CQS NATURAL RES GROWTH & INCOME PLC

Job No: 54957 Proof Event: 21 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 CQS Natural Resouces Growth and Income PLC Annual Report for the year ended 30 June 2025 Focused on the future, delivering value today Annual Report for the year ended 30 June 2025 Our Objective To provide shareholders with capital growth and income predominantly from a portfolio of mining and resource equities and of mining, resource and industrial fixed interest securities. IFC Our Objective Strategic Report 1 Key Metrics 2 Why invest? 4 Performance Record 6 Chairman’s Statement 11 Investment Manager’s Review 15 Top Ten Largest Holdings 18 Portfolio at a glance 19 Investment Portfolio 22 Principal Risks, Uncertainties and Mitigations 28 Business Review 32 Stakeholder Interests (S. 172 statement) 39 Environmental, Social and Governance (“ESG”) Statement Corporate Governance 40 Board of Directors 41 Directors’ Report 45 Statement of Corporate Governance 50 Statement of Directors’ Responsibilities 51 Directors’ Remuneration Report 54 Directors’ Remuneration Policy 55 Report of the Audit Committee Financial Statements 60 Independent Auditor’s Report to the Members of CQS Natural Resources Growth and Income PLC 66 Income Statement 67 Balance Sheet 68 Statement of Changes in Equity 69 Cash Flow Statement 70 Notes to the Financial Statements General Information and Annual General Meeting 88 Glossary of Terms and Definitions 91 Notice of Annual General Meeting 97 Report of the UK Investment Adviser Relating to Matters under the Alternative Investment Fund Managers’ Directive 99 Corporate Information Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC 1 Key Metrics for the year ended 30 June: For full results see page 4 1 Alternative Performance Measure (“APM”). A glossary of the terms used, including alternative performance measures, can be found on pages 88 to 90. 2 Used by the Company as a comparator, not a benchmark. As at 30 June 2025, 72.2% of the portfolio was attributable to the MSCI World Metals and Mining Index and 13.5% of the portfolio to the MSCI World Energy Index. Please refer to the ‘by commodity’ illustration on page 18 for further detail. 3 Based on an annualised dividend of 8.03 pence per share (2024: annualised dividend, excluding special dividend, of 5.60 pence per share). Net asset value total return 1 2025 2024 4.6% 7.2% MSCI World Metals and Mining Index total return (sterling adjusted) 2 2025 2024 (4.5)% 7.3% Dividend yield 1,3 2025 2024 4.0% 3.0% Share price total return 1 2025 2024 9.3% 17.1% MSCI World Energy Index total return (sterling adjusted) 2 2025 2024 (7.7)% 17.4% Dividend per share (pence) 2025 2024 8.03p 6.60p Total return performance (cumulative) 1 Year 3 Years 5 Years Since inception Net asset value per share 4.6% 16.1% 155.8% 677.8% Share price 9.3% 27.7% 206.8% 723.6% MSCI World Metals and Mining Index (sterling adjusted) 3 (4.5)% 15.5% 62.5% 457.8% MSCI World Energy Index (sterling adjusted) 3 (7.7)% 18.6% 128.6% 491.4% * 31 July 2003. 2 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Why invest? The Company: ● provides exposure to value focused, under-researched global energy and resources equities, aided by the investment trust closed-end structure; ● has unconstrained flexibility to invest in energy, mining or related service industries which assists in levelling the effect of cyclical impacts; ● is well positioned to benefit from potentially higher prices and profits for natural resources companies, following years of producer under- investment and subsequent supply constraint; ● has direct exposure to global growth and the energy transition to drive long-term demand; and ● pays an enhanced annual dividend of circa 8 per cent. of NAV per annum. Investment approach The Company actively invests in global energy and mining companies, with a focus on total return. It also pays a regular quarterly dividend of 2 per cent. of the preceding quarter-end net asset value per share, using capital reserves as necessary. The flexible mandate allows the Company to shift its portfolio weighting between energy and mining, with the aim of maximising returns depending on the point in the cycle, whilst providing relative value opportunities. The closed-end structure is well suited to allowing the investment management team to focus on the best returns profile, rather than liquidity as is the case with Exchange Traded Funds (“ETFs”) and open-ended investment companies. The nature of this focus results in the Company holding a large proportion of its holdings in names that fall just below major index or ETF inclusion, adding additional upside potential should they become included. The portfolio is invested mostly in developers, producers and providers in the natural resources sector with strong earnings profiles and market caps around £300m to £2bn, although also below and above this range. The majority of holdings are listed in North America, Australia or the UK. 3Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The portfolio managers at CQS (UK) LLP (trading as Manulife | CQS Investment Management) (“Manulife | CQS”) Ian Francis, Keith Watson and Robert Crayfourd have day-to-day responsibility for managing the Company’s portfolio. Keith Watson joined the Manulife | CQS team in 2013 and has over 30 years’ experience as an analyst and portfolio manager in the natural resources sector. Prior to Manulife | CQS, Keith held roles at Mirabaud Securities, Evolution Securities, Dresdner Kleinwort Wasserstein, Commerzbank and Credit Suisse/BZW and began his career in 1992 at Scottish Amicable Investment Managers. Robert Crayfourd joined the Manulife | CQS team in 2011 and has managed natural resources funds for over 20 years. Prior to Manulife | CQS, Robert was a portfolio manager at Universities Superannuation Scheme and HSBC Global Asset Management where he focused on the natural resource sector. Ian (Franco) Francis joined the Manulife | CQS team in 2007 and has over 40 years’ of experience, primarily in the high-yield fixed interest and convertible sectors. Prior to Manulife | CQS, Ian’s career has included roles at Collins Stewart, West LB Panmure, James Capel and Hoare Govett. The investment process The investment process involves leveraging where possible the macro understanding from within Manulife | CQS, a $17.0bn asset manager, supporting commodity allocation decisions with hundreds of meetings a year with prospective companies, as well as extensive historical knowledge of assets globally, steering the bottom-up stock picking. This allows the portfolio managers to focus on the key themes they believe will generate the best chances at any particular point in the cycle. Comparative indices The Company does not utilise a formal benchmark but rather publishes its net asset value performance alongside two comparative indices: the MSCI World Metals and Mining Index (sterling adjusted) and the MSCI World Energy Index (sterling adjusted) as these best reflect the potential returns. Gearing The portfolio managers selectively employ gearing with the aim of enhancing returns. As at the year end, the Company utilised a gearing facility with £9 million drawn down from a £25 million facility with BNP Paribas, representing a gearing ratio of 4.8%. On 11 September 2025, the Board met to consider the reduction of the Company's loan facility and determined to voluntarily decrease the facility limit from £25 million to £15 million. As at the date of this Report, £11.5 million was drawn down from the revised facility. Dividend The Board considers that the dividend policy is very attractive to shareholders and this policy contributes an element of share price stability. The Company currently pays quarterly dividends which, this year, have totalled 8.03 pence per share. As announced on 28 May 2025, the Company has adopted an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter-end NAV, starting from the quarter ended 30 June 2025 (the Fourth Interim Dividend 2025 of 4.25 pence per share) paid on 1 September 2025. CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 4 Year ended 30 June 2025 Year ended 30 June 2024 Five years ended 30 June 2025 Total Return Net asset value per share 1 4.6% 7.2% 155.8% Share price (mid market) 1 9.3% 17.1% 206.8% MSCI World Metals and Mining Index (sterling adjusted) 2 (4.5)% 7.3% 62.5% MSCI World Energy Index (sterling adjusted) 2 (7.7)% 17.4% 128.6% As at 30 June 2025 As at 30 June 2024 % change Capital Values Net asset value per share 1 212.56p 209.44p 1.5% Share price (mid market) 199.50p 189.00p 5.6% Share price discount to NAV per share 1 6.1% 9.8% Gearing 1 4.8% 10.1% Year ended 30 June 2025 Year ended 30 June 2024 % change Revenue Earnings and Dividends Earnings per share 0.00p 6.39p (100.0)% Dividends per share 8.03p 6.60p 3 21.7% Dividend yield 1,4 4.0% 3.0% Ongoing charges ratio 1 2.0% 1.9% 1 Alternative Performance Measure (“APM”). A glossary of the terms used, including alternative performance measures, can be found on pages 88 to 90. 2 The Company uses the MSCI World Energy Index (sterling adjusted) and MSCI World Metals and Mining Index (sterling adjusted) as comparator indices, not formal benchmarks, for its performance. 3 Including a special interim dividend of 1 penny which was paid on 2 September 2024. 4 Based on an annualised dividend of 8.03 pence per share (2024: annualised dividend, excluding special dividend, of 5.60 pence per share). Performance Record Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting 5 Highest Lowest Highs and Lows during the year ended 30 June 2025 Net asset value per share 228.95p 176.08p Share price (mid market) 216.00p 165.75p Discount (positive = premium) (14.2)% 2.0% Dividend per share Ex-dividend date Record date Payment date Dividend History Fourth interim dividend 2025 4.25p 31 July 2025 1 August 2025 1 September 2025 Third interim dividend 2025 1.26p 1 May 2025 2 May 2025 30 May 2025 Second interim dividend 2025 1.26p 30 January 2025 31 January 2025 28 February 2025 First interim dividend 2025 1.26p 24 October 2024 25 October 2024 22 November 2024 Total for year ended 30 June 2025 8.03p Special interim dividend 2024 1.00p 1 August 2024 2 August 2024 2 September 2024 Fourth interim dividend 2024 1.82p 1 August 2024 2 August 2024 2 September 2024 Third interim dividend 2024 1.26p 25 April 2024 26 April 2024 28 May 2024 Second interim dividend 2024 1.26p 25 January 2024 26 January 2024 23 February 2024 First interim dividend 2024 1.26p 26 October 2023 27 October 2023 27 November 2023 Total for year ended 30 June 2024 6.60p Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 20256 Overview Reflecting on the year ended 30 June 2025, my Board colleagues and I are very pleased that the Company can continue with the investment strategy unchanged and with a supportive shareholder base. We, alongside the Investment Manager, believe that the investment strategy can deliver further outperformance relative to the Company’s comparator indices, given the flexibility to maximise allocation, and capitalising on the opportunities arising around broader macro trends. Together wi th the commentary which follows, I would like to draw shareholders’ attention to the timeline of events set out overleaf which I hope is helpful in aiding an understanding of the events which have developed during the Company’s financial year and to date. I invite shareholders to read the Investment Manager’s Review, beginning on page 11, for the team’s views on your Company’s investments, an update on the current position and an outlook for the year ahead and the longer-term future of your Company. However, this overview would not be complete without some observations on the recent performance of your Company. Through an approach of analysing top-down macroeconomic trends, the portfolio managers increased the weighting in precious metals and that has led to very successful results. The uplift in the value of uranium miners has also added to the Company's NAV. This top-down approach, coupled with bottom-up stock analysis, has contributed to another period of outperformance of our comparator indices. At the time of writing, the share price was 266 pence compared with 203 pence immediately after the General Meeting held on 25 June. Further, I am pleased to report that, having traded at a sustained premium, the Company has recently been able to sell, effectively re-issuing, shares from treasury. It is gratifying to see the shareholders who chose to remain invested in the Company rewarded. The Company is in good shape to create further value with a clear, uninterrupted pathway for growth. The supportive trends in the natural resources sector provide significant tailwinds for investors. We look forward to our future and thank our shareholders for their support. Christopher Casey Chairman’s Statement Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting 7 July January March May July October August December February April June September October 2024 2025 Declaration of a fourth interim dividend of 1.82 pence per share and special dividend of 1 penny per share Circular to shareholders with recommendation of the Board to vote against the Requisitioned Resolutions and the Board’s undertaking to complete a Strategic Review, and Notice of First General Meeting Declaration of a second interim dividend of 1.26 pence per share Withdrawal of second General Meeting requisition by Saba following consultation and in order that the Board expedite the Strategic Review Circular to shareholders with conclusion of Strategic Review: announcement of proposed Tender Offer for up to 100 per cent. of the issued share capital and proposed value enhancing initiatives, and Notice of Second General Meeting Result of Tender Offer announced and Tender Pool formed of 45.72% of the Company’s shares in issue (excluding shares held in treasury) Declaration of a fourth interim dividend of 4.25 pence per share, the first following the adoption of an enhanced dividend policy of 2 per cent. of the preceding quarter-end net asset value Declaration of a first interim dividend of 1.26 pence per share Appointment of Louise Hall and Seema Paterson as non- executive directors with effect from 1 August 2024 Annual General Meeting and retirement of Helen Green and Alun Evans as non-executive directors Receipt of first general meeting requisition from Saba to propose the removal of the Company’s existing Board of Directors and appoint two Saba nominees (the “Requisitioned Resolutions”), alongside six other investment trusts First General Meeting held and Requisitioned Resolutions defeated Receipt of second general meeting requisition from Saba to propose providing shareholders with an open- ended equivalent of the Company, alongside three other investment trusts Declaration of a third interim dividend of 1.26 pence per share Second General Meeting held and resolutions passed to enact Tender Offer and changes to continuation vote Tender Offer closed Realisation of Tender Pool for cash concluded Cash exit for Tender Pool at a Tender Price of 208.33 pence per share Shareholder Activity and Strategic Review During the year, the Board was served with two notices requisitioning general meetings by a major shareholder of the Company, Saba Capital Management, L.P. (“Saba”). The Company duly held a General Meeting in February (the “First General Meeting”), at which Saba’s Requisitioned Resolutions were defeated by shareholders and, following constructive discussions with Saba, the second requisition notice was withdrawn. The Board had already undertaken to commence a comprehensive Strategic Review designed to identify a way forward to enhance value for and in the best interests of all shareholders. This was expedited following the First General Meeting and, at the end of May, the Board proposed to offer shareholders a free choice between remaining invested in the Company with value enhancing initiatives, and/or exiting for cash through a Tender Offer. The Tender Offer was approved by shareholders at the General Meeting of the Company held on 25 June 2025 (the “Second General Meeting”) and closed on 30 June 2025. A total of 29,334,059 shares, representing 45.72% of the shares in issue (excluding shares held in treasury) were validly tendered. Saba undertook to tender all of the shares it owned, which, at the time, was equivalent to 29.07% of the Company's issued share capital (excluding shares held in treasury). Going forward, the Company and shareholders will benefit from the following value-enhancing initiatives put in place by the Board: • a reduction of investment management fee, backdated with effect from 1 May 2025 to a flat 1 per cent. per annum of the NAV of the Company (a 20 basis point reduction on the previous highest tier of fee); • the adoption of an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter-end NAV per share using capital reserves as necessary and without any alteration to the current investment strategy; and • in order to provide shareholders who remain invested in the Company after the Tender Offer with a period of stability, a postponement of the next continuation vote until the AGM to be held in 2028 and biennial continuation votes thereafter, in accordance with good governance standards and as approved by shareholders at the Second General Meeting. In addition, to further provide stability, the Board obtained agreement that the Investment Manager would not serve notice on the Investment Management Agreement other than for cause and entered into a Standstill Agreement with Saba until the conclusion of the 2028 AGM, committing that Saba will not requisition a general meeting or seek to remove the directors. I invite you to refer to the circulars published by the Company on both 28 May and 7 January 2025 which can be found on the Company’s website and provide far greater detail than I am able to within these few pages. 8 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Performance, discount and gearing During the year to 30 June 2025, the Company’s net asset value (“NAV”) total return per share returned 4.6%, outperforming the total return of (4.5)% of its performance comparator, the MSCI World Metals and Mining Index (sterling adjusted), to which 72.2% of the Company’s portfolio (as at 30 June 2025) can be attributed. The Company similarly outperformed the total return of (7.7)% of the MSCI World Energy Index (sterling adjusted), however, the Company’s portfolio has a smaller relative exposure (13.5% as at 30 June 2025) to this performance comparator. As I highlighted in the Half Year Report, although the Company’s short-term returns have the potential to be volatile, as explained by the Investment Manager, over the longer term, the Company’s NAV per share total return has been an impressive 155.8% for the five years to 30 June 2025, compared with total returns of 62.5% for the MSCI World Metals and Mining Index (sterling adjusted) and 128.6% for the MSCI World Energy Index (sterling adjusted). The Company’s share price total return over the year was 9.3%, while the share price increased from 189 pence on 1 July 2024 to 199.50 pence as at 30 June 2025. As at 30 June 2025 the discount to NAV was 6.1%. Over the year the discount averaged 8%, compared with 15% over the course of the previous financial year. During the year, the Company bought back a total of 2,002,114 shares into treasury at a cost of £3.6 million and at an average discount of 11.2%. The resulting NAV accretion was 0.4%. The Company’s discount narrowed since the Company started buying back shares in April 2024, but also as Saba reported increases in its shareholding in the Company towards the end of the 2024 calendar year. The Company has not repurchased any of its own shares, other than under the Tender Offer, since 31 October 2024. As at 30 June 2025, the Company had 64,157,838 shares in issue (excluding 2,730,671 shares held in treasury). The Company’s £25 million credit facility with Scotiabank expired after a one-year term on 13 September 2024 and, following the Board’s review of alternative credit facility providers, the Company entered into a two-year agreement with BNP Paribas for the provision of a £25 million secured revolving credit facility. On 11 September 2025, the Board met to consider the reduction of the Company's loan facility and determined to voluntarily decrease the facility limit from £25 million to £15 million to reflect the reduced size of the Company, following the Tender Offer. Further detail can be found within Note 12 to the Financial Statements. Continued market volatility and several months of uncertainty for the Company as a result of the Strategic Review led the Investment Manager to reduce gearing over the year from 10.1% at the start of the year to 4.8% as at the year end. As at 30 June 2025, £9 million had been drawn down from this facility (30 June 2024: £17 million). As at the date of this report, £11.5 million has been drawn down. Chairman’s Statement continued Dividends and income As I wrote following the six month reporting period to 31 December 2024, the Income Statement on page 66 and Note 2 to the Financial Statements reports an overall reduction in income from investments during the year. This continues to be due to a conscious repositioning of the portfolio by the Investment Manager in leading a total return investment strategy, in anticipation of continued market turbulence. As shown by the ‘by commodity’ illustration on page 18, the Company’s exposure to high-yielding shipping stocks was reduced by 16% between 30 June 2024 and 30 June 2025 and exposure to precious metals, which are typically lower yielding, was increased by 55% in the same period. Whilst having a positive effect on capital returns during the period, this inevitably created the reduction in income. Your Company has paid four interim dividends totalling 8.03 pence per share in respect of the year. This compares with 6.60 pence per share paid in respect of the year ended 30 June 2024. Please see the following ‘Post reporting period update’ section for further detail in respect of changes to the Company’s dividend policy. 