Personal Assets Trust Regulatory News (PNL)

To: RNS

From: Personal Assets Trust plc

LEI: 213800Z7ABM7RLQ41516

Date: 12 June 2023

Results for the year ended 30 April 2023

The Directors of Personal Assets Trust plc ("PAT") are pleased to announce the Company's results for the year ended 30 April 2023.

The key points are as follows:

· PAT's investment policy is to protect and increase (in that order) the value of shareholders' funds per share over the long term.

· Over the year to 30 April 2023 PAT's net asset value per share ("NAV") fell by 2.2%. This compares to a rise of 2.4% in the FTSE All-Share Index. PAT's share price fell by 22.00p(2) during the year and at 30 April 2023 was 481.00p. An analysis of performance is provided in the Chairman's Statement and Investment Manager's Report below.

· Total returns to 30 April 2023:

(1) The Company became self-managed in 1990.

(2) Adjuststed for the 100 for one share split of the Ordinary shares on 1 August 2022.

· During the year the Company's shares continued to trade close to NAV. The Company issued 23,998,300 Ordinary shares, of which 925,000 Ordinary shares were re-issued from Treasury, and bought back 2,160,000 Ordinary shares.

· During the year, PAT continued to maintain a high level of liquidity. At 30 April 2023, liquidity was 76.0%. This included 17.7% in UK Gilts, UK cash, overseas cash, and net current assets and 58.2% in various classes of non-equity risk assets: 33.9% in US TIPS , 14.8% in US Treasuries and 9.5% in Gold Bullion. This compared to holdings as at 30 April 2022 of 16.9% in UK T-Bills, UK cash, overseas cash, and net current liabilities and 45.2% in various classes of non-equity risk assets: 35.7% in US TIPS and 9.5% in Gold Bullion.

The Chairman, Iain Ferguson, said:

There can be little doubt that history will come to regard the last few years as a time of huge uncertainty and volatility. We have seen a global pandemic and are still in the midst of wars in Europe and Africa, growing international tensions, natural disasters on several continents and governments trying to adjust to a new world order whilst also seeking to protect their economies and address climate change. Here in the UK, we have also experienced significant political uncertainty with four Chancellors and three PrimeMinisters within the year. This is the challenging context in which we seek to deliver our core investment proposition, which is to protect and increase (in that order) the value of shareholders' funds per share (also known as net asset value ("NAV") per share), over the long term. All the Personal Assets Trust plc ("PAT") Directors and our Investment Managers at Troy Asset Management Limited ("Troy"), Sebastian Lyon and Charlotte Yonge, are shareholders in PAT. As such, we are all strongly aligned and are advocates for this proposition. As PAT Directors, we work closely with the Troy team, bringing our collective experience to complement, inform, challenge and support their investment decision-making process.

The Board membership has enjoyed a further year of stability and I am grateful for the continuing commitment and wise counsel of my colleagues. During 2022 Board Level Partners conducted an independent review of the performance of the Board and its Committees. Whilst this did not highlight any material weaknesses or concerns, it did identify some areas for further focus. These include planning for Board member succession, development of shareholder communications and closer monitoring of our relationships with our key service providers, Troy and Juniper Partners Limited ("Juniper Partners"). During 2023 we conducted an internal review, and it is pleasing to record that we have made significant progress in each of the focus areas. Further detail can be found on page 34 to 36 of the Annual Report.

We track the performance of the Company from 1990. Since then, the NAV has grown at an annual compound rate of 6.7% compared to 3.4% for the UK Retail Price Index and 4.4% for the FTSE All-Share Index and, our two main comparators. We also track the degree of risk experienced in achieving our financial performance. The results are tabulated in the Key Features section on page 1 of the Annual Report and the volatility experienced is indicated on the chart on page 15 of the Annual Report. This shows that over the last 23 years the Company has been less volatile than equities in general and also less volatile than any of the investment trusts in the AIC Global and AIC Flexible Investment Sectors which were also in existence on 30 April 2000. Whilst this combination of above-comparator financial performance and below-sector volatility is the outcome of a focus on capital preservation, these metrics are by no means a target. The Investment Manager's focus remains on the avoidance of permanent capital loss (our preferred definition of risk) and on growing the real value of the Company's capital over the long run. In his report on pages 4 and 5 of the Annual Report, Sebastian Lyon, our Investment Manager, provides further details of our investment performance and describes the particular challenges of the last year.

