach, Victorian Plumbing, Luceco an Joules, all of which were exite in the year as the unerlying performance of the businesses ecline. The three retailers, Halfors (car parts an bicycles), Victorian Plumbing (bathroom relate proucts) an Joules (clothing), suffere from poor sales an inventory issues. Luceco, a proucer of LED bulbs an electrical accessories, face ifficult en markets as a supplier into the DIY chains. The national an regional news publisher Reach isappointe as its progress in expaning into igital meia unexpectely slowe, an in its traitional newspapers it suffere from rising newsprint costs.

Aitionally, the share prices of a few of our largest positions such as Future, Dunelm an Games Workshop ecline precipitously as the market e-rate these consumer expose names, espite a160notable lack of earnings owngraes from company guiance. With hinsight, we were slow to react, as our analysis of the specific outcome for these iniviual companies was very much counter to the market perception. While we i reuce the sizing in these positions, the magnitue of the market e-ratings has le us to maintain holings in the above names, given their current valuations an long-term prospects.

That sai, we have of course mae a number of significant changes to the portfolio in 2022, given the160ramatic change in outlook over the year for inflation, consumer confience an interest rate expectations. Among the many changes to the portfolio, we have increase our energy exposure with new positions in Ashtea Technology (a recent IPO which provies subsea rental equipment to the global offshore energy sector), Hunting (oil services) an Energean (gas proucer) an ae to our holing in Serica (oil an gas proucer). Other new aitions inclue FRP Avisory Group (insolvency/ebt avisory company) an HT (pawn-broker), which shoul be well-positione in these ifficult economic times, an more efensive names such as Wilmington (professional services) an Telecom Plus (a utility provier). On the other sie, we have significantly reuce our consumer exposure as the outlook has arkene. Among the exits from the portfolio are Saga, Marston's, Moonpig, Curry's, Rank an Restaurant Group.

Overall as can be seen from a number of our sales in the year, we have significantly reuce our exposure to the UK consumer. However we also believe that a number of consumer-facing companies will weather the economic ownturn well an continue to take market share we strongly believe this is not reflecte in their current share prices. We continue to remain overweight to the UK (an the USA), in unerlying revenue terms, relative to our benchmark. We also reuce our gearing an pai own 16310160million of our ebt uring the secon half of the year as the economic backrop eteriorate. In navigating these uncharte waters we have eneavoure to position the portfolio to have a balance between structural growth companies an cheap 'recovery' names the portfolio compares favourably with the benchmark on all our key metrics, which will hopefully serve us well when market sentiment shifts.

Outlook

As we write this report, we have a new Prime Minister. There are too many unanswere questions to enumerate at this time but it seems clear that her absolute priority is to help UK citizens an UK companies to eal with the energy price crisis, which woul otherwise threaten to overwhelm many. Among the many things we o not know, key questions inclue: How long will energy costs remain elevate? How much will the propose energy cap cost the UK? While it will lower inflation in the short term, will it prove of itself to be inflationary? When will the Russian war with Ukraine en? Will there be gas shortages in Europe an the UK this winter? How high will interest rates nee to go? The answers to these questions will have a irect impact on the looming recession in the UK - small an short, or long an severe, as suggeste by the recent Bank of Englan forecast.

Our present view is that there is likely to be a recession in the UK in 2023. Currently, key metrics in the UK such as employment levels, PMIs (purchasing manager inices), the housing market an retail sales are all holing up to a greater or lesser extent - an inee that is the message we are receiving from talking to our companies. However, both we an they are obviously aware of the many risks on the horizon. These inclue significantly higher interest rates, higher mortgage rates impacting the consumer an house prices, inflation remaining elevate for longer an the impact of sterling's evaluation. But the key metric we are focusing on is inflation, an in particular a fall in core inflation. If this eventually starts to emerge, then we believe stock markets will start to rally. If history provies a160reliable guie, markets will rally prior to the GDP ata turning more positive.