4.6% 9.3% 4.0% Net asset value per share total return Share price total return Dividend yield Highlights 9Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Post reporting period update A dividend of 4.25 pence per share was declared on 15 July and paid on 1 September to shareholders on the register on 1 August. Whilst this was the fourth interim dividend in respect of the year ended 30 June 2025, it was the first declared following the adoption of the enhanced dividend strategy announced as part of the value-enhancing initiatives put in place by the Board during the year and based on 2 per cent of the preceding quarter-end NAV per share. We know that many of the Company’s shareholders already reinvest their dividends, however, we remind shareholders who hold their shares on retail investment platforms that many platforms offer customers the ability to automatically reinvest dividends. Following the year end, your Company has experienced further share price growth of 33.3% with the share price reaching 266 pence at the time of writing (market close on 24 October). This has primarily been driven by strong performance in precious metals sector and the catch up of precious metals miners, and the Company’s large weighting to the sector. On 29 September, the Company’s share price had consistently traded at a premium to its NAV and the Board took the decision to sell shares out of treasury. Since then, a total of 265,000 shares have been sold from treasury at an average price of 314.75 pence per share and at a premium of at least 2.0% to NAV. The Board is conscious that, having issued shares at a premium to net asset value, the Company’s shares should not trade at too wide of a discount to their NAV. Bearing in mind the underlying volatility of the markets in which the Company invests, the Board has determined to use share buybacks with the aim of maintaining a single digit discount to the Company’s NAV per share in normal market conditions. As announced by the Company separately, on 1 October Cavendish purchased, as principal, 29,334,059 shares validly tendered under the Tender Offer at the Tender Price of 208.33 pence per share. Cavendish then sold these shares back to the Company and 8,800,000 of the shares tendered were retained to be held in treasury and the remainder cancelled. As at 24 October, the latest practicable date prior to the publication of this Report, the Company’s issued share capital (excluding shares held in treasury) comprised 46,354,450 shares, with 11,265,671 held in treasury and able to be re-issued. Board of Directors In August 2024, we were pleased to welcome Louise Hall and Seema Paterson to the Board ahead of the retirement of two long-standing and dedicated non-executive directors, Alun Evans and Helen Green, at the 2024 AGM. These changes resulted in my succession to the role of Chairman of the Board and Seema’s succession to the role of Chair of the Audit Committee. Shareholders may note that both Carole Cable and I have recently entered our ninth year of tenure having been non-executive directors of your Company since October 2017. Carole and I will both seek re-appointment by shareholders at the AGM in December, however, it is the current intention that Carole will retire at the conclusion of the AGM to be held in 2026, in-line with best practice corporate governance. Carole’s contribution to the Board throughout her tenure has been admirable, but especially so during the course of this year in using the depth of her expertise to guide the Board and the Company’s advisers to ensure the best possible communication and engagement with shareholders in difficult circumstances. Following in-depth consideration of succession planning by the Nomination Committee, it is currently the intention that I shall continue to serve as Chairman until the conclusion of the AGM to be held in 2027, following which I shall retire. The Nomination Committee assessed the impact of the simultaneous retirement of both Carole and me following respective nine year tenures and concluded that this staggered retirement would be in the interests of orderly succession and facilitate continuity and stability of the Board. The Nomination Committee do not consider that my serving on the Board for more than nine years from the date of first appointment impacts my independence as a non-executive director. Further, given the events over the second half of the financial year, it is highly appropriate to have stability and continuity within your Board to deliver on the Company’s strategy. Despite this anticipated delay to my expected retirement, succession planning efforts will continue to be a priority for the Nomination Committee, capably led by Paul Cahill. The Board is proposing to increase the maximum aggregate amount potentially payable to Directors by way of fees for their services as Directors under Article 80 from £200,000 to £250,000 in any financial year. This proposed limit increase is not due to any unusual rise in Directors’ fees, which are expected to be approximately £182,000 in the current financial year (excluding any expenses to be claimed), but to provide flexibility in the timing of future board recruitment and in order to ensure that the levels of remuneration continue to be sufficient to attract and retain directors of the Company. Annual General Meeting (“AGM”) The business of the AGM is summarised in the Directors’ Report on pages 43 and 44 and the Notice of Meeting beginning on page 91. The AGM will be held at One Fleet Street Place, London, EC4M 7RA at 12 noon on Tuesday, 9 December 2025. As mentioned earlier, the Board will not propose an annual continuation vote at this year’s AGM. While the continuation vote at each AGM was not enshrined in the Company's articles, it had been a firm commitment from the Board since 2003, and an ordinary resolution to effect the change of policy for future continuation votes was approved by shareholders at the General Meeting held on 25 June. The Board believes that a biennial continuation vote following the AGM to be held in 2028 strikes a better balance between the ability of shareholders to discontinue the Company, which the Board considers an important feature, and the longer investment cycle over which performance and prospects should be judged given the cyclicality of the underlying investments in the natural resources sector. 10 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 As well as the formal proceedings, this will be an opportunity to meet the Board and to receive a presentation from our portfolio managers and we hope as many shareholders as possible will attend. Shareholders can submit questions in advance by writing to the Company Secretary, Frostrow Capital LLP (“Frostrow”), at [email protected]. The Board encourages all shareholders to exercise their right to vote at the AGM and, where possible, to do so in respect of the meeting online in advance. Registering your vote in advance will not restrict you from attending and voting at the meeting in person should you wish to do so. The Board recommends that shareholders vote in favour of all resolutions as each of the Directors intends to do in respect of their own shares. Outlook As our portfolio managers highlight in their review, the environment in which the Company invests remains subject to ongoing global macroeconomic uncertainty. However, the portfolio managers continue to keep investment allocation keenly under review and we share their optimism for future opportunities. Amid persistent global economic uncertainty and rising government debt, the Company maintains a high allocation to undervalued precious metals equities, which continue to offer attractive fundamentals, despite recent volatility. Through active fund management, the team has taken profits in outperforming names and rotated into laggards to manage risk and capture value. Looking ahead, concerns over currency debasement and long-term demand for real assets - driven by themes such as energy security, decarbonisation, and AI infrastructure - are expected to support broader investor interest in commodities. Chairman’s Statement continued I must also inform shareholders that Ian “Franco” Francis will step away from his role as co-portfolio manager of the Company with effect from 28 October. My Board colleagues and I would like to thank Franco for his greatly valued expertise and contribution to the Company’s performance over many years. We have full confidence in the ability of Robert Crayfourd and Keith Watson to manage the Company’s investments and deliver out- performance against comparator in dices. Further detail can be found within the Investment Manager’s Review on page 14. I would like to extend our sincere thanks to shareholders for their continuing support of the Board, the Company and its Investment Manager during what has been an unusual and challenging year, and we look forward to seeing you at the forthcoming AGM. Christopher Casey Chairman 27 October 2025 Capitalised terms not otherwise defined in this Report have the meaning given to them in the circulars published by the Company on 7 January and 28 May 2025. 11Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Performance The net asset value in total return terms was a positive 4.6% for the financial year to 30 June 2025, one that proved particularly turbulent. Encouragingly, this return has also been achieved against a headwind of sterling strength, with the pound having risen nearly 9% against the US dollar. This full year gain compares with sterling adjusted returns of (4.5)% and (7.7)% for the MSCI World Metals and Mining and MSCI World Energy indices, respectively. Outperformance has primarily been led by the Company’s large precious metals weighting (47% as at the year end), whilst a bounce back in uranium miners as we approached the Company’s year end, after a bout of weakness, has also helped the Company’s performance. In comparison, industrial base metals and iron ore have been weak, as have oil prices. These commodities have continued to struggle as a result of a still relatively muted demand growth outlook and in the case of energy, a shift in OPEC+ strategy targeting market share. After the encouraging performance over the year, we believe the portfolio’s fundamental positioning can sustain further momentum. Indeed, at the time of writing, since the financial year end, the Company has achieved 49.2% NAV total return while sterling adjusted returns for the MSCI World Metals and Mining and MSCI World Energy indices stand at 31.5% and 6.2% respectively. While precious metals made the most significant contribution to the Company’s returns, the performance of individual precious metal stocks has been somewhat disjointed, and as a result, provided attractive investment opportunities. Of note, having reduced holdings in gold producer, Emerald Resources, in 2024 after significant growth in performance, the Company rebuilt its position in the period under review following a substantial derating and this proved to be the right decision. The position in gold producer, Ora Banda, whose share price had outperformed the precious metal sector into calendar Q4 2024 was reduced ahead of some slower-than-expected progress in its underground development. Similarly, the position in producer, Greatland Gold, was pared back as has the holding in explorer, Collective Mining. Proceeds from such sales were reinvested, with positions taken in developer, Polymetals, which will produce significant quantities of silver from its mine restart, and explorers, Goliath Minerals and Southern Cross Gold, which both appear to be well positioned to delineate large-scale, high grade gold resources in Canda and Australia respectively. One of the more significant detractors to the Company’s returns was its exposure to lithium, principally via the holding in Sigma Lithium. While significantly reducing the allocation to this sector some time ago, a residual position was retained given Sigma’s growth potential and industry leading economics. A sharp fall in lithium prices and equity derating across the sector has acted as a drag to the Company’s performance. A supply correction appears to be underway and, to this end, some modest increase in the Sigma position took place early in the financial year although we have yet to see improvement in the underlying lithium price or indeed the share price. Investment Manager’s Review Keith Watson Robert CrayfourdIan (Franco) Francis “The Company’s large weighting to gold continues to drive performance” 12 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Elsewhere, the Company has also topped up its position in Tamboran Resources, which has more recently consolidated its land position in the highly prospective Beetaloo gas field in Australia, which has the potential to exceed the Marcelus in its scale at more advantageous prices. Though some patience will be required, with its pre-eminent strategic position in this region the stock has the potential to grow into an E&P major, representing an extremely attractive risk/reward investment. Portfolio Allocation The portfolio positioning has remained much the same over our fiscal year. With currency devaluation increasingly coming under scrutiny, reflecting strained government borrowing requirements from a position of already extended indebtedness, and a backdrop of muted underlying economic growth, the Company’s portfolio remains weighted towards precious metals. President Trump’s “Big Beautiful Bill” (“BBB”) is only the latest example of government spending which has focused attention on the value of currencies. Unfortunately, many other economies are in a similar boat. The “weaponisation” of the US dollar has been another significant contributor to its recent softness. These factors continue to underpin central banks’ continued buying. In such an environment, and with equity valuations remaining near historic lows, precious metals remains the highest sector exposure for the Company. This is highlighted in the chart above. Adjusting for the acceleration of trade in an effort to beat incoming tariffs, underlying aggregate growth remains muted. In China, stimulus measures are being targeted selectively at consumers and productivity improvements rather than the struggling commodity-consuming property sector, which remains in the doldrums. Though the longer-term prospects for metals such as copper is positive, the near-term outlook warrants some caution, particularly given significant pre-emptive inventory building. Furthermore, though the aggressive tariffs proposed by President Trump earlier in the calendar year were briefly watered down, they have since been reapplied and the underlying economic impact has yet to be felt. This uncertainty will continue to apply pressure on inflation, aggregate demand and industrial growth, which remain largely muted, with pockets of considerable weakness in regions such as Europe. In light of factors such as pre-tariff stockpiling, which we expect to dampen demand in the near-term, together with the less attractive valuation of industrial metal miners, the Company’s exposure to industrial metal producers remains relatively low. Macro Position President Trump’s “liberation day” on 2 April, in which he stated the US would look to apply tariffs to the majority of its global trading partners, upended global markets, with the scale of threatened tariffs a shock when compared with market expectations. Global markets responded poorly, bottoming out on 8 April, before rebounding strongly. Behind this recovery, market perceptions adjusted to anticipate a dial-back in the overly aggressive tariff rates whilst significant front-loading of imports also played a role in disguising the impact of tariffs on the real economy. Ultimately, these tariffs are a consumer tax that will be passed directly through to the US consumer and show via reduced consumption or inflation or a mix of the two. Perhaps more telling is the fact that despite the recovery in broader US equity markets, such as the S&P which has since reached new highs, in many non-US dollar currencies, US investments remain lower than at the start of the calendar year, testament to the impact of recent US dollar weakness. This may have repercussions with respect to previous momentum driven investment styles with the more recent focus on the currencies’ worth potentially seeing more meaningful allocation into the commodity asset class more broadly and particularly into gold. Investment Manager’s Review continued Exposure Trend 31 Dec 2020 31 Dec 2021 30 June 2021 31 Dec 2022 30 June 2022 31 Dec 2023 30 June 2023 31 Dec 2024 30 June 2024 30 June 2025 Long Exposure (% NAV) 100.00% 50.00% Breakdown Energy Precious Metals Base Metals Fixed Interest Soft Commodities Other 13Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting On the back of this uncertainty, precious metals have been the standout performer over the most recent six-month period, with gold and silver up 26% and 25%, respectively, benefiting the Company’s large exposure to this equity sector. Elsewhere, crude markets have been softer over the period, with benchmark prices falling 8%. The combination of weak global demand growth and OPEC shifting back to a market share over price protection strategy weighed on the oil price. The Company has a much reduced energy weighting, with the energy exposure more weighted to gas, limiting any impact from the oil move to performance. US debt sustainability remains a keen focus behind the Company’s portfolio allocation, though, as ever, the timing of any potential shift to this remains uncertain. While a rate reduction cycle appears likely, as the delayed impact of tariffs weighs, the pace of reduction is hindered by stubbornly high inflation. With President Trump’s policies deterring foreign buyers of US assets combining with a demographic risk from an approaching peak in US boomers’ savings, the pool of buyers for Treasuries creates a difficult backdrop for authorities to continue running a $2-3trn/yr deficit. With this backdrop, we still believe gold remains one of, if not the most attractive asset classes. While understood by Central Banks who have been the primary drivers of demand and prices that have repeatedly made new highs over the last 12 months, financial market investors have largely been on the sidelines, adding only 7 million oz since February. While central banks are likely to remain solid buyers of gold, uncertainty around government debt sustainability may drive more financial market demand over the coming quarters. Our other investment themes remain similarly intact from last year. Notably, AI and the huge spend by the world’s largest tech companies continues to support investment in clean energy including nuclear power. While subsidies are increasingly under threat for intermittent renewable energy, primarily wind and solar, there has been a huge drive to roll out nuclear power, where the key positive remains its ability to generate carbon free base load generating ability. Recent power purchase agreements by large tech companies, bear testament to the resurgence in demand for fuel, which remains in deficit. Though uranium prices 0 50 100 150 200 250 300 Net asset value per share total return over the 5 years to 30 June 2025 June 2020 June 2021 June 2022 June 2023 June 2024 CQS Natural Resources Growth and Income PLC NAV per share MSCI World Metals and Mining Index (sterling adjusted) MSCI World Energy Index (sterling adjusted) June 2025 Source: Frostrow Capital LLP 14 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 retreated from 2024 highs of over $100/lb, the outlook continues to improve with nations globally setting targets to triple generating capacity by 2050. China continues to roll out new reactors at a rate of c.10 a year in an effort to raise the sector’s share of generating capacity from on 5% currently (versus 20% in established markets such as the US and Europe). Meanwhile, following the burst of buying activity around 18 months ago, utilities have been dormant and with inventories now approaching critically low levels, there is an increasing risk that they will once again enter the market, which may sustain the performance of related equities which have latterly contributed to performance. Gas will also remain an important factor in the growth of tech-led energy demand and this, along with shipping, remains the most important exposure in the fossil sector allocation for the Company. The Company has also begun to selectively add back lithium investments following the sharp correction in commodity prices and equity valuations. Investment Management Team Manulife | CQS Investment Management have been the Company’s Investment Manager since 2007. Ian “Franco” Francis, the chief investment officer for the four investment companies managed by Manulife | CQS, has been a part of the investment management team since 2007 and has been responsible for the fixed interest, convertible and preferred stock investments in the portfolio. The Company is now following a total return strategy with an increased dividend, which is being funded, in part, from capital growth and, as a result, the proportion of non-equity investments has reduced and is currently only 2.3% of the portfolio. Manulife | CQS have therefore agreed with the Board of Directors that Franco will step down from the Company’s investment management team from 28 October to concentrate on his other fixed interest portfolio management clients. Robert Crayfourd and Keith Watson will continue as joint portfolio managers with day-to-day responsibility for managing the Company’s portfolio. Outlook At time of writing, aggregate global economic growth remains elusive while underlying activity is potentially flattered by inventory building, a pre-emptive effort to smooth out the effects of US trade policies. With little to suggest an end is in sight for fractious international trade, which is acting as a considerable drag to economies, the sustainability of growing government indebtedness has moved rapidly into focus. In such an environment a high weighting to precious metals equities continues to appear