At the AGM in July 2022 the shareholders approved that each of the Company's Ordinary shares should be split on a one hundred-for-one basis. This split was effected on 1 August 2022 and all figures shown in this report reflect the new share numbers and values.

The Company aims to pay as consistent and sustainable a dividend as is compatible with protecting and increasing the value of its shareholders' funds and maintaining its investment flexibility. The Board remains committed to paying an annual dividend of 5.6p per share in line with this policy. High levels of inflation during the year, particularly in the United States, mean that the Company has again this year earned significantly more income on its holding of US TIPS than in previous years. Accordingly, in order to meet the investment trust distribution requirements, the Board has resolved to pay an additional special dividend for the year to 30 April 2023 of 2.10p per share. This dividend will be paid to shareholders in July 2023 alongside the first interim dividend of 1.40p per share for the year to 30 April 2024.

During the year we issued 24,923,300 Ordinary shares and bought back 2,160,000 Ordinary shares into treasury under the Company's discount control policy, for a net inflow of £111.2 million. As at 30 April 2023 we had 391,570,200 Ordinary shares in issue, with 1,235,000 Ordinary shares in Treasury. It is the policy of the Company to aim to ensure that, in normal market conditions, its Ordinary shares always trade at or close to NAV and this policy is enshrined in the Articles of Association. It is reassuring to report that since November 1999, when investment trusts were empowered to use capital to buy back shares and hence control the discount to NAV at which their shares trade, the PAT share price has closely tracked the NAV while the number of shares in issue is now approximately twelve times higher.

As part of our oversight of our key service providers, we introduced a more formal annual review process with Troy in 2023. The review was led by Mandy Clements and involved open discussions with all the PAT Directors and several members of the senior team at Troy.We have all found this to be a positive and helpful exercise. In summary, our relationship with Troy continues to be excellent and we are increasingly benefitting from access to the shared resources and focused support from the wider Troy team.We now hold two Board meetings each year in the Troy offices in London which is helping us to get to know more members of the Troy team and to deepen our relationship on a broader base. As our shareholder funds continue to grow above £1.5 billion, we are benefitting from the revised fee structure agreed in 2021. Details of the fee structure are shown on page 7 of the Annual Report. We also pay particular attention to ensuring the competitiveness of our ongoing charges ratio, which was 0.65% for the year ended 30 April 2023, having reduced from 0.89% in 2013 and from 0.67% in 2022.

We had adopted a similar annual review process with Juniper Partners in 2022 and we have further developed this in 2023. As with Troy, this process is led by Mandy Clements. Our relationship with Juniper Partners, which provides our administrative, company secretarial, AIFM and discount control services, continues to be excellent with a very open and supportive culture. Juniper Partners provides a first-class service to the Company and works in close association with Troy to provide a seamless service to the PAT Board and shareholders. It is very good to note that the Juniper Partners team have significantly grown their business this year having taken on the Alliance Trust mandate which has built scale, capacity and resilience, which benefits all their clients.

We recognise the continuing evolution of the Company's shareholder base and the increasing number of investors holding shares through retail platforms who may not have direct access to communications with the Company. This is a challenge which is often discussed by the Board as we seek to improve communication and interaction with investors. We hope that our recently relaunched website (www.patplc.co.uk), our Quarterlies, our Annual and Interim Reports and our monthly Factsheet are providing investors with easy and effective access to information about PAT and we will continue to seek innovative ways of improving our dialogue with shareholders.

Shareholders and friends of Robin Angus will not be surprised to learn that Robin's book, A Shared Journey, which he completed shortly before he died last year and which was published in the autumn, was very well received and the first print run "sold out" quickly.

My colleagues and I were very pleased that we were able to hold our AGM in person in Edinburgh in July 2022 and welcomed the opportunity to meet and hear directly from some of our shareholders. We are looking forward to holding the AGM in person again this year on Thursday 13 July 2023 at The Sheraton Hotel in Edinburgh. The Investment Manager's presentation will also be made available on our website following the AGM for those who cannot attend in person. I would encourage all shareholders to submit any questions for the AGM to our Company Secretary by email in advance of the meeting at cosec@junipartners.com by Tuesday, 11 July 2023.