The last year has been a painful one for all investors. However, we believe that the structural rivers that have riven the superior performance in the small cap arena over longer time frames have not change. Over the last many years we have seen perios of extreme volatility an rawowns, such as we experience uring the Brexit referenum an the onset of COVID, an now once again in 2022, when the omestic UK market has fallen ramatically out of favour. These have proven historically to be very avantageous buying opportunities in this area of the market, an we o not believe this will prove to be ifferent in this economically challenging time.

160

Georgina Brittain

Katen Patel

Investment Managers160160160 160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160160 14th October 2022

160

PRINCIPAL AND EMERGING RISKS

The Directors confirm that they have carrie out a robust assessment of the principal an emerging risks facing the Company, incluing those that woul threaten its business moel, future performance, solvency or liquiity. The risks ientifie an the ways in which they are manage or mitigate are summarise below.

With the assistance of the Manager, the Boar has complete a robust risk assessment an rawn up a risk matrix, which ientifies the key risks to the Company. The risks ientifie an the broa categories in which they fall, an the ways in which they are manage or mitigate are summarise below. The AIC Coe of Corporate Governance requires the Auit Committee to put in place proceures to ientify emerging risks. At each meeting, the Boar consiers emerging risks which it efines as potential trens, suen events or changing risks which are characterise by a high egree of uncertainty in terms of occurrence probability an possible effects on the Company. As the impact of emerging risks is unerstoo, they may be entere on the Company's risk matrix an mitigating actions consiere as necessary. At present, no key emerging risks have been ientifie by the Boar.

160

Principal risk

Description

Mitigating activities

Strategic an Performance Risk

The corporate strategy, incluing the investment objectives an policies, may not be of sufficient interest to current or prospective shareholers. Other factors, such as the size of the Company an level of liquiity in its shares, may also eter shareholer interest, resulting in the shares traing at an increase iscount to net asset value.

Poor investment performance, for example ue to poor stock selection, asset allocation or an inappropriate level of gearing, may lea to uner-performance against the Company's benchmark inex an peer companies, resulting in the Company's shares traing on a160wier iscount.

The Boar regularly reviews its strategy, an assesses, with its brokers, shareholer views.

The Boar manages these risks by iversification of investments through its investment restrictions an guielines which are monitore an reporte on. The Manager provies the Directors with timely an accurate management information, incluing performance ata an attribution analyses, revenue estimates an liquiity reports. The Boar monitors the implementation an results of the investment process with the Investment Managers, who atten Boar meetings, an reviews ata which shows statistical measures of the Company's risk profile. The Investment Manager employs the Company's gearing, within a strategic range set by the Boar.

Discount/ premium

A isproportionate wiening of the iscount or narrowing of the premium relative to the Company's peers coul result in loss of value for shareholers, incluing as a result of lack of investor interest or reuction in market makers in the Company's shares.

In orer to manage the volatility of the Company's iscount the Company operates a share repurchase programme an the Boar regularly iscusses iscount management policy an has set parameters for the Manager an the Company's broker to follow. The Boar receives regular reports an is actively involve in the iscount management process. The Boar receives shareholer feeback from the Company's brokers an Manager an agrees the Company's sales an marketing plan with the Manager. Meetings with the Chair are offere annually to the Company's largest holers an shareholers are encourage to atten the AGM.

Smaller Company Investment an160Market

Investing in smaller companies is inherently more risky an volatile, partly ue to a lack of liquiity in the shares, plus AIM stocks are less regulate.

The Boar iscusses these risk factors at each Boar meeting with the Investment Managers. The Investment Managers manage investment risk in a variety of ways incluing the limits in relation to iniviual stocks an sectors relative to the Benchmark, together with other investment restrictions an guielines, which are agree with the Boar. These are monitore on an ongoing basis.

Political an Economic

Changes in financial or tax legislation, uncertainty about the UK's future relationship with the EU, changes in government policies, financial crises, natural isasters an significant falls in the market coul each aversely affect the Company's operation or performance.