appropriate, particularly as they have yet to fully appreciate the move up in underlying metal prices and they remain near historically low valuations. In this context, despite their recent strong performance, precious metal equities remain the largest sector allocation in the Company’s portfolio. This remains the case despite significant recent sector volatility. To mitigate against the effect on performance from such volatility, the Company, during the latest run in prices, exited some positions such as Wheaton Precious Metals and also rotated from outperforming stocks, such as Equinox and Ora Banda, Investment Manager’s Review continued into laggards. Importantly, despite the recent volatility, there is little to suggest any fundamental change to the reasons for increasing investor allocations towards under-owned gold and the prospect of sector inflows, particularly via equities which remain attractively valued. Outside of this safe-haven asset class, thematics behind the global nuclear renaissance remain supportive for continued investment which is reflected by holdings in Tier One developers such as NexGen. Elsewhere, while distortions from stockpiling may still be propping up industrial commodity prices, related premium equity valuations are not sufficiently attractive to warrant more meaningful asset reallocation in the near-term. As a result, it appears prudent to wait for better opportunities to rebalance towards these sectors. This is the case for base metals such as copper, where the modest portfolio exposure is primarily directed at early-stage development assets that have the potential to deliver metal in the future. The same is also true of traditional energy markets. Typically, a lead indicator on broader economic growth and at the forefront of the current geopolitics, crude oil markets are still absorbing a reversal in OPEC+ strategy towards volume over value, while China's strategic stockpiling is acting to support prices. Natural gas markets are also dealing with more recent expansion in production and export capacity from North America and production increases in the Middle East. On the related energy equities side, this situation has yet to be fully discounted. Natural gas (and nuclear as mentioned above) remains a favoured sector as a cleaner stopgap method of delivering power over the medium-term and longer term respectively, to replace coal fired power. Looking ahead, we believe the fear of currency debasement, due to over indebted governments forced to allow inflation to run higher than they would otherwise tolerate via currency devaluation, will be a defining factor of the next decade. This is supportive for all real assets and a key driver of the recent strength in gold. Although current sentiment for the resources sector as a whole remains muted, growing demand for key commodities leveraged to economic growth, energy security, decarbonisation and the growth in AI data centres, will underpin the sector given expected future supply deficits. We believe this should support a broader reallocation of assets within generalist investor portfolios as they take advantage of these mega trends and will provide a tailwind to valuations beyond current attractive fundamentals. We will continue to identify smaller and emerging commodity specific cycles within this longer term thematic, with our key focus on creating value. The active allocation within the portfolio provides the flexibility to act on opportunities and we are watching carefully for the right time to shift the current high precious metal weighting into the likes of oil and copper when valuations are sufficiently depressed. Ian (Franco) Francis, Keith Watson and Robert Crayfourd Manulife | CQS Investment Management 27 October 2025 15Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Top ten largest holdings as at 30 June 2025 Emerald Resources (5.7% of investments) An Australian listed gold producer, with a producing mine in Cambodia and development asset in Australia. The company has successfully commissioned its low cost Okvau gold mine in Cambodia on time and budget. This strong management team has a long history of delivering mines on time and budget and are self-funded for the future growth profile. Sales (372) Purchases 716 59 Fair value gains £’000     NexGen Energy (8.2% of investments) A tier 1 uranium development asset in the established Athabasca Basin uranium mining district in Saskatchewan, Canada, has the potential to be the lowest cost uranium mine globally. As a zero-carbon source of energy, civil nuclear power generation and hence uranium, may gain further traction in global energy mix.     Sales – Purchases 1,384 (530) Fair value losses £’000 The Company operates the Telfer gold mine, one of Australia’s largest gold-copper mining complexes and is concurrently developing the nearby world-class Havieron gold-copper project and exploring across a significant regional portfolio. Sales (500) Purchases 2,704 4,867 Fair value gains     £’000 Greatland Gold (4.9% of investments) (new investment in 2025) 16 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Financial statementsGovernanceStrategic report Top ten largest holdings continued as at 30 June 2025     West African Resources (4.5% of investments) An Australian listed emerging mid-tier gold producer based in the West African region. The company acquires, explores and develops resource projects, and serves customers in West Africa and Australia. Sales (1,509) Purchases 341 1,713 Fair value gains £’000 Frontline (3.8% of investments) A leading listed seaborne transporter of crude oil and refined products. The company owns and operates one of the largest and most modern fleets in the industry, consisting of VLCCs, Suezmax tankers and LR2 / Aframax tankers. Due to Frontline’s brand, financial flexibility and significant scale, it holds a unique position among its peers. Sales (2,538) Purchases 4,138 (2,101) Fair value losses     £’000 REA Holdings (3.5% of investments) A leading contributor to responsible palm oil production globally. REA has a commitment to produce sustainably and has also received Roundtable on Sustainable Palm Oil certification. Following substantial cost cutting measures the group is well placed to benefit from the recent recovery in the crude palm oil price. Sales (145) Purchases – 546 Fair value gains     £’000 Ora Banda Mining (3.5% of investments) An Australian gold exploration and development company, with 100% ownership of the Davyhurst Gold Project in the highly productive eastern goldfields region of Western Australia. Sales (3,780) Purchases – 4,778 Fair value gains     £’000 17Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting To see a full breakdown of our investments as at 30 June 2025 see pages 19 to 21 Southern Cross Gold (3.4% of investments) (new investment in 2025) An Australian gold exploration company with projects including Sunday Creek, Redcastle and MT ISA. The Company owns 100% of Sunday Creek epizonal- style gold project in Australia which is considered to be the best new high grade and large exploration discoveries to come out of Australia in recent times. The Company is also engaged exploring in antimony in the Victorian Goldfields. Sales – Purchases 1,102 3,705 Fair value gains £’000     BW LPG (3.3% of investments) The world’s largest independent LPG shipper, predominantly sending propane from the US and Middle East to Asia. Propane is a by-product of shale production, so benefits from increased activity in the US. Napha switching at refiners and displacing wood for propane as fuel in the likes of India are major drivers of demand growth. The company has a strong capital returns policy, primarily through dividends. Sales (930) Purchases 1,402 (2,659) Fair value losses £’000     Tamboran Resources (3.2% of investments) A US listed natural gas exploration and production company, which specialises in the transition to cleaner energy and supports the energy transition by developing commercial production of natural gas and net zero equity scope 1 and 2 emissions. Tamboran Resources conducts its business in Australia. Sales (66) Purchases – (542) Fair value losses £’000     18 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Job No: 50387 Proof Event: 10 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2023 T: 0207 055 6500 F: 020 7055 6600 Portfolio at a glance 0 5 10 15 20 25 30 35 40 Unquoted Europe UK US Australia Canada 2025 % of total investments 2024 % of total investments By commodity By location of listing 0 10 20 30 40 50 Palm Oil Diversified Minerals Royalty Coal Lithium Rare Earth Fixed Interest Securities Copper Base Metals Shipping Oil & Gas Uranium Precious Metals 2025 % of total investments 2024 % of total investments * Comprises polymetallic investee companies. 19Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Company Sector Valuation £’000 % of total investments NexGen Energy Uranium 11,728 8.2 Emerald Resources Precious Metals 8,153 5.7 Greatland Gold Precious Metals 7,071 4.9 West African Resources Precious Metals 6,486 4.5 Frontline Shipping 5,401 3.8 REA Holdings 1 Fixed interests 5,082 3.5 Ora Banda Mining Precious Metals 4,946 3.5 Southern Cross Gold Precious Metals 4,807 3.4 BW LPG Shipping 4,689 3.3 Tamboran Resources Oil & Gas 4,563 3.2 Top ten investments 62,926 44.1 Equinox Precious Metals 4,354 3.0 Ur-Energy Uranium 4,075 2.8 Wheaton Precious Metals Precious Metals 3,276 2.3 Transocean Oil & Gas 3,191 2.2 Robex Resources Precious Metals 3,102 2.2 Lynas Corporation Rare Earth 3,090 2.2 Polymetals Resources Precious Metals 2,750 1.8 Westgold Resources Precious Metals 2,574 1.7 Peyto Exploration & Development Oil & Gas 2,493 1.7 Diamondback Energy Oil & Gas 2,475 1.7 Top twenty investments 94,306 65.7 G Mining Precious Metals 2,398 1.7 Solaris Resources Copper 2,264 1.6 Collective Mining Base Metals 2,185 1.5 Talon Metals Base Metals 2,112 1.5 Vermilion Energy Oil & Gas 1,804 1.3 ISOEnergy Uranium 1,802 1.3 Denison Mines Uranium 1,751 1.2 TDG Gold Precious Metals 1,682 1.2 Americas Gold and Silver Precious Metals 1,664 1.2 Afentra Oil & Gas 1,607 1.1 Top thirty investments 113,575 79.3 Investment Portfolio as at 30 June 2025 1 Includes REA Holdings 9% preference shares valued at £4,581,000 (2024: £4,063,000) and REA Finance 8.75% 31/08/2025 valued at £502,000 (2024: £460,000). 20 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Company Sector Valuation £’000 % of total investments Metals X Base Metals 1,592 1.1 Paladin Energy Uranium 1,458 1.0 MAG Silver Precious Metals 1,422 1.0 Thungela Resources Coal 1,403 1.0 EOG Resources Oil & Gas 1,396 1.0 Foran Mining Base Metals 1,272 0.9 WESDOME Gold Mines Precious Metals 1,223 0.9 Solgold Copper 1,094 0.8 Cerrado Gold Base Metals 1,076 0.8 Sigma Lithium Resources Lithium 1,043 0.7 Top forty investments 126,554 88.5 Integra Resources Precious Metals 957 0.7 Leo Lithium Lithium 932 0.7 True North Copper Copper 893 0.6 Newcore Gold Precious Metals 892 0.6 Eldorado Gold Precious Metals 884 0.6 Osisko Development Precious Metals 849 0.6 Vizsla Silver Precious Metals 683 0.5 New World Resources Copper 680 0.5 Ero Copper Copper 667 0.5 Greenheart Gold Precious Metals 624 0.4 Top fifty investments 134,615 94.2 Spartan Delta Oil & Gas 606 0.4 Central Asia Metals Copper 603 0.4 Golden Horse Minerals Precious Metals 561 0.4 CVW Cleantech Royalty 548 0.3 Patriot Battery Metals Lithium 518 0.3 Platinum Group Metals Precious Metals 481 0.3 Shelf Drilling Oil & Gas 443 0.3 Euronav Fixed interests 436 0.3 Firefinch Precious Metals 431 0.3 Ithaca Energy Oil & Gas 394 0.3 Top sixty investments 139,636 97.5 Investment Portfolio continued as at 30 June 2025 21Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Company Sector Valuation £’000 % of total investments 2020 Bulkers Shipping 392 0.3 Mawson Finland Precious Metals 386 0.3 Rupert Resources Precious Metals 384 0.3 NorAm Drilling Oil & Gas 356 0.2 Cosa Resources Uranium 330 0.2 Castile Resources Base Metals 316 0.2 C3 Metals Precious Metals 313 0.2 Tharisa Precious Metals 270 0.2 Silver Mountain Resources Precious Metals 231 0.2 Odyssey Gold Precious Metals 163 0.1 Top seventy investments 142,777 99.7 Other investments 489 0.3 Total 143,266 100.0 Further details on the Company’s top ten largest holdings within its Investment Portfolio are on pages 15 to 17. 22 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Risks are inherent in the investment process and it is important that their nature and magnitude are understood so that they can be identified and can be controlled to the extent possible. The Board is responsible for managing risks faced by the Company and, through delegation to the Audit Committee, has established a detailed framework to manage the key risks to which the business is exposed with associated policies and processes devised to mitigate, to the extent possible, those risks. A risk management process has been established to identify and assess risks, their likelihood and the possible severity of impact. For each risk identified, during the year the Audit Committee considers both the likelihood and impact of the risk and then assigns an inherent risk score. The scoring of the risk is then reconsidered once the respective key mitigations are applied, and a residual risk score is assigned. Principal risks and mitigations are discussed regularly at Audit Committee meetings and the summarised conclusions of such meetings held during the year are set out below. Principal Risks, Uncertainties and Mitigations Risk and trend Principal Risks and Uncertainties Controls and mitigations Investment and Strategy Risk → Underperformance of Company resulting in loss of shareholder interest. Inappropriate investment strategy, including country and sector allocation, stock selection and the use of gearing, could lead to poor returns for shareholders. Investment objectives are not met, Company does not perform well against peers/benchmark, internal targets are not met. Loss of shareholder interest could result in widening of discount and diminished ability to issue new shares and grow the Company. Liquidity of the Company’s shares in the market would be reduced. Board and Committees • The Board has appointed Manulife | CQS as Investment Manager as they have long and deep natural resources knowledge, networks and experience. The portfolio managers understand the global trends of energy transition, digital and economic growth and energy security. The Board receives and reviews the explanation of significant asset selection decisions and the rationale for the composition of the investment portfolio provided by Manulife | CQS at quarterly Board meetings and interim dividend review meetings. • The Company spreads investment risk over a portfolio of global resource quoted equities and fixed-interest securities and the Board regularly monitors the spread of investments to ensure that it is adequate to minimise the risk associated with specific countries or sectors. • The Management Engagement Committee reviews Manulife | CQS’s appointment and performance annually. Key Service Providers • Manulife | CQS has a well-defined investment strategy and process and an investment management contract, which includes safeguards such as provision of service termination, is in place which defines their duties and responsibilities. • Manulife | CQS produces monthly factsheets, which include an investment commentary. → → → Risk trend and levels Change in inherent risk assessment over the last financial year: Increasing Stable Decreasing 23Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Risk and trend Principal Risks and Uncertainties Controls and mitigations • Reports and updates on the Company’s investment portfolio, including currency exposures, and recent transaction, latest income and expense forecasts are prepared by Manulife | CQS and Frostrow for the Board’s review at each quarterly meeting. • Frostrow produces a monthly compliance report, confirming the Company’s compliance with its published Investment Policy and restrictions, or reporting any breaches or issues. Market, Sector and Geopolitical Risk → By the nature of its investing activities, the Company’s portfolio is exposed to fluctuations in market prices (both individual security prices and foreign exchange) and also risks associated with the specific sectors in which its portfolio companies operate, such as inflation, interest rates, commodity and energy prices. Geopolitical developments and regional conflicts could affect the environment in which the Company operates, resulting in volatilities in prices, foreign exchange rates and interest rates, which can negatively impact the value of the Company’s investments and/or demand for its shares. Excess exposure to any stocks or sectors, geographies or currencies could reduce diversification and lead to unacceptable volatility of returns. Board and Committees • The closed-end structure of the Company is an essential part of the Board's management of this risk, ensuring that parts of the portfolio do not have to be sold to raise liquidity to fund redemptions at short notice. • Limits and restrictions set out in the Company's Investment Policy are intended to mitigate the Company’s specific risk exposures. These are reviewed monthly by the Board. • The Board reviews the Company’s performance against comparator indices on an ongoing basis and receives a formal report from Manulife | CQS at quarterly meetings. • The Board has a regular dialogue with Manulife | CQS to assess the impact of geopolitical events and to evaluate both the risks and opportunities and considers asset allocation and concentration of the portfolio to minimise the risk associated with sector and/or geopolitical exposures. Key Service Providers • Geopolitical risk forms part of Manulife | CQS’s investment process and decisions and Manulife | CQS reports sector risks arising from the general market and/or specific geopolitical environments to the Board at each quarterly meeting. 24 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Risk and trend Principal Risks and Uncertainties Controls and mitigations • The Company does not hedge against any foreign currency movements, but income received from foreign investee companies is converted into sterling upon receipt. • Reports and updates on the Company’s investment portfolio, including currency exposures and recent transactions, latest income and expense forecasts, as well as a monthly compliance report, confirming the Company's compliance with its published Investment Policy and restrictions, or reporting any breaches or issues are prepared by Manulife | CQS and Frostrow for the Board's review regularly and at each quarterly meeting. Widening discount to NAV → Demand for shares in the Company declines due to failure to promote the Company, meet investors’ objectives, poor investment performance, and/or poor communication with shareholders (including information published on the Company’s website), resulting in falling share price and widening of discount, threat from arbitrageurs and/or reputational damage. This risk is heightened by persistent wide discounts to NAV per share in the investment trust sector. Board and Committees • During the year the Company offered shareholders a free choice between remaining invested in the Company with value enhancing initiatives, and/or exiting for cash through the Tender Offer. • The enhancement of dividends to circa 8% p.a. aims to reach an even wider potential investor base by making the Company’s shares more attractive. • The Board monitors the share price, and any signs of demand reduction are discussed, and actions are taken, including buying back the Company’s shares. • Periodically the Board holds a strategy meeting to review the investment objectives and strategy, and action identified to support demand for the shares. • The Board has appointed an investment research firm to provide independent research for retail shareholders to support demand. • The Board receives regular feedback on key service providers’ interactions with investors. Shareholder registers and key shareholder activities are provided to and reviewed by the Board at quarterly meetings with negative trends identified. The Company has entered into a Standstill Agreement with Saba until the conclusion of the 2028 AGM. • The Company offers shareholders a continuation vote every two years (the next vote being postponed to the AGM in 2028). Please refer to the Chairman's Statement for further details. Principal Risks, Uncertainties and Mitigations continued 25Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Risk and trend Principal Risks and Uncertainties Controls and mitigations Key Service Providers • Manulife | CQS regularly meets with investors to discuss their objectives to make sure the Company’s objectives remain appropriate and some of those meetings are attended by the Chair of the Board. • A range of marketing activities is carried out by Manulife | CQS, Cavendish Capital Markets, Frostrow’s Investor Relations Team and Tavistock Communications to promote demand for the shares. • Manulife | CQS produces a monthly factsheet which is published on the Company’s website and the regulatory news service and is circulated to key investors by Manulife | CQS’s marketing department. • The Company’s website is maintained by the and regularly updated by Manulife | CQS and reviewed by the Board. Key Person Risk → Performance of the Company may be negatively affected by a change or loss of key personnel in the investment management team. The risk of manager loss is material given the specialist nature of the Company. Loss of key personnel could result in poor performance, lower investor demand and/ or a widening of any share price discount to NAV which could limit the strategic options of the Board. Board and Committees • The Management Engagement Committee reviews Manulife | CQS’s appointment and performance annually. • The Board receives regular updates on developments and succession planning, where appropriate, and any key personnel changes at the Investment Manager. • The Company’s agreement with Manulife | CQS contains a six-month notice period, which helps minimise any potential disruptions from changes in key personnel. • Board members spend time with the management team outside of meetings to build a rapport and understand any issues they may have. Key Service Providers • There are currently three portfolio managers who are responsible for day-to-day portfolio management which reduces the risk of any one fund manager’s departure. • An Investment Committee at Manulife | CQS oversees key stock selection and could support the Company in the event of a period of change. • Manulife is a large asset management firm with a wide network across geographies and sectors including resources and commodities. They can pull on internal resources in the short term should the need arise. 