In the meantime, I wish you all good health and thank you for entrusting your investment to PAT.

The Investment Manager, Sebastian Lyon, said:

Over the year to 30 April 2023 the net asset value per share ("NAV") of the Company fell by 2.2% while our comparators, the UK Retail Price Index ("RPI") and the FTSE All-Share Index ("FTSE"), rose by 11.4% and by 2.4% respectively (see the inside front cover of the Annual Report and Key Features and Record 1990-2023 on pages 1 and 13 of the Annual Report respectively). Over the past five years the NAV total return per share rose by 32.4% compared to the RPI of total return of +33.3% and FTSE total return of +24.2%. The Company's NAV and share price (thanks to the discount control mechanism) continued to demonstrate below average volatility compared to peers and the stock market.

This was a dull year for returns for your Company; while we would always prefer to make healthy positive real returns, occasionally we must accept they are not always readily available. This is especially true over shorter time frames when starting valuations are high for all asset classes. We are aware that, after a benign period of inflation, the RPI is catching up with us. Our mandate remains to preserve capital in real terms over the long run and, as such, outperforming inflation remains our objective. Over the past eighteen months the nature of the challenge has intensified, and we expect that inflation will remain higher and more volatile than it has been in the recent past. We have positioned the portfolio accordingly, recognising that all asset prices, including equities, bonds and real estate, along with many 'alternatives' such as private equity, will be much more vulnerable in such an environment.

The past two years have seen us exit a hall of mirrors. We are now emerging from a prolonged period of distortion, born of zero (and even negative) interest rates, combined with quantitative easing. Economies and financial markets are slowly absorbing the effects of much tighter monetary conditions. While the dominos have been falling since early 2021, with the peaking-out of cryptocurrencies and retail investor speculation, the process of unwinding excess will take time and requires patience. The consequences are the unravelling of the 'Everything Bubble', which has inflated all assets and is likely to end with prices falling back down to earth. Despite the market declines in 2022 in equities and bonds, valuations remain high as investors are anchored on multiples of the last decade.

We are no longer in a buy-and-hold market, in which valuations expand as lower yields support higher prices. We expect that inflation has become embedded. This is the product of several factors, but of particular importance is the increased bargaining power of labour in the aftermath of the pandemic. Wage inflation is the most important component in driving higher prices on a more sustained basis. This is coinciding with slowing globalisation and increased intervention from governments, often in pursuit of more nationalist agendas. These factors are inflationary, and they come at a time when central banks have less room to manoeuvre. We expect that interest rates can only rise so far without severely injuring indebted economies. This unfamiliar backdrop has called time on a 40-year bull market in bonds, with all the implications that brings for investors.

The beneficiaries of four decades of falling yields are less likely to perform in this new regime.We are looking for companies that will learn to thrive in the new environment. As Edward Chancellor's excellent book The Price of Time informs us, the 2010s may look like an aberration, a product of highly unusual conditions where ultra-low interest rates prevailed. The past environment rewarded insensitivity to valuation and the purchase of growth at any price. Such a strategy is less likely to succeed in the 2020s. Higher costs of debt are only just beginning to be felt. In any normal cycle, there is usually a lag before Federal Reserve rate rises take effect and the lag may be longer this time around. This is largely on account of consumer resilience, a product of transfer payments and consumer savings that were built up during the pandemic and are still being run down. Those will not last forever, but they might provide a stay of execution until 2024. In addition to this, much of today's finance is in the shadows in the form of private equity and leveraged loans, which have ballooned in a post-financial crisis economy. Private equity investors find themselves in a Faustian pact with their managers, resisting the need to mark down their investments. Write-downs may be delayed but not avoided. In the world of private equity, price discovery is inevitably more opaque for both the managers and the owners but its effects will ultimately be felt.