The Manager makes recommenations to the Boar on accounting, ivien an tax policies, an seeks external avice where appropriate. In aition, the Boar seeks to mitigate risks though portfolio iversification an limits on gearing an conucts a regular review of the Company's control environment to ensure the Company can continue to operate.

Investment Management Team

Investment performance may suffer if the esignate investment managers were to leave.

The Boar consiers that, though there may be short-term isruption, the risk woul be mitigate by the substantial investment management resources of JPMorgan, an the use of an establishe investment methoology.

Accounting, Legal an Regulatory

In orer to qualify as an investment trust, the Company must comply with Section 118 of the Income an Corporation Tax Act 2010 ('Section 118'). Shoul the Company breach Section 118, it160may lose its investment trust status an as a consequence capital gains within the Company's portfolio woul be subject to Capital Gains Tax. The Company must also comply with the provisions of The Companies Act 2006 an, as its shares are liste on the Lonon Stock Exchange, the UKLA Listing Rules an Disclosure an Transparency Rules ('DTRs'). A160breach of the Companies Act 2006 coul result in the Company an/or the Directors being fine or the subject of criminal proceeings. Breach of the UKLA Listing Rules or DTRs may result in the Company's shares being suspene from listing which in turn woul breach Section 118. The Company is also subject to a number of other laws an regulations incluing AIFMD, MiFID II an the Market Abuse Regulations.

Corporate governance risk arises if the Boar fails to keep abreast of evolving best practice.

The Section 118 qualification criteria are regularly monitore by the Manager an the results reporte to the Boar each month. The Boar relies on the services of its Company Secretary, JPMFL160an its professional avisers to monitor compliance with all relevant requirements.

Cyber Crime

The threat of cyber attack, in all its guises, is regare as at least as important as more traitional physical threats to business continuity an security.

In aition to threatening the Company's operations, such an160attack is likely to raise reputational issues which may amage the Company's share price an reuce eman for its shares.

The Boar has receive the cyber security policies for its key thir party service proviers an JPMF has assure Directors that the Company benefits irectly or inirectly from JPMorgan's Cyber Security programme. The information technology controls aroun the physical security of JPMorgan's ata centres, security of its networks an security of its traing applications are teste by an inepenent thir party an reporte every six months against the AAF Stanar.

Global panemics

The emergence of COVID-19 has highlighte the spee an extent of economic amage that can arise from a panemic. There is the risk that emergent strains may not respon to current vaccines an may be more lethal an that they may sprea as global travel increases.

Time after time, markets have recovere, albeit over varying an sometimes extene time perios, an so the Boar oes have an expectation that the portfolio's holings will not suffer a material long-term impact an shoul recover. The Boar receives reports on the business continuity plans of the Manager an other key service proviers. The effectiveness of these measures has been assesse throughout the course of the covi-19 panemic an the Boar will continue to monitor evelopments as they occur an seek to learn lessons which may be of use in the event of future panemics.

To ate the portfolio's holings have not exhibite a160material long-term impact an have recovere as the containment measures ease, although the panemic has yet to run its course.

Climate change

Climate change, which barely registere with investors a ecae ago, has toay become one of the most critical issues confronting asset managers an their investors. Investors can no longer ignore the impact that the worl's changing climate will have on their portfolios, with the impact of climate change on returns now inevitable.

Financial returns for long-term iversifie investors shoul not be jeoparise given the investment opportunities create by the worl's transition to a low-carbon economy. The Boar also consiers the threat pose by the irect impact of climate change on the operations of the Manager an other major service proviers. As160extreme weather events become more common, the resiliency, business continuity planning an the location strategies of our services proviers will come uner greater scrutiny.

160

In preparing the Company's financial statements the Directors have consiere the impact of climate change risk (see Note 1(a)).