26 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Risk and trend Principal Risks and Uncertainties Controls and mitigations Non-Compliance with Laws and Regulations → The Company is subject to laws and regulations, including the UK AIFMD, the Companies Act 2006, the FCA Listing Rules, the Bribery Act 2010, the Criminal Finances Act 2017, GDPR, relevant accounting standards and tax regulations, Market Abuse Regulations, the AIC Corporate Governance Code 2024 (“AIC Code”) or other applicable regulations. A breach of legal and/or regulatory rules could lead to a suspension of the Company’s stock exchange listing or financial penalties. This could ultimately result in the Company winding up and/or damage to its reputation. Provision 34 of the AIC Code for accounting periods beginning on or after 1 January 2026 will introduce the requirement for company boards to disclose how internal controls are monitored and make declarations of the effectiveness of material controls in the annual report. Board and Committees • The Board rigorously reviews internal controls and compliance reports, and key policies put in place by the Company’s key service providers as part of the annual service provider review. • The Board has established procedure for Directors share dealings, and PDMR and PCA lists are maintained by the Frostrow and reviewed at Board meetings. • Annual results are reviewed and approved by the Board prior to external release to shareholders. Key Service Providers • Third party materials and links, including all factsheets, presentations and promotional materials are reviewed by Manulife | CQS Compliance before being circulated externally or uploaded onto the Company’s website. • Manulife | CQS’s Compliance Officer provides a compliance report for the Board’s review annually. • Frostrow have extensive experience of the regulatory environment applicable to investment trusts and produce a regular compliance report, which includes any exceptions in the Company’s compliance with applicable legal and regulatory requirements. • Key service providers with access to market sensitive information receive regular and continuous training to ensure clear understanding of the regulations. Principal Risks, Uncertainties and Mitigations continued 27Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Risk and trend Principal Risks and Uncertainties Controls and mitigations Operational Risk – Key Service Providers → The Company relies upon the services provided by third parties and is reliant on the internal control systems of the Investment Manager and the Company’s other service providers. Failures at these third parties could adversely impact the security and maintenance of, inter alia, the Company’s assets, dealing and settlement procedures, and accounting records. Business interruption could mean inability to process financial transactions and wider negative impact on shareholders. This could result in reputational damage and reduced demand for the shares with various knock-on negative impacts. Board and Committees • The operating effectiveness of third-party service providers is monitored, and each provider updates the Board on its activities at each Board meeting. • The Audit Committee receives, and reviews internal controls reports such as ISAE 3402 on the description of controls placed in operation, their design and operating effectiveness from all key services providers on an annual basis. • The Management Engagement Committee reviews the performance and controls of all its service providers annually. Key Service Providers • Manulife | CQS delivers a risk based internal audit plan which covers different areas of its operations that are subject to internal audit, including front, middle and infrastructure audits. Any areas of concern relevant to the Company are discussed with the Audit Committee. • The Depositary, BNP, maintains a daily record of the Company’s portfolio assets. • The principal software packages used by Frostrow/BNP are standard commercial systems. • Manulife | CQS maintains separate records. • Frostrow, Manulife | CQS, BNP and Equiniti have business continuity plans, which are regularly reviewed and tested. • Information systems allow for efficient operation when staff of CQS, Frostrow, BNP and Equiniti are working remotely in a virtual office environment. • Frostrow produces a regular compliance report, which includes any exceptions noted in any of the Company’s key service providers’ operations. Emerging risks During Board discussions on principal risks and uncertainties, the Board considered any risks that were not an immediate threat but could arise in the longer term and have significant impact on the ability of the Company to continue to meet its objectives. Focus areas have been the further escalation of emerging geopolitical tensions in the Middle East and elsewhere, and the wide share price discount to NAV per share across the board in the investment trust sector. The Board will continue to assess newly emerging risks on a regular basis to ensure that the implications for the Company are properly assessed and mitigating controls introduced where necessary. 28 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Business Review Introduction This Business Review is designed to provide information primarily about the Company’s business and results for the year ended 30 June 2025. It should be read in conjunction with the Chairman’s Statement on pages 6 to 10, and the Investment Manager’s Review on pages 11 to 14, which give a detailed review of the investment activities for the year and look to the future. Within the Business Review we discuss our approach to our stakeholder responsibilities within our S. 172 Statement beginning on page 32 and the Board’s review of the Company’s purpose, culture and values during the year. We also discuss our approach to people, social and governance matters and the environment on page 39. Business model The business model of the Company is described in more detail below. Investment objective The Company seeks to provide shareholders with capital growth and income predominantly from a portfolio of mining and resource equities and of mining, resource and industrial fixed interest securities. Investment policy The Company invests predominantly in mining and resource equities and mining, resource and industrial fixed interest securities (including, but not limited to, preference shares, loan stocks and corporate bonds, which may be convertible and/or redeemable). The Company may invest in companies regardless of country, sector or size and the Company’s portfolio is constructed without reference to the composition of any stock market index or benchmark. Exposure to higher yielding securities may also be obtained by investing in other sectors, including closed-end investment companies and open-ended collective investment schemes. The Company may, but is not obliged to, invest in derivatives, financial instruments, money market instruments and currencies for the purpose of efficient portfolio management. The Company may acquire securities that are unquoted at the time of investment but which are about to be, or are immediately convertible at the option of the Company into securities which are, listed or traded on a stock exchange, and may continue to hold securities that cease to be quoted or listed if the Investment Manager considers this appropriate. In addition, the Company may invest up to 10 per cent. of its gross assets in other securities that are unlisted or unquoted at the time of investment. The Company will not invest more than 15 per cent. in aggregate of the value of its total assets (measured at the time of investment) in other investment trusts or investment companies which are listed on the Official List except that this restriction does not apply to investments in other investment trusts or investment companies which themselves have published investment policies to invest no more than 15 per cent. of their total assets in other investment trusts or investment companies which are listed on the Official List. The Company may borrow an amount up to 25 per cent. of shareholders’ funds (measured at the time of drawdown). The Investment Manager expects that the Company will normally be fully invested. However, during periods in which changes in economic circumstances, market conditions or other factors so warrant, the Company may reduce its exposure to securities and increase its position in cash, money market instruments and derivative instruments in order to seek protection from stock market falls. The Company’s performance in meeting its objectives is measured against key performance indicators (“KPIs”) as set out on pages 30 and 31. Purpose, values and culture The Board and the Investment Manager have taken time during the year to consider the expectations of the AIC Corporate Governance Code (the “AIC Code”) in the areas of corporate purpose, values and culture. The Board has identified the following for each on behalf of the Company: Purpose – The Company’s purpose is defined as the Board working collaboratively with the Investment Manager to deliver its agreed investment approach within its chosen natural resource and mining sectors of the global economy to generate capital growth and income for investors, whilst cognisant of its regulatory, stakeholder and societal responsibilities. Values – Given the Company’s status as a listed investment trust, and lack of direct employees, the Company’s values are essentially those of the Board and its interactions with its key third party advisers, which are defined by trust, rigorous review, and foresight amongst others. Culture – The Board emphasises open collaboration between directors and the Company’s third-party advisers, including the Investment Manager, to create an environment conducive to effective decision-making. This also facilitates prompt and appropriate response to material issues by the Board. Where necessary, the Board challenges to ensure that performance is maintained on behalf of investors and stakeholders. Investment Manager and management fees The Company’s investments are managed by CQS (UK) LLP, which was acquired by Manulife Investment Management in April 2024 and now trades as Manulife | CQS Investment Management. Ian Francis, Keith Watson and Robert Crayfourd are the responsible portfolio managers. Further information about the portfolio managers can be found on page 3. CQS (UK) LLP is a global diversified asset manager, running multiple strategies with, as at 30 June 2025, assets of US$17.0 billion under management. 29Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The Board keeps under review the appropriateness of the Investment Manager’s appointment. In doing so the Management Engagement Committee considers the investment performance of the Company and the capability and resources of the Investment Manager to deliver satisfactory investment performance. It also considers the length of the notice period of the investment management contract and the fees payable to the Investment Manager, together with the standard of the other services provided. The Directors are satisfied with the Investment Manager’s ability to deliver satisfactory investment performance, and the quality of other services provided. It is therefore their opinion that the continuing appointment of the Investment Manager on the terms agreed is in the interests of shareholders as a whole. Previously, CQS (UK) LLP was entitled to receive a management fee of 1.2 per cent. on net assets up to £150 million; 1.1 per cent. on net assets above £150 million and up to £200 million; 1.0 per cent. on net assets above £200 million and up to £250 million; and, 0.9 per cent. on net assets above £250 million until the completion of the Board’s Strategic Review of the Company at the end of May 2025. Effective from 1 May 2025, the investment management fee has been reduced to 1.0 per cent. on net assets. Frostrow Capital LLP is appointed as Company Secretary and Administrator as well as providing Investor Relations and Marketing services. Equiniti Limited is appointed as the Company’s share registrar. UK Alternative Investment Fund Managers Directive ("UK AIFMD") The Company has appointed CQS (UK) LLP, trading as Manulife | CQS Investment Management, as the Company’s alternative investment fund manager (“AIFM”). The AIFM has been approved by the FCA to act as AIFM of the Company. A requirement of the UK AIFMD is for the Company to appoint a depositary to oversee the custody and cash arrangements and undertake other UK AIFMD required depositary responsibilities. The Board appointed BNP Paribas as the Company’s depositary. Further UK AIFMD disclosures are shown on pages 97 and 98. Long-term viability statement In accordance with the provisions of the AIC Code, the Directors have assessed the viability of the Company over a period of three years, which reflects the long-term nature of its investment objective, and the longer-term view adopted by the Investment Manager when making investment decisions and delivering total returns to shareholders. The Board has reviewed the Company’s financial position and its ability to liquidate its portfolio and meet its expenses as they fall due and, in doing so, noted the following: • the assumption that the loan facility is rolled over annually rather than repaid. The Company has an unsecured loan facility with BNP Paribas, agreed on 13 September 2024 for a two-year period. In order to assess the impact of underperformance of the portfolio on the loan, the Board reviewed a series of stress tests and detailed financial modelling including in particular the effects of any substantial future falls in investment value on the ability to repay and re-negotiate borrowings, potential breaches of loan covenants and the maintenance of dividend payments. All tests concluded that there was no uncertainty over the Company ’s financial viability over the assessment period; • Directors monitor and discuss the effects of any risks such as geopolitical events, inflation levels and adverse market conditions on the Company’s investment strategy, outlook and financial position. Underlying core revenue income from the Company’s portfolio continues to be strong and the Board believes that the Company is well placed to withstand the wider economic effects of the ongoing geopolitical events. The Board was therefore comfortable to declare a fourth quarterly interim dividend and special interim dividend payment, to be drawn from the Company’s strong reserves, and also firmly consider it is appropriate to adopt the going concern basis as at 30 June 2025; • that the continuation vote should not be a factor to affect the three-year period given the ongoing support of major shareholders. As part of the proposed Tender Offer and proposed value enhancing initiatives announced by the Company on 28 May 2025, and as approved by shareholders at the General Meeting held on 25 June 2025, the postponement of the annual continuation vote to the AGM in 2028 and a move to biennial votes thereafter; • that the diverse nature of investments held gives stability and liquidity along with flexibility to be able to react positively to market and political forces outside of the Board’s control; • the assumption that there are no significant changes in market conditions or the tax and regulatory environment that could not reasonably have been foreseen; • the impact of potential regulatory change and the controls in place surrounding significant third-party providers, including the Investment Manager. The Board also noted the liquidity risk in the portfolio where the percentage of Level 1 listed investments held at the year end was 97.4% (2024: 95%); • the Company’s processes for monitoring investment revenue and costs, with the use of frequent revenue forecasts, and the Investment Manager’s compliance with the investment objective and policies. The Directors have concluded that there is a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due; 30 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 • Directors do not currently expect there to be any significant change to the current principal risks facing the Company. Furthermore, the Directors do not envisage any change in strategy which would prevent the Company from operating over the three-year period; and • Directors have carried out a robust assessment of the principal risks facing the Company. These risks and their mitigations are set out on pages 22 to 27. The principal risks identified as most relevant to the assessment of the viability of the Company were those relating to a future macro-event likely to have a material impact on the financial position of the Company and the potential under-performance of the portfolio and its effect on the ability to pay dividends. When assessing these risks, the Directors have considered the risks and uncertainties facing the Company in severe but plausible scenarios, taking into account the controls in place and mitigating actions that could be taken. After making enquiries of the Company’s Investment Manager, and having considered the Company’s investment objective, nature of the investment portfolio and expenditure projections, the Directors consider that the Company has adequate resources to continue in operational existence for the foreseeable future. The Board has considered a detailed assessment of the Company’s ability to meet its liabilities as they fall due, in the context of the Company’s investment objective, nature of the investment portfolio and expenditure projections, and is satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, and in light of the Company’s long-term investment record, the Directors are satisfied that it is appropriate to adopt the going concern basis in preparing the accounts. Based on the results of its review and taking into account the long-term nature of the Company and its financing, the Board has a reasonable expectation that the Company will be able to continue its operations and meet its expenses and liabilities as they fall due for the foreseeable future, taken to mean at least the next three years. The Board has chosen this period as the timeframe being deemed most appropriate to the cycles within which the Company’s investee companies operate and the sectors of the economy in which the portfolio is concentrated. The Board continues to consider that this period also reflects the long-term objectives of the Company, being a Company with no fixed life, whilst considering the impact of uncertainties in the markets. Performance Measurement and Key Performance Indicators (“KPIs”) The Board uses a number of performance measures to assess the Company’s success in meeting its objectives. The tables and data on page 4 show how the Company has performed against those KPIs, and a glossary of terms and alternative performance measures is included on pages 88 to 90. The KPIs, which are used to measure progress and performance over time and which are comparable with those reported by other investment trusts are as follows: ● Investment Performance To assess investment performance, the Board monitors the NAV per share performance relative to that of two comparator indices: the MSCI World Metals and Mining Index (sterling adjusted) and the MSCI World Energy Index (sterling adjusted). The Company invests principally in equity-related investments in companies, usually mid and small cap companies, with a wide range of commodity exposures as well as a number of fixed interest securities. The Company does not utilise a formal benchmark but rather publishes its NAV per share performance alongside two comparative indices: the MSCI World Metals and Mining Index (sterling adjusted) and the MSCI World Energy Index (sterling adjusted) as these best reflect the potential returns. The performance of the NAV and comparative indices are shown on page 1 with statistics also shown on page 4. Over a five year period, the Company’s share price and NAV total returns have both outperformed its comparator indices, as shown by the graph overleaf. Refer to the Chairman’s Statement on pages 6 to 10 for the Chairman’s commentary on the Company’s development and performance during the year as well as position of the Company's business as at the year end. Business Review continued 31Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting NAV per share and Share Price Performance vs. Comparator Indices over the 5 years to 30 June 2025                   ● Dividend per share As part of the proposed Tender Offer and value enhancing initiatives announced on 28 May 2025, the Company also announced the adoption of an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter-end NAV per share using capital reserves as necessary, starting from the quarter ended 30 June 2025. In respect of the year under review, four interim dividends per share totalling 8.03 pence per share were declared (2024: 5.60 pence per share). The Company declared a 1 penny per share special interim dividend due to strong underlying core revenue income from the Company’s portfolio in respect of the year ended 30 June 2024. ● Ongoing charges ratio The ongoing charges ratio is a measure of the total expenses incurred by the Company expressed as a percentage of the average shareholders’ funds over the year. The Board regularly reviews the ongoing charges and monitors all expenses. For the