American investor Stanley Druckenmiller said recently, "when we have free money people do stupid things. When we have free money for a decade people do very stupid things". These are now being revealed. The collapse of Silicon Valley Bank inMarch, along with Credit Suisse, Signature Bank and more recently First Republic, exposes vulnerabilities to the fastest tightening of interest rates in 40 years. We are beginning to see the unfolding of a regional banking crisis in the United States. The environment for borrowing has become a lot tougher, and this will affect consumers and businesses alike. With inflation elevated, central banks cannot be seen to pivot too early. We expect that this necessitates a 'hard landing' when it comes to the real economy, something that is not currently being factored into equity valuations. Our low equity exposure at c.24%, which is a 10-year low, reflects this.

We have been hunkering down since 2021 in the knowledge that a prolonged bull market is likely to be followed by a painful bear market. Our liquidity remains high, yet sharp-eyed shareholders will notice a very low level of actual cash. We are at last paid to wait, with short dated UK gilts and US Treasuries yielding 4 to 5%. 2022 was the year we shifted from TINA (there is no alternative to equities) to TARA (there is a real alternative). A risk-free rate substantially above zero is back, for the first time since 2008. Most of our stocks have been defensive in the past year, with the share price of companies held in the portfolio appreciating +4% on average in sterling. We are delighted to see our staples such as Nestlé, Procter & Gamble and Unilever demonstrating excellent pricing power without sacrificing volumes. Portfolio activity was higher in the first half of the financial year but remained modest in the second half of the period.

Gold has performed well and is currently flirting with a new all-time high in US dollar terms. Performance from bullion, in an environment of weaker sterling, has been helpful to the Company. Gold, for us, remains essential portfolio insurance and a diversifier from risk assets. It also provides valuable protection against the ongoing debasement of fiat currencies. A recession is likely to unleash more money printing down the line. This will be positive for the currency that cannot be printed.

After a disappointing year in 2022, we believe that index-linked bonds are now poised for better returns. We would like shareholders to note the price decline in "other investments" on page 12 of the Annual Report is partially offset by income and currency hedge gains that are reported in net asssets. In the US, index-linked bonds are is trading on positive real yields, and we believe that their (currently depressed) valuation offers two ways to win. The first will be if nominal bond yields fall, returning from whence they came. This will occur if interest rates are cut, as they were in 2008 or 2020, in response to a struggling economy. Alternatively, inflation expectations rising will lift 'breakevens' (the inflation rate priced into bond markets) as investors anticipate inflation to return on a more structural basis. As it stands, index-linked bonds are pricing in a world where interest rates remain higher than they have been in over a decade, but where inflation returns to the Federal Reserve's 2% target. In such a world, real growth needs to be structurally stronger than it has been. For the reasons alluded to in this report, namely the continued indebtedness of Western economies and the recent rise in the cost of capital, we do not believe this to be consistent with the likely reality.

In light of all of this, investors are talking bearishly. But they are acting bullishly. It will take time for positioning to shift from the benign environment of the past decade. Investor focus seems to be on coincident indicators as opposed to looking forward to the effects of higher interest rates and tighter lending conditions. These are likely to lead to a recession. Bond markets, often a more reliable and rational indicator than more emotional and volatile stock markets, are indicating the most inverted yield curve since 1981. The lower yields in longer duration bonds are a clear warning of a hard landing. This is currently being ignored. Ayrton Senna said, "You cannot overtake 15 cars when it's sunny…but you can when it's raining". We know the companies we want to own should attractive valuation opportunities present themselves and we are ready to increase our equity exposure, from currently prudent levels, as conditions become more treacherous.

For further information contact:

Sebastian Lyon

Investment Manager

Tel: 0207 499 4030

Carron Dobson

Juniper Partners, Company Secretary

Tel: 0131 378 0500

The Company's Income Statement, Statement of Financial Position, Statement of Changes in Equity and Cash Flow Statement follow.

On the following pages the symbol * denotes the following:

* Adjusted for the 100 for one share split of the Ordinary shares on 1 August 2022.

Income Statement

Income Statement

 Statement of Financial Position

Statement of Changes in Equity

Share premium. The share premium represents the difference between the nominal value of new Ordinary shares issued and the consideration the Company receives for these shares.

Capital redemption reserve. The capital redemption reserve represents the nominal value of Ordinary shares bought back for cancellation since authority to do this was first obtained at a General Meeting in April 1999.