160

TRANSACTIONS WITH THE MANAGER AND RELATED PARTIES

Details of the management contract are set out in the Directors' Report in the Annual Report. The management fee payable to the Manager for the year was 1632,492,000 (2021: 1632,116,000) of which 163nil (2021: 163nil) was outstaning at the year en.160160160

During the year 163nil, incluing VAT, was payable to (2021: 163nil) the Manager for the aministration of savings scheme proucts, of which 163nil (2021: 163nil) was outstaning at the year en

Inclue in aministration expenses in note 6 in the Annual Report are safe custoy fees amounting to 1636,000 (2021: 1634,000) payable to JPMorgan Chase of which 1631,000 (2021: 1633,000) was outstaning at the year en.

The Manager may carry out some of its ealing transactions through group subsiiaries. These transactions are carrie out at arm's length. The commission payable to JPMorgan Securities Limite for the year was 163nil (2021: 1632,000) of which 163nil (2021: 163nil) was outstaning at the year en.

The Company also hols cash in the JPMorgan Sterling Liquiity Fun, which is manage by JPMorgan. At the year en this was value at 1639.4 million (2021: 1632.8 million). Interest amounting to 1630,000 (2021: 1633,000) was receivable uring the year of which 163nil (2021: 163nil) was outstaning at the year en.

Hanling charges on ealing transactions amounting to 1639,000 (2021: 16313,000) were payable to JPMorgan Chase uring the year of which 1632,000 (2021: 16310,000) was outstaning at the year en.

At the year en, total cash of 163294,000 (2021: 16320,000) was hel with JPMorgan Chase. A net amount of interest of 163nil (2021: 163nil) was receivable by the Company uring the year from JPMorgan Chase of which 163nil (2021: 163nil) was outstaning at the year en.

Full etails of Directors' remuneration an shareholings can be foun in the Annual Report.

160

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report an Financial Statements in accorance with applicable law an regulations.

Company law requires the Directors to prepare financial statements for each financial year. Uner that law the Directors have electe to prepare the financial statements in accorance with Unite Kingom Generally Accepte Accounting Practice (Unite Kingom Accounting Stanars), comprising FRS 102 'The Financial Reporting Stanar applicable in the UK an Republic of Irelan' an applicable law). Uner company law the Directors must not approve the financial statements unless they are satisfie that, taken as a whole, the annual report an accounts are fair balance an unerstanable an provie the information necessary, for shareholers to assess the Company's performance, business moel an strategy, an that they give a160true an fair view of the state of affairs of the Company an of the total return or loss of the Company for that perio. In preparing these financial statements, the Directors are require to:

8226160160160160160160160 select suitable accounting policies an then apply them consistently

8226160 160 160state whether applicable UK Accounting Stanars, comprising FRS 102, have been followe, subject to any material epartures isclose an explaine in the financial statements

8226160 160 160 160 160 make jugments an accounting estimates that are reasonable an pruent an

8226160 160 160160160prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business

an the Directors confirm that they have one so.

The Directors are responsible for keeping aequate accounting recors that are sufficient to show an explain the Company's transactions an isclose with reasonable accuracy at any time the financial position of the Company an enable them to ensure that the financial statements an the Directors' Remuneration Report comply with the Companies Act1602006. They are also responsible for safeguaring the assets of the Company an hence for taking reasonable steps for the prevention an etection of frau an other irregularities.

The accounts are publishe on the www.jpmuksmallercompanies.co.uk website, which is maintaine by the Company's Manager. The maintenance an integrity of the website maintaine by the Manager is, so far as it relates to the Company, the responsibility of the Manager. The work carrie out by the auitor oes not involve consieration of the maintenance an integrity of this website an, accoringly, the auitor accepts no responsibility for any changes that have occurre to the Annual Report since it was initially presente on the website. The Annual Report is prepare in accorance with UK legislation, which may iffer from legislation in other jurisictions.

Uner applicable law an regulations the Directors are also responsible for preparing a Strategic Report, a Directors' Report an a Directors' Remuneration Report that comply with that law an those regulations.