year under review the ongoing charges ratio is 2.0% (2024: 1.9%). Dividend per share and ongoing charges ratio fall within the definition of “Alternative Performance Measures” (“APMs”) under guidance issued by the European Securities and Markets Authority (“ESMA”). Additional information explaining how these are calculated is set out in the Glossary beginning on page 88. The Directors have carefully selected these KPIs as in their view these combine to provide the most appropriate measures of performance, both in terms of managing the business and presentation to shareholders and stakeholders. The Board is satisfied that performance against each measure has been satisfactory in the context of the events in the financial year. Further information regarding forward looking assessments for the KPIs can be found in the Chairman’s Statement and Investment Manager’s Review. Future prospects The Chairman’s Statement beginning on page 6 and the Investment Manager’s Review beginning on page 11 include a review of developments during the year as well as information on investment activity within the Company’s portfolio and the factors likely to affect the future performance of the Company. Employees, Social, Human Rights and Environmental matters As a UK listed investment trust, the Company has no direct employees and accordingly it has no direct social or community impact and very limited environmental impact from its operations. Nevertheless, the Board determines that, given the profile of the natural resource sectors on which the investment strategy focuses, it is important that the Investment Manager monitors performance across these areas, specifically including human rights and health and safety performance, in finalising investment decisions. The investment portfolio is also increasingly focusing on low greenhouse gas businesses, commodities and solutions. The Directors recognise that their first duty is to act in the best financial interests of the Company’s shareholders and to achieve good financial returns against acceptable levels of risk, in accordance with the objectives of the Company. In asking the Company’s Investment Manager to deliver against these objectives, the Directors have also requested that the Investment Manager take into account the broader social, ethical and environmental issues of all companies within the Company’s portfolio, acknowledging that companies failing to manage these issues adequately run a long-term risk to the sustainability of their businesses. More specifically, to access capital they now expect companies to demonstrate ethical conduct, effective management of their stakeholder relationships, responsible management and mitigation of social and environmental impacts, as well as due regard for wider societal issues. The Investment Manager is increasingly expected to engage with investee companies around these themes, in line with the expectations of the UK Stewardship Code. The Company’s Investment Manager, CQS (UK) LLP (trading as Manulife | CQS Investment Management), has in turn stated that they view ESG factors as a key driver of financing costs, valuations and performance, while also being capable of acting as a lever to shape and influence the world for generations to come. The integration and assessment of ESG factors is a crucial part of this commitment, and a key factor in their decision- making. Through embedding ESG into the investment process, the Investment Manager seeks to enhance their ability to identify value, investment opportunities and, critically, to generate the best possible returns for their clients. CQS (UK) LLP is a signatory to the internationally recognised Principles for Responsible Investment (“PRI”), fully supporting all the PRIs. 32 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Stakeholder Interests (S. 172 statement) The following ‘Section 172’ disclosure, which is required by the Companies Act 2006 and the AIC Code, as explained on pages 32 to 38, describes how the directors have had regard to the views of the Company’s stakeholders in their decision-making. The Board regularly reviews its responsibilities vis-à-vis Section 172 of the Companies Act 2006, in conjunction with the Company Secretary. The key areas, being only those relevant to the Company as a listed investment trust, are applied to all relevant board decision- making: (a) the likely consequences of any decision in the longer term; (c) the need to foster the Company’s business relationships with suppliers, customers and others; (d) the impact of the Company’s operations on the community and the environment; (e) the desirability of the Company maintaining a reputation for high standards of business conduct; and (f) the need to act fairly between members of the Company. The Board considers the factors outlined under Section 172 and the wider interests of stakeholders as a whole in all decisions it takes on behalf of the Company. Who? – Stakeholder group: Shareholders Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Clear communication of the Company’s strategy and the performance against the Company’s objective can help the share price trade closer to its NAV per share which benefits shareholders. New shares may be issued to meet demand without net asset value per share dilution to existing shareholders. Increasing the size of the Company can benefit liquidity as well as spread costs. The Board operates an investment strategy designed to deliver strong performance over the medium to longer term, based on exposure to valuable commodity markets. While share buybacks will not necessarily prevent the discount from widening further, particularly in times of market volatility, they may, to a limited extent, mitigate a widening trend. In addition, buybacks enhance the net asset value per share for remaining shareholders, provide some additional liquidity and help to dampen discount volatility which can damage shareholder returns. The Board recognised the need to act in the interests of all shareholders following approach by the Company’s major shareholder, Saba Capital Management, L.P., and ensure that as many of the Company’s shareholders as possible were made aware of the situation and the potential implications for their investments. Following a comprehensive Strategic Review designed to identify a way forward to enhance value for all shareholders, the Board proposed to offer shareholders a free choice between remaining invested in the Company with value enhancing initiatives (an enhanced dividend, lower management fees), and/or exiting for cash through the Tender Offer. The AIFM and the Investment Manager, on behalf of the Board, complete a programme of investor relations throughout the year. An analysis of the Company’s shareholder register is provided to the Directors at each Board meeting along with investor relations and marketing reports from the Company Secretary and Administrator. The Board reviews and considers the marketing plans on a regular basis. Reports from the Company’s broker are submitted to the Board on investor sentiment and industry issues. At each meeting the Board reviews movements in the Company’s shareholder register. There are regular interactions and engagement with shareholders (including at the AGM). Regular feedback from shareholders is received from the Company’s broker. Shareholders’ rights are protected under the Company’s Articles of Association which require any proposal that may materially change those rights to be subject to prior approval by a majority of shareholders in general meeting. In order to effectively communicate with as many shareholders as possible, the Board with support from its advisers, inter alia undertook to: • As a foundation for the Company’s campaign, the Board and its advisers created a retail shareholder-focused ‘messaging house’, which was used across investor presentations, press releases and official communications to shareholders; • Developed a ‘microsite’ (http://www.cynprotectyourinvestment. com/) which was kept up-to-date and provided a dedicated channel for shareholders to gain information ahead of general meetings and provide, so far as possible, jargon-free information on the intricacies of Saba’s proposals and the Board’s recommendations. The microsite also included a facility for shareholders to register to be sent further information as it became available, such as help with how and when to vote; Ongoing dialogue with shareholders concerning the strategy of the Company, performance and the portfolio. Key mechanisms of engagement include: • The Annual General Meeting, whereby shareholders are invited to attend, ask questions and vote; • The Chairman and non-executive directors make themselves available to engage with shareholders; • The Company’s website hosts reports, video interviews with the portfolio managers and monthly factsheets; and • One-on-one investor meetings facilitated by the Company Secretary and Administrator who actively engage with professional investors, typically discretionary wealth managers, some institutions and a range of execution-only platforms. Regular engagement helps to attract new investors and retain existing shareholders, and over time results in a stable share register made up of diverse, long-term holders. In the event of any significant (defined as 20% or more of those voting) vote against any of the resolutions put to shareholders at the AGM, the Board will explain in its announcement of the results of the AGM the actions it intends to take to consult shareholders in order to understand the reasons behind any significant votes against resolutions. Following the consultation, an update will be published no later than six months after the AGM and the annual report will detail the impact the shareholder feedback has had on any decisions the Board has taken and any actions or resolutions proposed. The Board considered the following options available to preserve value for all shareholders: • Maintaining the current investment policy and management arrangements, given the best practice annual continuation vote, together with providing liquidity to shareholders by means of buybacks, tenders and other similar actions; Shareholders are provided with performance updates via the Company’s website as well as the annual and half-year financial reports and monthly factsheets. The Investment Manager and the Company Secretary and Administrator meet regularly with shareholders and potential investors to discuss the Company’s strategy, performance and portfolio. Both the Investment Manager and the Company Secretary and Administrator also engage with the Press on the Company’s behalf. Information on how to vote your Company shares on a selection of major platforms can be found by following the link within the Notice of Meeting on page 96. The Board reviews the Company’s share price discount/premium on a daily basis and in April 2024, following discussion with advisers, the Board agreed a limited programme of purchases of its own shares. The Company bought back 728,557 shares in the financial year to 30 June 2024, and a further 2,002,114 shares in the financial year to 30 June 2025, with the most recent share buyback taking place on 31 October 2024. The discount had narrowed since the Company started buying back shares in April 2024, but also as Saba reported increases in their shareholding in the Company towards the end of the 2024 calendar year. The Board consider that the considerable efforts that went into engaging with shareholders and ensuring the widest-possible audience had access to timely information resulted in the best possible outcome for shareholders, given the challenging circumstances, and the continuation of the Company. At the General Meeting of the Company held on Tuesday, 4 February 2025, all Requisitioned Resolutions were defeated on a poll by a majority of shareholders. Over 59% of the votes cast were against Saba's Requisitioned Resolutions, representing approximately 40% of the issued share capital. Total votes cast represented over 68% of the issued share capital. By contrast, just 8% of the Company’s issued share capital was voted at the AGM held in December 2024. 33Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The following ‘Section 172’ disclosure, which is required by the Companies Act 2006 and the AIC Code, as explained on pages 32 to 38, describes how the directors have had regard to the views of the Company’s stakeholders in their decision-making. The Board regularly reviews its responsibilities vis-à-vis Section 172 of the Companies Act 2006, in conjunction with the Company Secretary. The key areas, being only those relevant to the Company as a listed investment trust, are applied to all relevant board decision- making: (a) the likely consequences of any decision in the longer term; (c) the need to foster the Company’s business relationships with suppliers, customers and others; (d) the impact of the Company’s operations on the community and the environment; (e) the desirability of the Company maintaining a reputation for high standards of business conduct; and (f) the need to act fairly between members of the Company. The Board considers the factors outlined under Section 172 and the wider interests of stakeholders as a whole in all decisions it takes on behalf of the Company. Who? – Stakeholder group: Shareholders Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Clear communication of the Company’s strategy and the performance against the Company’s objective can help the share price trade closer to its NAV per share which benefits shareholders. New shares may be issued to meet demand without net asset value per share dilution to existing shareholders. Increasing the size of the Company can benefit liquidity as well as spread costs. The Board operates an investment strategy designed to deliver strong performance over the medium to longer term, based on exposure to valuable commodity markets. While share buybacks will not necessarily prevent the discount from widening further, particularly in times of market volatility, they may, to a limited extent, mitigate a widening trend. In addition, buybacks enhance the net asset value per share for remaining shareholders, provide some additional liquidity and help to dampen discount volatility which can damage shareholder returns. The Board recognised the need to act in the interests of all shareholders following approach by the Company’s major shareholder, Saba Capital Management, L.P., and ensure that as many of the Company’s shareholders as possible were made aware of the situation and the potential implications for their investments. Following a comprehensive Strategic Review designed to identify a way forward to enhance value for all shareholders, the Board proposed to offer shareholders a free choice between remaining invested in the Company with value enhancing initiatives (an enhanced dividend, lower management fees), and/or exiting for cash through the Tender Offer. The AIFM and the Investment Manager, on behalf of the Board, complete a programme of investor relations throughout the year. An analysis of the Company’s shareholder register is provided to the Directors at each Board meeting along with investor relations and marketing reports from the Company Secretary and Administrator. The Board reviews and considers the marketing plans on a regular basis. Reports from the Company’s broker are submitted to the Board on investor sentiment and industry issues. At each meeting the Board reviews movements in the Company’s shareholder register. There are regular interactions and engagement with shareholders (including at the AGM). Regular feedback from shareholders is received from the Company’s broker. Shareholders’ rights are protected under the Company’s Articles of Association which require any proposal that may materially change those rights to be subject to prior approval by a majority of shareholders in general meeting. In order to effectively communicate with as many shareholders as possible, the Board with support from its advisers, inter alia undertook to: • As a foundation for the Company’s campaign, the Board and its advisers created a retail shareholder-focused ‘messaging house’, which was used across investor presentations, press releases and official communications to shareholders; • Developed a ‘microsite’ (http://www.cynprotectyourinvestment. com/) which was kept up-to-date and provided a dedicated channel for shareholders to gain information ahead of general meetings and provide, so far as possible, jargon-free information on the intricacies of Saba’s proposals and the Board’s recommendations. The microsite also included a facility for shareholders to register to be sent further information as it became available, such as help with how and when to vote; Ongoing dialogue with shareholders concerning the strategy of the Company, performance and the portfolio. Key mechanisms of engagement include: • The Annual General Meeting, whereby shareholders are invited to attend, ask questions and vote; • The Chairman and non-executive directors make themselves available to engage with shareholders; • The Company’s website hosts reports, video interviews with the portfolio managers and monthly factsheets; and • One-on-one investor meetings facilitated by the Company Secretary and Administrator who actively engage with professional investors, typically discretionary wealth managers, some institutions and a range of execution-only platforms. Regular engagement helps to attract new investors and retain existing shareholders, and over time results in a stable share register made up of diverse, long-term holders. In the event of any significant (defined as 20% or more of those voting) vote against any of the resolutions put to shareholders at the AGM, the Board will explain in its announcement of the results of the AGM the actions it intends to take to consult shareholders in order to understand the reasons behind any significant votes against resolutions. Following the consultation, an update will be published no later than six months after the AGM and the annual report will detail the impact the shareholder feedback has had on any decisions the Board has taken and any actions or resolutions proposed. The Board considered the following options available to preserve value for all shareholders: • Maintaining the current investment policy and management arrangements, given the best practice annual continuation vote, together with providing liquidity to shareholders by means of buybacks, tenders and other similar actions; Shareholders are provided with performance updates via the Company’s website as well as the annual and half-year financial reports and monthly factsheets. The Investment Manager and the Company Secretary and Administrator meet regularly with shareholders and potential investors to discuss the Company’s strategy, performance and portfolio. Both the Investment Manager and the Company Secretary and Administrator also engage with the Press on the Company’s behalf. Information on how to vote your Company shares on a selection of major platforms can be found by following the link within the Notice of Meeting on page 96. The Board reviews the Company’s share price discount/premium on a daily basis and in April 2024, following discussion with advisers, the Board agreed a limited programme of purchases of its own shares. The Company bought back 728,557 shares in the financial year to 30 June 2024, and a further 2,002,114 shares in the financial year to 30 June 2025, with the most recent share buyback taking place on 31 October 2024. The discount had narrowed since the Company started buying back shares in April 2024, but also as Saba reported increases in their shareholding in the Company towards the end of the 2024 calendar year. The Board consider that the considerable efforts that went into engaging with shareholders and ensuring the widest-possible audience had access to timely information resulted in the best possible outcome for shareholders, given the challenging circumstances, and the continuation of the Company. At the General Meeting of the Company held on Tuesday, 4 February 2025, all Requisitioned Resolutions were defeated on a poll by a majority of shareholders. Over 59% of the votes cast were against Saba's Requisitioned Resolutions, representing approximately 40% of the issued share capital. Total votes cast represented over 68% of the issued share capital. By contrast, just 8% of the Company’s issued share capital was voted at the AGM held in December 2024. 34 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Who? – Stakeholder group: Shareholders continued Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes • As well as regular shareholder focused webinars with the portfolio managers, a dedicated webinar was held to help ensure the Company’s messaging reached as many shareholders as possible. Over 200 shareholders took part and allowed shareholders to ask questions of the Chairman and portfolio managers; • The Board engaged advisers to engage with shareholders by telephone to gauge voting sentiment, obtain feedback and offer further information on the proposals and the Board’s recommendations; • The Company’s messaging was distributed to a broad network of financial journalists at national and trade publications; • Edison Group were engaged to produce research and video material for shareholders. Together, the material made over 19,000 impressions; and • The Company engaged with major investment platforms to ensure voting mechanics were fully available to shareholders and offer platforms guidance on the unusual circumstances of the general meetings. • Introducing an increased dividend, to be funded in part by capital growth; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • If a suitable partner can be identified, to negotiate terms of a combination with another investment trust or open-ended investment company that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. On 12 February 2025, the Company announced the receipt of a requisition served on behalf of Saba for a second general meeting of shareholders. The Board has engaged in a series of very constructive discussions with Saba, who agreed to withdraw the requisition to enable the Board and its advisers to complete the Strategic Review that was outlined in the circular to shareholders. The Company has been shortlisted among seven other investment trusts in the ‘Best Shareholder Engagement’ category of the AIC Shareholder Communications Awards 2025. The results will be announced at an awards ceremony held in November. Shareholders overwhelmingly voted in favour of the resolutions which enabled the Company to undertake the Tender Offer and the change of annual continuation votes at every annual general meeting to every two years, with a postponement of continuation votes until the AGM to be held in 2028. 