Special reserve. The cost of any shares bought back for cancellation is deducted from the special reserve, which was created from the share premium, also following a General Meeting in April 1999.

Treasury share reserve. The net cost of any shares bought back and held in treasury.

Capital reserve unrealised. Increases and decreases in the valuation of investments held at the year end and unrealised exchange differences of a capital nature are accounted for in this Reserve.

Capital reserve realised. Gains and losses on the realisation of investments, realised exchange differences of a capital nature and returns of capital are accounted for in this Reserve.

Revenue reserve. Any surplus/deficit arising from the revenue return for the year is taken to/from this Reserve.

 Cash Flow Statement

Principal Risks and Risk Management

The Board has carried out a careful assessment of the principal risks facing the Company, including the ongoing current geopolitical risks and the impact of rising inflation levels. The Board has established and maintains, with the assistance of the Company Secretary, a risk matrix which identifies the key risks to the Company. This register is formally reviewed on a regular basis. Emerging risks that could impact the Company are considered and discussed at each Board meeting, or on an ad hoc basis as required, along with any proposed mitigating actions.

The principal risks and uncertainties facing the Company, together with a summary of the mitigating action the Board takes to manage these risks and how these risks have changed over the period, are set out below.

The arrows denote if the relevant risk has increased, decreased or remained the same during the year after considering the mitigating actions.

Emerging

Risk

The invasion of Ukraine and the war in Africa continue to bring risk to economic growth and investors' risk appetites and consequently can impact the valuation of companies in the portfolio. There is also an increasing awareness of the challenges and emerging risks posed by climate change.

Mitigation

The Board seeks to mitigate these emerging risks through maintaining a broadly diversified global equity portfolio and appropriate asset and geographical allocation. In respect of climate change risks, the investment process considers ESG factors, as set out in the Strategic Review of the Annual Report. Overall the specific potential effects of climate change are difficult, if not impossible, to predict and the Board and Investment Manager will continue to monitor developments in this area. The Board is in regular communication with the Investment Manager on emerging matters which may impact on the portfolio.

→ Risk remains relatively unchanged.

Economic

Risk

The Board believes that the principal risk to shareholders and the Company's investments are events or developments which can affect the general level of share prices, including for instance, inflation or deflation, economic recessions and movement in interest rates and currencies which could cause losses within the portfolio.

The economic responses to the COVID-19 pandemic may also continue to impact on the Company and its portfolio. The government support measures put in place during the pandemic may result in significant levels of inflation.

Mitigation

The Board regularly monitors the investment environment and the management of the Company's investment portfolio, and applies the principles detailed in the guidance provided by the Financial Reporting Council. Further details on the Company's financial risks are contained in the Notes to the Accounts on pages 20 to 26 of the Annual Report.

The Company's strategy is reviewed formally on at least an annual basis considering investment performance, market developments and shareholder communication. The Board receives regular updates on the composition of the Company's portfolio. Investment performance and the portfolio composition has been monitored specifically in the light of the emerging risks noted above.

→ Risk remains relatively unchanged.

Operational

Risk

The Company is reliant on service providers including Troy as Investment Manager, Juniper Partners as AIFM, Company Secretary, Administrator and discount and premium control provider, J.P.Morgan as Depositary and Custodian and Equiniti as Registrar. Failure of the internal control systems of these parties, including in relation to cybersecurity measures, could result in losses to the Company.

Mitigation

The Board formally reviews the Company's service providers on an annual basis, including reports on their internal controls where available. As part of the annual review the Board considers the business continuity plans in place with each of its key suppliers and the measures taken to mitigate cyber threats. The Company's internal controls are described in more detail on page 37 of the Annual Report.

→ Risk remains relatively unchanged.

Legal and Regulatory

Risk

Breach of legal and regulatory rules could lead to the suspension of the Company's Stock Exchange listing, financial penalties, or a qualified audit report. Breach of Section 1158 of the Corporation Tax Act 2010 could lead to the Company being subject to tax on realised capital gains.

Mitigation

Compliance with the Company's regulatory obligations is monitored on an ongoing basis by Juniper Partners, the Investment Manager and other professional advisers as required who report to the Board regularly.

→ Risk remains relatively unchanged.