Each of the Directors, whose names an functions are liste in Directors' Report confirm that, to the best of their knowlege:

8226 160 160 160 the Company's financial statements, which have been prepare in accorance with Unite Kingom Generally Accepte Accounting Practice (Unite Kingom Accounting Stanars, comprising FRS 102 'The Financial Reporting Stanar applicable in the UK an Republic of Irelan', an applicable law), give a true an fair view of the assets, liabilities, financial position an profit of the Company an

8226160160160160160160160 the Strategic Report inclues a fair review of the evelopment an performance of the business an the position of the Company, together with a escription of the principal risks an uncertainties that it faces.

The Boar confirms that it is satisfie that the Annual Report an Financial Statements taken as a whole is fair, balance an unerstanable an provies the information necessary for shareholers to assess the Company's performance, business moel an strategy.

160

For an on behalf of the Boar

Anrew Impey

Chairman

14th October 2022

160

FINANCIAL STATEMENTS

STATEMENT OF COMPREHENSIVE INCOME

For the year ene 31st July 2022

2022

2021

Revenue

Capital

Total

Revenue

Capital

Total

163'000

163'000

163'000

163'000

163'000

163'000

(Losses)/gains on investments hel at fair value

through profit or (loss)

-

(8,781)

(8,781)

-

160138,923

160138,923

Net foreign currency losses

-

(2)

(2)

-

160(3)

160(3)

Income from investments

8,101

-

1608,101

1604,72

-

1604,72

Interest receivable an similar income

1600

-

0

1603

-

1603

Gross return/(loss)

8,11

(8,783)

(77,632)

1604,7

160138,920

160143,49

Management fee

(748)

(1,744)

(2,492)

160(63)

160(1,481)

160(2,116)

Other aministrative expenses

(66)

-

(66)

(42)

-

(42)

Net return/(loss) before finance costs an taxation

6,837

(87,27)

(80,690)

1603,1

160137,439

140,94

Finance costs

(180)

160(419)

160(99)

160(83)

160(210)

160(293)

Net return/(loss) before taxation

6,67

(87,946)

(81,289)

3,432

160137,229

140,661

Taxation

(106)

-

160(106)

160(14)

-

160(14)

Net return/(loss) after taxation

6,1

(87,946)

(81,39)

1603,418

160137,229

160140,647

Return/(loss) per share (note 2)

8.39p

(112.68)p

(104.29)p

4.38p

17.82p

180.20p

160

A final ivien of 6.9p per share (2021: .7p per share) is propose in respect of the year ene 31st July 2022 amounting to 163,386,000 (2021: 1634,449,000).

160

All revenue an capital items in the above statement erive from continuing operations. No operations were acquire or iscontinue in the year.

160

The 'Total' column of this statement is the profit an loss account of the Company an the 'Revenue' an 'Capital' columns represent supplementary information prepare uner guiance issue by the Association of Investment Companies. Net return/(loss) after taxation represents the profit/(loss) for the year an also Total Comprehensive Income.

160

STATEMENT OF CHANGES IN EQUITY

For the year ene 31st July 2022

Calle up

160

Capital

160

160

160

share

Share

reemption

Capital

Revenue

160

capital

premium

reserve

reserves1

reserve1

Total

163'000

163'000

163'000

163'000

163'000

163'000

At 31st July 2020

1603,981

1602,89

1602,903

170,96

1606,193

209,937

Net return

-

-

-

160137,229

3,418

140,647

Diviens pai in the year (note 3)

-

-

-

-

160(4,293)

160(4,293)

At 31st July 2021

3,981

1602,89

1602,903

160308,194

,318

346,291

Net (loss)/return

-

-

-

(87,946)

6,1

(81,39)

Diviens pai in the year (note 3)

-

-

-

-

(4,449)

(4,449)

At 31st July 2022

3,981

1602,89

2,903

220,248

7,420

260,447

1160160160160 These reserves form the istributable reserves of the Company an may be use to fun istribution of profits to investors.