45.72% of the Company’s issued share capital was tendered, Saba’s holding. Continuing shareholders benefit from the value-enhancing initiatives put in place by the Board and measures put in place to provide a period of stability. Shareholders remaining invested in the Company will not bear the cost of the Tender Offer. Who? – Stakeholder group: AIFM and Investment Manager Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Engagement with the Company’s Investment Manager is necessary to: • evaluate their performance against the Company’s stated strategy and to understand any risks or opportunities this may present; and • better understand the internal controls in place at Manulife | CQS. The Board ensures that the Investment Manager’s ESG approach meets standards set by the Board. In order to achieve, what the Board consider to be, the best possible outcome for shareholders as a result of the Board's Strategic Review, it was necessary to seek extraordinary engagement with and support from the Company's Investment Manager. Representatives of the AIFM attend each quarterly Board meeting and present a report on investment performance and other related matters. Between meetings the Board maintains regular contact with the Investment Manager. The Audit Committee annually review reports from the AIFM’s Money Laundering Reporting Officer and Compliance Officer to assess the adequacy and effectiveness of both functions. The Board involved and took advice from the investment management team at each stage of its Strategic Review, given their importance in maintaining the investment strategy and performance of the Company. Portfolio composition, performance, ESG matters, outlook, and business updates. The integration of ESG into the Investment Manager’s investment processes. The Board sought advice from the investment management team on each of the options it assessed under the Strategic Review and the implications of each option: • Maintaining the existing investment policy and management arrangements; • Introducing an increased dividend; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • Exploring suitable partners for a combination that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. The Board’s appointed Investment Manager is committed to integrating environmental, social and governance themes into both its research engagement and investment activities. Manulife | CQS is also a signatory to the Principles for Responsible Investment, amongst other initiatives. Further details of the Investment Manager’s ESG related activities and reports can be found on page 39. The Tender Offer and value enhancing initiatives (as discussed under Stakeholder group: Shareholders). Stakeholder Interests (S. 172 statement) continued 35Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Who? – Stakeholder group: Shareholders continued Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes • As well as regular shareholder focused webinars with the portfolio managers, a dedicated webinar was held to help ensure the Company’s messaging reached as many shareholders as possible. Over 200 shareholders took part and allowed shareholders to ask questions of the Chairman and portfolio managers; • The Board engaged advisers to engage with shareholders by telephone to gauge voting sentiment, obtain feedback and offer further information on the proposals and the Board’s recommendations; • The Company’s messaging was distributed to a broad network of financial journalists at national and trade publications; • Edison Group were engaged to produce research and video material for shareholders. Together, the material made over 19,000 impressions; and • The Company engaged with major investment platforms to ensure voting mechanics were fully available to shareholders and offer platforms guidance on the unusual circumstances of the general meetings. • Introducing an increased dividend, to be funded in part by capital growth; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • If a suitable partner can be identified, to negotiate terms of a combination with another investment trust or open-ended investment company that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. On 12 February 2025, the Company announced the receipt of a requisition served on behalf of Saba for a second general meeting of shareholders. The Board has engaged in a series of very constructive discussions with Saba, who agreed to withdraw the requisition to enable the Board and its advisers to complete the Strategic Review that was outlined in the circular to shareholders. The Company has been shortlisted among seven other investment trusts in the ‘Best Shareholder Engagement’ category of the AIC Shareholder Communications Awards 2025. The results will be announced at an awards ceremony held in November. Shareholders overwhelmingly voted in favour of the resolutions which enabled the Company to undertake the Tender Offer and the change of annual continuation votes at every annual general meeting to every two years, with a postponement of continuation votes until the AGM to be held in 2028. 45.72% of the Company’s issued share capital was tendered, Saba’s holding. Continuing shareholders benefit from the value-enhancing initiatives put in place by the Board and measures put in place to provide a period of stability. Shareholders remaining invested in the Company will not bear the cost of the Tender Offer. Who? – Stakeholder group: AIFM and Investment Manager Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Engagement with the Company’s Investment Manager is necessary to: • evaluate their performance against the Company’s stated strategy and to understand any risks or opportunities this may present; and • better understand the internal controls in place at Manulife | CQS. The Board ensures that the Investment Manager’s ESG approach meets standards set by the Board. In order to achieve, what the Board consider to be, the best possible outcome for shareholders as a result of the Board's Strategic Review, it was necessary to seek extraordinary engagement with and support from the Company's Investment Manager. Representatives of the AIFM attend each quarterly Board meeting and present a report on investment performance and other related matters. Between meetings the Board maintains regular contact with the Investment Manager. The Audit Committee annually review reports from the AIFM’s Money Laundering Reporting Officer and Compliance Officer to assess the adequacy and effectiveness of both functions. The Board involved and took advice from the investment management team at each stage of its Strategic Review, given their importance in maintaining the investment strategy and performance of the Company. Portfolio composition, performance, ESG matters, outlook, and business updates. The integration of ESG into the Investment Manager’s investment processes. The Board sought advice from the investment management team on each of the options it assessed under the Strategic Review and the implications of each option: • Maintaining the existing investment policy and management arrangements; • Introducing an increased dividend; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • Exploring suitable partners for a combination that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. The Board’s appointed Investment Manager is committed to integrating environmental, social and governance themes into both its research engagement and investment activities. Manulife | CQS is also a signatory to the Principles for Responsible Investment, amongst other initiatives. Further details of the Investment Manager’s ESG related activities and reports can be found on page 39. The Tender Offer and value enhancing initiatives (as discussed under Stakeholder group: Shareholders). 36 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Who? – Stakeholder group: Service Providers Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes As an externally managed investment company, the Company does not have employees. Its main stakeholders therefore comprise its shareholders and a small number of service providers. The Board has delegated a wide range of activities to external agents, in addition to the Investment Manager. The Company contracts with third parties for other services including: depositary, investment accounting & administration as well as company secretarial and registrars. The Company ensures that the third parties to whom the services have been outsourced complete their roles in line with their service level agreements and are able to continue to provide these services, thereby supporting the Company in its success and ensuring compliance with its obligations. In order to achieve, what the Board consider to be, the best possible outcome for shareholders as a result of the Board's Strategic Review, it was also necessary to seek extraordinary engagement with the Company's service providers. Each of these contracts was entered into after full and proper consideration by the Board of the quality and cost of the services offered, including the control systems in operation in so far as they relate to the affairs of the Company. The Directors have frequent engagement with the Company’s other service providers through the annual cycle of reporting and due diligence meetings or site visits by the Company Secretary and Administrator. This engagement is completed with the aim of maintaining an effective working relationship and oversight of the services provided. The Board regularly evaluates the performance of its third-party service providers. The Board involved and took advice from its key service providers at each stage of its Strategic Review, given their importance in supporting the operation of the Company. The Board met regularly with representatives of the Company Secretary and Administrator which attend every Board meeting to provide updates on risk management, accounting, administration and corporate governance matters. In August 2024, representatives of the Company Secretary and Administrator conducted an oversight visit to the Company’s registrar, Equiniti, on the Board’s behalf. An industry update, presentations on cyber security, dividend payment processes, the shareholder register and online shareholder engagement were received. The Board sought advice from its key service providers on each of the options it assessed under the Strategic Review and the implications of each option: • Maintaining the existing investment policy and management arrangements; • Introducing an increased dividend; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • Exploring suitable partners for a combination that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. All service providers engaged and supplied requested information for the due diligence exercise to be completed. Reviews of the Company’s service providers in July 2025 were positive, and the Directors believe their continued appointment is in the best interests of the Company. The Audit Committee met with BDO LLP to review the audit plan for the year, agree their remuneration, review the outcome of the annual audit and to assess the quality and effectiveness of the audit process. Please refer to the Audit Committee Report beginning on page 55 for further information. The Tender Offer and value enhancing initiatives (as discussed under Stakeholder group: Shareholders). Who? – Stakeholder group: The Company’s Lender Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Investment companies have the ability to borrow with a view to enhancing long-term returns to shareholders. Engagement with the Company’s lender ensures that it fully understands the nature of the Company’s business, the strategy adopted by the Investment Manager and the extent to which the Company complies with its loan covenants. Regular reporting to the lender with respect to adherence with loan covenants and ad hoc meetings with the AIFM. The AIFM engaged with the provider of the Company's previous loan facility in advance of expiry in September 2024. Following the year end, the AIFM engaged with BNP Paribas following the announcement of the result of the Tender Offer which would result in a reduction in the size of the Company. Continued compliance with covenants set out within the loan agreement between the Company and the lender. The AIFM sought quotations from the previous and alternative lenders. In order to reflect the reduced size of the Company and to ensure compliance with loan covenants, it was agreed that the loan facility due to expire in September 2026 should be reduced. The Board ensures compliance with loan covenants throughout the year. As detailed on page 8, the Company entered into a two-year agreement with BNP Paribas with improved commercial terms on 13 September 2024. The Board met on 11 September 2025 to consider the reduction of the Company’s loan facility and review an Amendment Agreement relating to the Company’s Facility Agreement with BNP Paribas. The Amendment Agreement was approved and the Company’s secured revolving credit facility was reduced from £25 million to £15 million with effect from 16 September 2025. Stakeholder Interests (S. 172 statement) continued 37Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Who? – Stakeholder group: Service Providers Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes As an externally managed investment company, the Company does not have employees. Its main stakeholders therefore comprise its shareholders and a small number of service providers. The Board has delegated a wide range of activities to external agents, in addition to the Investment Manager. The Company contracts with third parties for other services including: depositary, investment accounting & administration as well as company secretarial and registrars. The Company ensures that the third parties to whom the services have been outsourced complete their roles in line with their service level agreements and are able to continue to provide these services, thereby supporting the Company in its success and ensuring compliance with its obligations. In order to achieve, what the Board consider to be, the best possible outcome for shareholders as a result of the Board's Strategic Review, it was also necessary to seek extraordinary engagement with the Company's service providers. Each of these contracts was entered into after full and proper consideration by the Board of the quality and cost of the services offered, including the control systems in operation in so far as they relate to the affairs of the Company. The Directors have frequent engagement with the Company’s other service providers through the annual cycle of reporting and due diligence meetings or site visits by the Company Secretary and Administrator. This engagement is completed with the aim of maintaining an effective working relationship and oversight of the services provided. The Board regularly evaluates the performance of its third-party service providers. The Board involved and took advice from its key service providers at each stage of its Strategic Review, given their importance in supporting the operation of the Company. The Board met regularly with representatives of the Company Secretary and Administrator which attend every Board meeting to provide updates on risk management, accounting, administration and corporate governance matters. In August 2024, representatives of the Company Secretary and Administrator conducted an oversight visit to the Company’s registrar, Equiniti, on the Board’s behalf. An industry update, presentations on cyber security, dividend payment processes, the shareholder register and online shareholder engagement were received. The Board sought advice from its key service providers on each of the options it assessed under the Strategic Review and the implications of each option: • Maintaining the existing investment policy and management arrangements; • Introducing an increased dividend; • Pursuing further discount management mechanisms; • Providing a full cash exit at NAV for all shareholders; and • Exploring suitable partners for a combination that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all shareholders. All service providers engaged and supplied requested information for the due diligence exercise to be completed. Reviews of the Company’s service providers in July 2025 were positive, and the Directors believe their continued appointment is in the best interests of the Company. The Audit Committee met with BDO LLP to review the audit plan for the year, agree their remuneration, review the outcome of the annual audit and to assess the quality and effectiveness of the audit process. Please refer to the Audit Committee Report beginning on page 55 for further information. The Tender Offer and value enhancing initiatives (as discussed under Stakeholder group: Shareholders). Who? – Stakeholder group: The Company’s Lender Why? The benefit of engagement with the Company’s stakeholders How? How the Board and the Company’s service providers have engaged with the Company’s stakeholders What? The key areas of engagement Outcomes and Actions The actions, principal decisions and outcomes Investment companies have the ability to borrow with a view to enhancing long-term returns to shareholders. Engagement with the Company’s lender ensures that it fully understands the nature of the Company’s business, the strategy adopted by the Investment Manager and the extent to which the Company complies with its loan covenants. Regular reporting to the lender with respect to adherence with loan covenants and ad hoc meetings with the AIFM. The AIFM engaged with the provider of the Company's previous loan facility in advance of expiry in September 2024. Following the year end, the AIFM engaged with BNP Paribas following the announcement of the result of the Tender Offer which would result in a reduction in the size of the Company. Continued compliance with covenants set out within the loan agreement between the Company and the lender. The AIFM sought quotations from the previous and alternative lenders. In order to reflect the reduced size of the Company and to ensure compliance with loan covenants, it was agreed that the loan facility due to expire in September 2026 should be reduced. The Board ensures compliance with loan covenants throughout the year. As detailed on page 8, the Company entered into a two-year agreement with BNP Paribas with improved commercial terms on 13 September 2024. The Board met on 11 September 2025 to consider the reduction of the Company’s loan facility and review an Amendment Agreement relating to the Company’s Facility Agreement with BNP Paribas. The Amendment Agreement was approved and the Company’s secured revolving credit facility was reduced from £25 million to £15 million with effect from 16 September 2025. 