Discount and Premium Control

Risk

The share price could be impacted by a number of external factors which could cause significant discount and premium fluctuations.

Mitigation

The Company's discount and premium control policy, which is enshrined in the Articles of Association, is to ensure that shares always trade at close to net asset value. The level of share buybacks or issuance under the policy is reported via an RIS on an ongoing basis.

→ Risk remains relatively unchanged.

Directors' Responsibility Statement

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial statements in accordance with UK-adopted international accounting standards.

Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the company for that period. In preparing the financial statements, the Directors are required to:

• select suitable accounting policies and then apply them consistently;

• state whether applicable UK-adopted international accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• make judgements and accounting 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.

Going Concern

The Directors believe, in the light of the controls and review processes reported in the Report of the Audit and Risk Committee on page 37 of the Annual Report and bearing in mind the nature of the Company's business and assets, which are considered to be readily realisable if required, that the Company has adequate resources to continue operating for at least twelve months from the date of approval of the financial statements. For this reason, they continue to adopt the going concern basis in preparing the accounts.

As part of the going concern assessment a sensitivity analysis was performed. If the market had dropped by 25% and no dividend income became available the Company would be able to continue operating for the foreseeable future.

Related Party Transactions

Investment management services are provided by Troy Asset Management Limited. The fee for the year ended 30 April 2023 was £10,246,000 (2022: £9,684,000). An amount of £2,610,000 was outstanding to the Investment Manager at 30 April 2023 (2022: £2,520,000).

Directors of the Company received fees for their services. An amount of £18,000 was outstanding to the Directors at 30 April 2023 (2022: £15,000). Further details are provided in the Directors' Remuneration Report on pages 32 and 33 of the Annual Report. The Directors' shareholdings are also detailed on pages 27 and 32 of the Annual Report.

Notes:

1. The financial statements of the Company have been prepared in accordance with UK-adopted International Accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards. This change constitutes a change in accounting framework. However, there is no impact on recognition or disclosure in the period reported as a result of the change in framework.

The financial statements have been prepared on a going concern basis.

The financial statements are presented in Sterling and all values are rounded to the nearest thousand pounds (£'000) except where otherwise indicated.

The financial statements have been prepared on the historical cost basis, modified by revaluation of financial assets and financial liabilities held at fair value. The principal accounting policies adopted are set out in pages 20 and 21 of the Annual Report. These have been applied consistently, other than where new policies have been adopted. Where the presentational guidance set out in the Statement of Recommended Practice (the ''SORP'') for investment trusts issued by the Association of Investment Companies (the ''AIC'') in July 2022 is consistent with the requirements of IFRSs, the Directors have sought to prepare the financial statements on a basis compliant with the recommendation of the SORP.

2. During the year the Company issued 23,998,300 Ordinary shares for proceeds of 117,044,000 and bought back 2,160,000 Ordinary shares which were held in Treasury at a cost of £10,187,000.

925,000 Ordinary shares were re-issued from Treasury for proceeds of £4,340,000.

3. At 30 April 2023 the sterling value of the US Treasury stocks and part of the US equities were protected by a forward currency contract.

4. The Company held the following categories of financial instruments as at 30 April 2023:

Level 1 reflects financial instruments quoted in an active market. The Company's investment in Gold Bullion has been included in this level.

Level 2 reflects financial instruments the fair value of which is evidenced by comparison with other observable current market transactions in the same instrument or based on a valuation technique the variables of which include only data from observable markets. The Company's forward currency contract has been included in this level as fair value is achieved using the foreign exchange spot rate and forward points which vary depending on the duration of the contract.

Level 3 reflects financial instruments the fair value of which is determined in whole or in part using a valuation technique based on assumptions that are not supported by prices from observable market transactions in the same instrument and not based on available observable market data.

There have been no changes to valuation technique over the year.

5. These are not statutory accounts in terms of Section 434 of the Companies Act 2006. Full audited accounts for the year to 30 April 2023 will be sent to shareholders in June 2023 and will be available for inspection at 28 Walker Street, Edinburgh EH3 7HR, the registered office of the Company. The full Annual Report will be available on the Company's website www.patplc.co.uk.

6. The audited accounts for the year ended 30 April 2023 will be lodged with the Registrar of Companies.