160

STATEMENT OF FINANCIAL POSITION

At 31st July 2022

2022

2021

163'000

163'000

Fixe assets

160

160

Investments hel at fair value through profit or loss

27,604

160377,140

Current assets

160

160

Debtors

1,476

1602,291

Cash an cash equivalents

9,60

1603,077

11,126

160,368

Current liabilities

160

160

Creitors: amounts falling ue within one year

(1,283)

(36,217)

Net current liabilities

9,843

(30,849)

Total assets less current liabilities

28,447

346,291

Non Current liabilities

160

160

Creitors: amounts falling ue after one year

(2,000)

-

Net assets

260,447

346,291

Capital an reserves

160

160

Calle up share capital

3,981

1603,981

Share premium

2,89

1602,89

Capital reemption reserve

2,903

1602,903

Capital reserves

220,248

160308,194

Revenue reserve

7,420

,318

Total shareholers' funs

260,447

346,291

Net asset value per orinary share (note 4)

333.7p

443.7p

160

STATEMENT OF CASH FLOWS

For the year ene 31st July 2022

2022

2021

163'000

163'000

Net cash outflow from operations before iviens an interest

(3,018)

(2,66)

Diviens receive

1607,419

4,414

Interest receive

40

4

Overseas tax recovere

-

16029

Interest pai

160(604)

(291)

Net cash inflow from operating activities

3,837

1,90

Purchases of investments

160(10,409)

160(142,67)

Sales of investments

122,61

160129,424

Settlement of foreign currency contracts

(4)

-

Net cash inflow/(outflow) from investing activities

17,238

160(13,233)

Diviens pai

(4,449)

(4,293)

Litigation expense

(2)

160(14)

Repayment of bank loans

(18,000)

-

Drawown of bank loans

1608,000

16014,000

Net cash (outflow)/inflow from financing activities

(14,01)

9,693

Increase/(ecrease) in cash an cash equivalents

1606,74

(1,90)

Cash an cash equivalents at start of year

1603,077

,02

Exchange movements

(1)

2

Cash an cash equivalents at en of year

1609,60

3,077

Increase/(ecrease) in cash an cash equivalents

1606,74

(1,90)

Cash an cash equivalents consist of:

160

160

Cash an short-term eposits

160294

16020

Cash hel in JPMorgan Sterling Liquiity Fun

1609,36

2,827

Total

1609,60

3,077

160

160

NOTES TO THE FINANCIAL STATEMENTS

For the year ene 31st July 2022

160

1.160160160160160160 Accounting policies

160160160160160160160160160 Basis of accounting

The financial statements are prepare uner the historical cost convention, moifie to inclue fixe asset investments at fair value, an in accorance with the Companies Act 2006, Unite Kingom Generally Accepte Accounting Practice ('UK160GAAP'), incluing FRS 102 'The Financial Reporting Stanar applicable in the UK an Republic of Irelan' an with the Statement of Recommene Practice 'Financial Statements of Investment Trust Companies an Venture Capital Trusts' (the160'SORP') issue by the Association of Investment Companies in April 2021. In preparing these financial statements the Directors have consiere the impact of climate change risk as a principal risk an have conclue that it oes not have a material impact on the Company's investments. In line with FRS 102 investments are value at fair value, which for the Company are quote bi prices for investments in active markets at the 31st July 2022 an therefore reflect market participants view of climate change risk.

The financial statements have been prepare on a going concern basis. In forming this opinion, the irectors have consiere the potential impact of the ongoing COVID-19 panemic an other market strains on the going concern an viability of the Company, incluing the mitigation measures which key service proviers, incluing the Manager, have in place to maintain operational resilience, particularly in light of COVID-19. The Directors have reviewe the compliance with loan covenants in assessing the going concern an viability of the Company an other market strains. The Directors have reviewe income an expense projections to 31st October 2023 an the liquiity of the investment portfolio in making their assessment.

The policies applie in these financial statements are consistent with those applie in the preceing year.