38 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Relations with shareholders The Directors place a great deal of importance on communication with shareholders. The annual report is widely distributed to other parties who have an interest in the Company’s performance. Shareholders and investors may obtain up to date information on the Company through the Investment Manager’s website. The Company responds to correspondence from shareholders on a wide range of issues. A regular dialogue is maintained with the Company’s institutional shareholders and with private client asset managers. Reference to significant holdings in the Company’s ordinary shares can be found under “Substantial Interests in the Company’s Shares” on page 42. The Notice of the annual general meeting included within the annual report and financial statements is sent out at least 20 working days in advance of the AGM. All shareholders have the opportunity to put questions to the Board or Investment Manager, either formally at the Company’s AGM or subsequent to the meeting when light refreshments will be offered to shareholders. Disclosure and transparency rules Other information required to be disclosed pursuant to the Disclosure Guidance and Transparency Rules has been placed in the Directors’ Report on pages 41 to 44 because it is information which refers to events that have taken place during the course of the year. By order of the Board Christopher Casey Chairman 27 October 2025 Stakeholder Interests (S. 172 statement) continued 39Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Introduction CQS Natural Resources Growth and Income PLC (the “Company”) is a UK listed investment company whose objective is to provide shareholders with capital growth and income from a portfolio of mining and resource equities and mining, resource, industrial and other fixed interest securities. The Company has appointed CQS (UK) LLP, trading as Manulife | CQS Investment Management (“Manulife | CQS”) as its Investment Manager. The Board fully supports the growing importance placed on ESG factors when asking the Company’s Investment Manager to deliver against the Company’s objectives. The Board has requested that the Investment Manager take into account the broader social, ethical and environmental issues of companies within the Company’s portfolio, acknowledging that companies failing to manage these issues adequately run a long-term risk to the sustainability of their businesses. Manulife | CQS Responsible Investment Policy incorporating our ESG Statement Manulife | CQS Investment Management views ESG factors as significant drivers influencing financing costs, risk assessment valuations and performance. The assessment, integration and engagement of ESG factors are a crucial part of the Investment Manager’s responsible investment commitment. By embedding responsible investment into its investment process, the Investment Manager seeks to enhance its ability to identify value, investment opportunity, risk and, critically, to generate the best possible returns and outcomes for its clients. The Investment Manager is a signatory to the United Nations Principles for Responsible Investment (“PRI”), the UK Stewardship Code, the Climate Action 100+ and the Institutional Investors Group on Climate Change (“IIGCC”). The Task Force on Climate-related Financial Disclosures (“TCFD”) is a global initiative to promote consistent and transparent reporting of climate-related risks and opportunities by companies and financial institutions. As of 2025, the Investment Manager publishes annual product-level TCFD reporting for the Company which enables investors to make informed choices based on consistent and comparable information about the climate impact of the Company. Please find the latest product- level TCFD reporting for the Company by following this link: https://ncim.co.uk/wp/wp-content/uploads/2025/09/CNR-TCFD- Product-Level-Reporting-December-2024.pdf The Investment Manager has a three-pronged approach to engagement: • Targeted Engagement Programmes which track whether a company is net-zero aligned and whether Manulife | CQS Investment Management have engaged with a company on net zero; • day-to-day engagement as part of the research process; and • collaborative engagements where appropriate and relevant. Key engagements are monitored and discussed at quarterly Engagement Group meetings and cover environmental, social and governance topics. An example of this engagement for the Company over the reporting period was the Investment Manager’s participation in collaborative engagements aligned with its net zero strategy. Since 2020, Manulife | CQS Investment Management have been active supporters of the Carbon Disclosure Projects (“CDP”) Non-Disclosure Campaign (“NDC”), and believe that better environmental reporting – including carbon emissions – is critical to achieving global climate targets. In 2024, Manulife | CQS Investment Management participated in its fifth NDC. This was a collaboration of over 250 global financial institutions holding $21 trillion in assets, and sought to encourage greater corporate environmental disclosures and boost data transparency. During the 2024 NDC, a record 1,998 companies were targeted to enhance disclosure. This marked a 26% increase in the number of companies targeted in the previous year. Most of the companies targeted in the campaign have been targeted over multiple years. Crucially, the results show that transparency drives action at all levels, with tangible progress on carbon emission reduction seen within two years of a successful investor request. For this campaign, Manulife | CQS Investment Management led on five engagements, of which four were focused on climate change. In a bid to foster in-depth dialogue, the letters encouraged the companies to complete the relevant CDP questionnaire (climate, water or forests impact assessment). Manulife | CQS Investment Management will continue contributing to this campaign in 2025, committing to lead on six engagements covering corporate bonds and loans. Further detail can be found within Manulife | CQS Investment Management’s Responsible Investment Policy on their website: www.manulifeim.com/content/dam/mim-institutional/global/ documents/resources/cqs-policies-and-procedures/2025-03- mcqs-responsible-investment-policy.pdf Environmental, Social and Governance (“ESG”) Statement 40 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Board of Directors All of the Directors are non-executive and all are considered by the Board to be independent of the Investment Manager. Details on Directors’ remuneration and shareholdings in the Company can be found on pages 51 and 53 respectively. No Directors have any shared directorships with any other Company Directors. Key to membership of Board Committees: Audit Committee Management Engagement Committee Nomination Committee c Chair of Committee Carole Cable Director Length of service: 8 years – appointed a Director on 1 October 2017. Experience: Carole is a partner and co-head of the Energy and Resources practice at Brunswick Group LLP, where she advises clients in the mining and metals sector. Carole has had a 25-year career connected to the mining and commodities sector, initially on the sell side at JP Morgan and Credit Suisse. Carole was the chair of Women in Mining UK and, until June 2025, a non-executive director of Nyrstar NV, the former holding entity of a global multi-metals business. All other public company directorships: None C Christopher Casey Director and Chairman of the Board Length of service: 8 years – appointed a Director on 1 October 2017; appointed Chairman of the Board with effect from 10 December 2024. Experience: Christopher is currently a non-executive director of BlackRock Frontiers Investment Trust plc and chair of the audit committees of Fidelity Special Values plc and Life Settlement Assets PLC. Christopher was a KPMG partner until 2010. Since then, he has carried out a number of non-executive board roles including chairman of China Polymetallic Mining Ltd. Christopher previously served as Chair of the Audit Committee from 1 April 2022 until his appointment as Chairman of the Board. All other public company directorships: l BlackRock Frontiers Investment Trust plc (with effect from 1 October 2025) l European Smaller Companies Trust plc l Fidelity Special Values plc l Life Settlement Assets PLC Paul Cahill Director C Length of service: 3 years – appointed a Director on 23 June 2022. Experience: Paul is chairman of the Advisory Board of Bacchus Capital Advisers (an independent investment and merchant banking platform focused on metals and mining); a non-executive director of ASX-listed Skylark Minerals Limited; and a Senior Adviser, Mineral Resources for Mitsubishi Corporation. Paul has over 30 years of experience in the natural resources sector, most of which with the Anglo American Group in various senior roles including Group Head of Business Development. All other public company directorships: l Skylark Minerals Limited Louise Hall Director Length of service: 1 year – appointed a Director on 1 August 2024. Experience: Louise spent over 30 years as an investment manager at Investec Wealth and Investment, a private client wealth management firm, ultimately sitting as an Executive Director on their board and running their largest office. Since retiring from full time work, Louise has sat on the Save the Children Investment Committee and been Chair of Governors at a girls’ school in Dorset. More recently, Louise has become an independent non-executive Director at wealth management firm, JM Finn. All other public company directorships: None Seema Paterson Director and Chair of the Audit Committee Length of service: 1 year – appointed a Director on 1 August 2024; appointed Chair of the Audit Committee with effect from 10 December 2024. Experience: Seema is a chartered accountant, having qualified in 1999 with Arthur Andersen in London. Seema has also worked in mergers and acquisitions at Société Générale and in corporate finance at Collins Stewart. She is currently chief financial officer and board director of This Works Products Limited, a private equity owned wellness and beauty brand with operations across the world and a non-executive director of Baillie Gifford UK Growth Trust plc. Seema also serves on the board of Resurgo Trust, a youth employment charity based in London. All other public company directorships: l Baillie Gifford UK Growth Trust plc C 41Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Directors’ Report The Directors present the Annual Report on the affairs of the Company, together with the audited Financial Statements and the Independent Auditor’s Report for the year ended 30 June 2025. In accordance with the requirement for the Directors to prepare a Strategic Report and an enhanced Directors’ Remuneration Report for the year ended 30 June 2025, the following information is set out in the Strategic Report: l a review of the Company including details about its objective, strategy and business model; l future developments, details of the principal risks and uncertainties associated with the Company’s activities (including the Company’s financial risk management objectives and policies); and l information regarding community, social, employee, human rights and environmental issues. Information about Directors’ interests in the Company’s ordinary shares is included within the Directors’ Remuneration Report on page 53. The Statement of Corporate Governance is set out on pages 45 to 49 and forms part of this Report. Principal Activity and Status The Company is registered as a public limited company in terms of the Companies Act 2006 (company number: 02978531). It is an investment company as defined by Section 833 of the Companies Act 2006. It carries on the business of an investment trust and has been approved under Sections 1158 and 1159 of the Corporation Tax Act 2010 by HM Revenue and Customs as such, subject to continuing to meet eligibility requirements. The Directors are of the opinion that the Company has conducted its affairs in a manner compliant with the conditions for continued approval and intend that it should continue to do so. The Company is listed on the Main Market of the London Stock Exchange, within the Financial Services sector, and is identified by the TIDM or ticker symbol ‘CYN’. The Company’s ISIN is GB0000353929 and SEDOL is 0035392. As an investment company that is managed and marketed in the United Kingdom, the Company is an Alternative Investment Fund (“AIF”) falling within the scope of, and subject to the requirements of, the UK Alternative Investment Fund Managers Directive (“UK AIFMD”). Further details are provided in the UK AIFMD Disclosures on pages 97 and 98. The Company’s shares are eligible for inclusion in an Individual Savings Account (“ISA”). The Company is a member of the Association of Investment Companies (“AIC”). Results and Dividends Details of the Company’s results and dividends paid are shown on pages 4 and 5 of this Report. Dividend Policy Subject to market conditions and the Company’s performance, financial position and financial outlook, it is the Directors’ intention to pay an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter- end NAV per share using capital reserves as necessary. The Company intends to continue to pay all dividends as interim dividends. A resolution to approve this dividend policy will be proposed at the AGM. Directors Biographical details of the current Directors of the Company can be found on page 40. All members of the Board are non- executive. None of the Directors has any other connection with the Investment Manager or is employed by or is an officer of any of the companies in which the Company holds an investment or any of the Company’s service providers. As explained in more detail within the Statement of Corporate Governance, the Board has agreed that all Directors will retire and, where appropriate, offer themselves for re-appointment annually. Mrs Green and Mr Evans retired at the conclusion of the AGM held on 10 December 2024. Mrs Hall and Mrs Paterson, who were appointed on 1 August 2024, sought appointment by shareholders at the same AGM. Following that AGM, Mr Casey succeeded to the role of Chair of the Board, Mrs Paterson succeeded to the role of Chair of the Audit Committee and Ms Cable succeeded to the role of Chair of the Management Engagement Committee. All current Directors will retire and offer themselves for re-appointment at the AGM to be held in December 2025. The Board believes that each of the Directors brings a significant range of business, financial and management skills and experience to the Company and enables the Board to provide effective strategic leadership and proper guidance of the Company. The Board confirms that, following the annual evaluation process set out in the Corporate Governance Statement on page 48, the performance of each of the Directors continues to be effective and demonstrates commitment to the role. The Board therefore believes that it is in the interests of shareholders that these Directors are re-appointed. None of the Directors is entitled to compensation for loss of office. None of the Directors has a service contract with the Company. The Directors exercise the powers conferred by the Company’s Articles of Association and UK Company Law to manage the Company’s interest for the benefit of shareholders and stakeholders. Directors’ and Officers’ Insurance The Company has a Directors’ and Officers’ insurance policy in respect of liabilities that may attach to them in their capacity as Directors of the Company. This covers any liabilities that may arise to a third party for negligence, default or breach of trust or duty. This policy has been in force throughout the year under review and remains in place as at the date of this report. 42 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Directors’ Indemnity During the year, deeds of indemnity were implemented between the Company and each of its Directors under which the Company has agreed to indemnify each Director, to the extent permitted by law, in respect of certain liabilities incurred as a result of carrying out their role as a Director of the Company. The Directors are also indemnified against the costs of defending any criminal or civil proceedings or any claim by the Company or a regulator as they are incurred. Where the defence is unsuccessful the Director must repay those defence costs to the Company. The indemnities are qualifying third party indemnity provisions for the purposes of the Companies Act 2006. A copy of each deed of indemnity is available for inspection at the Company Secretary’s offices during normal business hours and will be available at the Annual General Meeting. Conflicts of Interest The Board has a procedure for identifying, reporting and addressing conflicts of interest, or potential conflicts. Directors report on actual or potential conflicts of interest at each Board meeting. Any Director with a conflict would be excluded from any related discussion. The Board considers that the procedure has worked effectively during the year under review and intends to continue to review all notified situations at each meeting. Directors’ Remuneration Report The Directors’ Remuneration Report is set out on pages 51 to 53. An advisory ordinary resolution to approve the report will be put to shareholders at the Company’s AGM. The Company is also required to put the Directors’ Remuneration Policy to a binding shareholder vote on a triennial basis. The Remuneration Policy was last approved by shareholders at the AGM held in 2024 and has continued to apply for the financial year to 30 June 2025. Directors’ Responsibilities The Directors’ responsibilities in preparing these Financial Statements are stated on page 50. Capital Structure The Company’s capital structure is composed solely of ordinary shares. As at 30 June 2025 there were 66,888,509 Ordinary shares of 25 pence each in issue, of which 2,730,671 were shares held in treasury. These shares do not carry voting rights or the right to receive dividends and thus the number of voting rights was 64,157,838 on a poll. During the year, the Company bought back 2,002,114 shares (with a nominal value of £500,528.50) to be held in treasury at a cost of £3,636,000. This represented 3.12% of the shares in issue (excluding shares held in treasury) as at 30 June 2025. Since the year end and pursuant to the Tender Offer, a further 29,334,059 shares have been bought back, with 20,534,059 cancelled and 8,800,000 held in treasury. Due to investor demand, 265,000 shares were re-issued from treasury between 29 September and 8 October 2025. As at 24 October 2025 there were 46,354,450 shares in issue of which 11,265,671 were held in treasury. The voting rights of the shares on a poll are one vote for every share held. The ordinary shares give shareholders the entitlement to all of the capital growth in the Company’s net assets and to all the Company’s income that is resolved to be distributed. The Company’s Articles of Association permit the Company to purchase its own shares and to fund such purchases from its accumulated realised capital profits. At the AGM on 10 December 2024 a special resolution was passed giving the Company authority, until the conclusion of the AGM in 2025, to make market purchases to be held in treasury of the Company’s ordinary shares up to a maximum of 9,617,259 shares, being 14.99% of the issued ordinary share capital as at 10 December 2024. At the General Meeting held on 25 June 2025, a further special resolution was passed which provided the Company with the necessary authorities to make market purchases pursuant to the Tender Offer. The Company bought back 29,334,059 shares between the date of the General Meeting and 24 October 2025. The Board is seeking to renew its powers at the forthcoming AGM to buy shares into treasury, for possible reissuance when the shares trade at a premium. The Company makes use of share buybacks, purchasing shares to be held in treasury with the objective of achieving a sustainable low discount (or a premium) to net asset value. Shares are not bought back unless the result is an increase in the net asset value per ordinary share. Shares will only be re-sold from treasury at, or at a premium to, the net asset value per ordinary share. There are no restrictions concerning the transfer of securities in the Company; no special rights with regard to control attached to securities; no agreements between holders of securities regarding their transfer which are known to the Company; and no agreements to which the Company is party that might affect its control following a successful takeover bid. Substantial Interests in the Company’s Shares As at 30 June 2025, the Company had been notified of the following substantial interests in the Company’s voting rights. These notifications were based on total voting rights in the Company of 64,157,838. Person subject to the notification obligation % of voting rights Bank of America Corporation 6.27 Saba Capital Management, L.P. 29.07 Following the year end, and to 24 October 2025, being the latest practicable date prior to the production of this Report, the Company received notification that the shareholdings of both Bank of America Corporation and Saba Capital Management, L.P. fell below the threshold for notifiable interests. As at 24 October 2025 there were 35,088,779 shares with voting rights, excluding 11,265,671 shares held in treasury. Directors’ Report continued 43Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The table on the prior page reflects those shareholders who have notified the Company of a substantial interest in its shares when they have crossed certain thresholds and may not reflect their current holding. The table does not reflect the full range of investors in the Company. The shareholder register is principally comprised of private wealth managers and retail investors owning their shares through a variety of online platforms. A profile of the Company’s ownership as at 30 June 2025 and comparatively with ownership as at 30 June 2024 is shown below. Source: Equiniti RD:IR Change of Control There are no agreements to which the Company is party that might be affected by a change of control of the Company. Exercise of Voting Powers The Investment Manager, in the absence of explicit instruction from the Board, is empowered to exercise discretion in the use of the Company’s voting rights in respect of investee companies. The underlying aim of exercising such voting rights is to protect the return from an investment. Financial Statements The Directors’ responsibilities regarding the financial statements and safeguarding of assets are set out on page 50. Global Greenhouse Gas (“GHG”) emissions for the year ended 30 June 2025 The Company is an investment company, with neither employees nor premises, nor has it any financial or operational control of the assets which it owns. Consequently, the Company consumed less than 40,000 kWh of energy during the year in respect of which the Directors’ Report is prepared and therefore is exempt from the disclosures required under the Streamlined Energy and Carbon Reporting criteria. It has no GHG emissions to report from its operations nor does it have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report and Directors’ Reports) Regulations 2013, including those within the Company’s underlying investment portfolio. The Company’s approach with regard to the environmental standards and performance of investee companies is discussed in more detail in the section headed Stewardship Code on page 49. Taskforce for Climate Related Financial Disclosures (“TCFD”) The Company notes the TCFD recommendations on climate related financial disclosures. The Company is an investment company and, as such, it is exempt from the UK Listing Rules requirement to report against the TCFD framework. However, the Investment Manager has prepared a Climate-related Financial Disclosures report, the latest of which can be accessed via the Investment Manager’s website: https://ncim.co.uk/wp/wp- content/uploads/2025/09/CNR-TCFD-Product-Level-Reporting- December-2024.pdf Modern Slavery Act 2015 As an investment vehicle the Company does not provide goods or services in the normal course of business and does not have customers. Accordingly, the Directors consider that the Company does not fall within the scope of the Modern Slavery Act 2015 and is not, therefore, obliged to make a slavery and human trafficking statement. UK Listing Rule 6.6.6 UK Listing Rule 6.6.6 requires the Company to include certain information, more applicable for traditional trading