2.160160160160160160 Return/(loss) per share

2022

2021

163'000

163'000

Revenue return

6,1

3,418

Capital (loss)/return

(87,946)

137,229

Total (loss)/return

(81,39)

140,647

Weighte average number of shares in issue uring the year

16078,01,669

78,01,669

Revenue return per share

8.39p

4.38p

Capital (loss)/return per share

(112.68)p

17.82p

Total (loss)/return per share

(104.29)p

180.20p

160

3.160 160160160160 Diviens

(a)160160160160 Diviens pai an propose

2022

2021

163'000

163'000

Divien pai

160

160

2021 final ivien of .7p (2020: .p) per share

4,449

4,293

Divien propose

160

160

2022 final ivien propose of 6.9p (2021: .7p) per share

,386

4,449

All iviens pai an propose in the perio have been an will be fune from the revenue reserve.

The ivien propose in respect of the year ene 31st July 2022 is subject to shareholer approval at the forthcoming AGM. In accorance with the accounting policy of the Company, this ivien will be reflecte in the financial statements for the year ening 31st July 2023.

(b)160160160 Divien for the purposes of Section 118 of the Corporation Tax Act 2010 ('Section 118')

The requirements of Section 118 are consiere on the basis of iviens eclare in respect of the financial year, shown below. The revenue available for istribution by way of ivien for the year is 1636,1,000 (2021: 1633,418,000). The revenue reserve after payment of the final ivien will amount to 1632,034,000 (2021: 163869,000).

2022

2021

163'000

163'000

2022 final ivien of 6.9p (2021: .7p) per share

,386

4,449

160

160

4.160160160160160160160160160160 Net asset value per share

160

2022

2021

Net assets (163'000)

260,447

346,291

Number of shares in issue

16078,01,669

78,01,669

Net asset value per orinary share

333.7p

443.7p

160

.160160160160 Status of results announcement

2021 Financial Information

The figures an financial information for 2021 are extracte from the Annual Report an Financial Statements for the year ene 31st July 2021 an o not constitute the statutory accounts for the year. The Annual Report an Financial Statements has been elivere to the Registrar of Companies an inclue the Report of the Inepenent Auitors which was unqualifie an i not contain a statement uner either section 498(2) or section 498(3) of the Companies Act 2006.

2022 Financial Information

The Figures an financial information for 2022 are extracte from the publishe Annual Report an Financial Statements for the year ene 31st July 2022 an o not constitute the statutory accounts for that year. The Annual Report an Financial Statements inclues the Report of the Inepenent Auitors which is unqualifie an oes not contain a statement uner either section 498(2) or section 498(3) of the Companies Act 2006. The Annual Report an Financial Statements will be elivere to the Register of Companies in ue course.

160

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporate into, or forms part of, this announcement.

160

14th October 2022

160

For further information:

160

Lucy Dina

JPMorgan Funs Limite

020 7742 4000

160

ENDS

160

A copy of the 2022 Annual Report will shortly be submitte to the FCA's National Storage Mechanism an will be available for inspection at https://ata.fca.org.uk//nsm/nationalstoragemechanism

160

The 2022 Annual Report will shortly be available on the Company's website at www.jpmuksmallercompanies.co.uk where up-to-ate information on the Company, incluing aily NAV an share prices, factsheets an portfolio information can also be foun.

160

JPMORGAN FUNDS LIMITED

160

160

This information is provie by RNS, the news service of the Lonon Stock Exchange. RNS is approve by the Financial Conuct Authority to act as a Primary Information Provier in the Unite Kingom. Terms an conitions relating to the use an istribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.RNS may use your IP aress to confirm compliance with the terms an conitions, to analyse how you engage with the information containe in this communication, an to share such analysis on an anonymise basis with others as part of our commercial services. For further information about how RNS an the Lonon Stock Exchange use the personal ata you provie us, please see our Privacy Policy.160 END160160FR BKQBQFBDDPKD
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