companies, in a single identifiable section of the annual report or a cross- reference table indicating where the information is set out. The Directors confirm that there were no disclosures to be made in this regard. Annual General Meeting The Notice of the Annual General Meeting is contained on pages 91 to 96. As well as resolutions relating to the Financial Statements, re-appointment of Directors, and the Company’s auditor, resolutions relating to the following items of business will be proposed at the forthcoming Annual General Meeting. Increase to aggregate limit of Directors’ remuneration Resolution 11, which is proposed as an Ordinary Resolution will if passed, amend Article 80 of the Company Articles of Association to increase the remuneration to no more than £250,000 per annum. Profile of the Company’s ownership of shares held as at 30 June 2024 Other 15.3% Retail & Advisor Platforms 48.8% Wealth Managers & Private Banks 28.7% Institutions 7.2% Profile of the Company’s ownership of shares held as at 30 June 2025 Other 10.3% Wealth Managers & Private Banks 13.3% Institutions 34.5% Retail & Advisor Platforms 41.9% 44 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Directors’ Authority to Allot Shares The Directors are seeking authority to allot shares. Resolution 12 will, if passed, authorise the Directors to allot new shares up to an aggregate nominal amount of £877,219.25 per annum being 10 per cent. of the total issued shares, excluding shares held in treasury, as at 24 October 2025, the latest practicable date prior to the publication of this Report or, if changed, the number representing 10 per cent. of the total issued shares, excluding shares held in treasury, at the date at which the resolution is passed. The Board confirms that it would not, under any ordinary circumstance, seek to issue shares at a discount to net asset value per share. In the unlikely circumstance that the Directors consider such an action to be in the interests of shareholders, it would seek a specific enabling, or ratifying, authority to do so from shareholders. Authority to Disapply Pre-Emption Rights Resolution 13, which is a Special Resolution, will, if passed, renew the Directors’ existing authority to make allotments of shares or sell shares from treasury for cash without first offering them to existing holders in proportion to their existing holdings. Resolution 13 authorises the Directors to allot new ordinary shares for cash or to sell shares held by the Company in treasury, otherwise than to existing shareholders on a pro rata basis up to an aggregate nominal amount of £877,219.25 which is equivalent to 3,508,877 ordinary shares and represents 10 per cent. of the Company’s ordinary share capital, excluding shares held in treasury, as at 24 October 2025, being the latest practicable date prior to the publication of this Report or, if changed, the number representing 10 per cent. of the total issued shares, excluding shares held in treasury, at the date at which the resolution is passed. These authorities, if passed, will continue in effect until the conclusion of the Annual General Meeting in 2026. The Directors do not have any immediate plans to issue further ordinary shares in the Company given the number of shares currently held in treasury which can be sold from treasury. Directors’ Authority to Buy Back shares Resolution 14, as set out in the Notice of the Annual General Meeting, seeks renewal of the Company’s authority to purchase its own shares. The renewed authority to make market purchases will be in respect of 5,259,807 ordinary shares being approximately 14.99 per cent. of the issued ordinary shares of the Company in issue, excluding shares held in treasury, as at 24 October 2025, being the latest practicable date prior to the publication of this Report or, if changed, the number representing 14.99 per cent. of the total issued, excluding shares held in treasury, shares at the date at which the resolution is passed. The price paid for the shares will not be less than the nominal value of 25 pence per share nor more than the higher of (i) 105 per cent. of the average middle market quotations taken from and calculated by reference to the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the ordinary share is contracted to be purchased or (ii) the higher of the price of the last independent trade and the highest current independent bid. This power will only be exercised if, in the opinion of the Directors, a purchase would result in an increase in net asset value per share and be in the interests of the shareholders as a whole. Any shares purchased under this authority will, as the Directors of the Company may from time to time determine, be cancelled immediately on completion of the purchase or held in treasury for possible sale when the shares trade at a premium. This authority will expire at the conclusion of the Annual General Meeting of the Company in 2026. Recommendation Your Board considers the passing of the resolutions to be proposed at the forthcoming Annual General Meeting is likely to promote the success of the Company for the benefit of its members as a whole and are in the best interests of the Company and its shareholders as a whole. Accordingly, the Directors unanimously recommend that shareholders should vote in favour of the resolutions, as they intend to do in respect of their own beneficial shareholdings of 43,909. Disclosure of Information to the Auditor As required by Section 418 of the Companies Act 2006 each of the Directors who held office at the date of approval of this Directors’ Report confirm that, so far as each of the Directors is aware, there is no relevant information of which the Company’s Auditor is unaware and the Directors have taken all the steps that they ought to have taken as Directors to make themselves aware of any relevant audit information and to establish that the Company’s Auditor is aware of that information. Independent Auditor The Auditor, BDO LLP, is willing to continue in office as the Auditor and a resolution to reappoint BDO LLP and authorise the Audit Committee to determine the Auditor’s remuneration for the ensuing year, will be proposed at the forthcoming Annual General Meeting. By Order of the Board Christopher Casey Chairman 27 October 2025 Directors’ Report continued 45Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Statement of Corporate Governance Introduction The Board has considered the principles and recommendations of the AIC Corporate Governance Code (the “AIC Code”). The AIC Code addresses all the principles set out in the UK Corporate Governance Code issued by the Financial Reporting Council (“FRC”) (the “UK Code”), as well as setting out additional principles and recommendations on issues that are of specific relevance to investment companies. The Board considers that reporting against the principles and recommendations of the AIC Code will provide the best information to shareholders and the FRC has confirmed that by following the AIC Code, boards of investment companies will meet their obligations in relation to the UK Corporate Governance Code and associated disclosure requirements under paragraph 6.6.6 of the UK Listing Rules. The Corporate Governance Code can be viewed at www.frc.org.uk. The AIC Code is available on the AIC website (www.theaic.co.uk). It includes an explanation of how the AIC Code adapts the Principles and Provisions set out in the Corporate Governance Code to make them relevant for investment companies. Statement of Compliance The Board has considered the principles and recommendations of both the UK Code and the AIC Code and confirms that the Company has complied with the applicable provisions throughout the year under review and up to the date of this report, except the UK Code provisions relating to: l The role of the chief executive; l Executive directors’ remuneration, including formation of a separate board remuneration committee and appointment of any remuneration consultant; l The need for an internal audit function; and l The appointment of a Senior Independent Director. As the AIC Code acknowledges in setting out additional provisions relevant to the industry, the above exceptions are not believed to be automatically relevant to externally managed investment companies. In particular, all of the Company’s day-to- day management and administrative functions are outsourced to third parties. As a result, the Company has no executive directors, employees or internal operations. As discussed in the Report of the Audit Committee, it was concluded that no internal audit function was required. Therefore, the Company has not reported further in respect of these provisions. The Directors, having regularly reviewed the Company’s compliance, are therefore comfortable that the Company complies as appropriate with both the UK Code and the AIC Code. This report further describes how this compliance is achieved. Committees of the Board The Board has three principal committees: the Audit Committee, the Management Engagement Committee and the Nomination Committee. The terms of reference for these committees are available via the Company Secretary and via the Company’s website. A separate remuneration committee has not been established as the Board would ordinarily, except in transitionary periods to assist smooth succession planning, consist of only five non- executive directors. The whole Board is responsible for setting directors’ fees in accordance with the Remuneration Policy set out on page 54, which is subject to periodic shareholder approval. Audit Committee The Audit Committee comprises all directors, with the exception of the Chairman of the Board, and is chaired by Mrs Paterson having succeeded Mr Casey following his appointment as Chairman of the Board with effect from 10 December 2024). Further details are provided in the Report of the Audit Committee on pages 55 to 58. Management Engagement Committee The Management Engagement Committee is chaired by Ms Cable having succeeded Mr Evans following his retirement with effect from 10 December 2024) and comprises the full Board. The Management Engagement Committee annually reviews matters concerning the management contract which exists between the Company and the Investment Manager and the Company’s contracts with other service providers. Details of the Management Agreement are shown in Note 3 to the Financial Statements. Nomination Committee The Nomination Committee is chaired by Mr Cahill and comprises the full Board. The Committee’s role is to review the Board’s structure and composition and to make recommendations for any changes or new appointments and oversee any Board recruitment processes. Possible new Directors are identified against the requirements of the Company’s business and the need to have a balanced Board. External search consultants may be used to assist in the appointment of new Directors. Board meetings During the year ended 30 June 2025 and under the ordinary course of business, the Board met quarterly and on three additional occasions to consider the Company’s dividend and to approve the appointment of Mrs Hall and Mrs Paterson, a total of seven meetings. In addition there were three Audit Committee meetings. The Company’s Annual General Meeting was held in December 2024 and two General Meetings were held in February and June 2025 respectively. Three additional meetings were held where a committee was formed for the signing of loan documentation, and approval of the Company’s half year and annual reports. 46 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 The annual meetings of the Management Engagement Committee and Nomination Committee took place shortly after the year end, following postponement so that discussion could more usefully and appropriately take place following the conclusion of the Tender Offer. Lastly, the Board formally met on a further 20 occasions between December 2024 and May 2025 in respect of the Company’s response to an approach by major shareholder, Saba Capital Management, L.P., and to discuss the Board’s Strategic Review and subsequent proposals for a Tender Offer and value enhancing initiatives. This brought the total number of formal meetings by the Board and its committees during the year to 36. Between meetings the Board maintains regular contact with the Investment Manager and the Company’s other advisers. The following table sets out the number of Board and committee meetings each of the directors have attended against the number of meetings they were eligible to attend during the year ended 30 June 2025. Audit Committee Board General Meetings Other Christopher Casey 1 3/3 4/4 3/3 25/26 Carole Cable 3/3 4/4 3/3 25/26 Paul Cahill 3/3 4/4 3/3 23/26 Louise Hall 2 3/3 4/4 3/3 23/25 Seema Paterson 2 3/3 4/4 3/3 24/25 Alun Evans 3 1/1 2/2 1/1 1/3 Helen Green 1,3 1/1 2/2 1/1 2/3 * Ad hoc committee meetings and meetings relating to requisitions from major shareholder, Strategic Review and subsequent proposals for a Tender Offer and value enhancing initiatives. 1 Not a member of the Audit Committee but in attendance by invitation for all or part of the meetings. Christopher Casey succeeded Helen Green as Chair of the Board following the conclusion of the Annual General meeting held on 10 December 2024. 2 Appointed on 1 August 2024. 3 Retired on 10 December 2024. The Board The Chair is responsible for the leadership of the Board and ensuring its effectiveness on all aspects of its role. Given the size and composition of the Board it is not considered necessary to appoint a Senior Independent Director. All Directors are considered by the Board to be independent of the Investment Manager. Each of the Directors is independent in character and judgement and there are no relationships, or circumstances which the Board considers likely to affect the judgement of the independent Directors. The Board takes the view that independence is not compromised by length of tenure and that experience and continuity can add significantly to the Board’s strength. The Board has a schedule of matters reserved to it for decision and the requirement for Board approval on these matters is communicated directly to the senior staff of the Investment Manager. Such matters include strategy, borrowings, treasury and dividend policy. Full and timely information is provided to the Board to enable the Directors to function effectively and to discharge their responsibilities. The Board also reviews the financial statements, performance and revenue budgets. Policy on Director Tenure The Company is strongly committed to striking the correct balance between the benefits of continuity, experience and knowledge and those that come from the introduction of new perspectives and skills to the Board. It is the intention of the Board that each Director will retire after no longer than nine years in the role, however, it is acknowledged that in some circumstances an extension of that time period could be beneficial to the Company. A comprehensive explanation will be provided for the extension where applicable, as can be found within the Chairman’s Statement on page 9. The terms of Directors’ appointments and the Company’s Articles of Association provide that Directors should retire and be subject to appointment at the first Annual General Meeting after their appointment. Directors are obliged to retire by rotation, and to offer themselves for re-appointment by shareholders at least every three years after that. Any Director who has served on the Board for more than nine years will offer themselves for re-appointment annually. However, in 2011 the Board agreed that, as recommended by the AIC Code, all Directors will retire annually and, if appropriate, seek re-appointment. There is no notice period and no provision for compensation upon early termination of appointment. Statement of Corporate Governance continued 47Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Appointments to the Board A Director appointed during the year is required, under the provisions of the Company’s Articles of Association, to retire and seek appointment by shareholders at the next Annual General Meeting. As part of the process to appoint Mrs Hall and Mrs Paterson, who were appointed on 1 August 2024, the Board engaged the services of specialist recruitment consultants, Fletcher Jones Ltd, who prepared a list of potential candidates for consideration by the Board. A short list was then arrived at, the candidates were interviewed, and Mrs Hall and Mrs Paterson were subsequently appointed. Fletcher Jones Ltd is a signatory of The Standard Voluntary Code of Conduct for Executive Search Firms published by The Department for Business, Energy & Industrial Strategy (“BEIS”). The Code of Conduct aims to broaden ethnic diversity and gender balance on boards through executive search firms’ commitment throughout their recruitment processes, such as initial planning stages, long/short listing and candidate support. As described on page 49, Fletcher Jones Ltd were also appointed by the Board to conduct an external independent Board evaluation in Autumn 2023. Fletcher Jones Ltd has no other connection with the Company or the individual directors. Induction/Development New appointments to the Board are provided with a full induction programme. The programme covers the Company’s investment strategy, policies and practices. New Directors are also given key information on the Company’s regulatory and statutory requirements as they arise including information on the role of the Board, matters reserved for its decision, the terms of reference for the Board committees, the Company’s corporate governance practices and procedures and the latest financial information. Following their appointment, Directors are encouraged to participate in training courses where appropriate. Directors’ Other Commitments Each of the Directors has assessed the overall time commitment of their external appointments and it was concluded that they have sufficient time to discharge their duties. When appointing new Directors, the Board takes into account other demands on the Directors’ time. Any additional external appointments are only undertaken with prior approval of the Board. Diversity Policy The Board supports the principle of boardroom diversity and therefore the Company’s Diversity Policy applies to both the Board and its committees. The Company’s policy is that the Board and its committees should be comprised of directors with a diverse range of skills, knowledge and experience and that appointments to the Board should be made on merit, against objective criteria, including diversity in its broadest sense. The objective of the policy is to have a broad range of approaches, backgrounds, skills, knowledge and experience represented on the Board. To this end, achieving a diversity of perspectives and backgrounds on the Board is a key consideration in any director search process and the Board encourages any recruitment agencies it engages to find a diverse range of candidates that meet the criteria agreed for each appointment. The Board will give due regard to diversity-based targets, namely The Parker Review, FTSE Women Leaders Review and the UK Listing Rules, but will not discriminate on the grounds of age, gender, sexual orientation, disability or socio-economic background in considering the appointment of Directors. Board Diversity Details of the Directors of the Company are set out on page 40. The Board is supportive of the FCA’s UK Listing Rules (UKLR 6.6.6(9)) to encourage greater diversity on listed company boards and has implemented the FCA’s disclosure requirements. The Company has met the three targets on board diversity as at its chosen reference date, 30 September 2025: (i) at least 40% of the individuals on its board of directors are women; (ii) at least one of the following senior positions on its board of directors is held by a woman: (A) the chair; (B) the chief executive; (C) the senior independent director; or (D) the chief financial officer; and (iii) at least one individual on its board of directors is from a minority ethnic background. The relatively small size of the Company’s Board, and therefore more infrequent vacancies and opportunities for recruitment, make achieving diversity on the Board a more challenging process. As succession planning of the Board progresses over future years, the Company will continue to strive for increased diversity on its Board of which gender and ethnicity are two important aspects. Further details on the Company’s appointment process can be found under ‛Appointments to the Board’. This includes engaging recruitment agencies that sign up to recognised codes of conduct, which include principles on diversity with the aim of increasing board diversity integrated through their search processes. As required under UKLR 6.6.6(10), further detail in respect of the three targets outlined above as at 30 September 2025 is disclosed in the following tables. 48 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Number of Board members Number of Board members Percentage of the Board Senior positions on the Board Men 2 40% 1 Women 3 60% 1 Not specified/prefer not to say – – – Number of Board members Number of Board members Percentage of the Board Senior positions on the Board White British or other White (including minority-white groups) 4 80% 1 Mixed/Multiple Ethnic Groups – – – Asian/Asian British 1 20% 1 Black/African/ Caribbean/Black British – – – Other ethnic group, including Arab – – – Not specified/prefer not to say – – – * As an externally managed investment company, the Company has no executive directors, employees or internal operations. The Board has therefore excluded the columns relating to executive management from the tables above. In addition, the senior positions on the Company’s Board of (B) the chief executive, (C) the senior independent director and (D) the chief financial officer are not applicable to the Company. In the absence of the aforementioned roles, the Board considers the chair of the audit committee to also be a senior position on the Board. In order to collect the data required to fulfil the disclosures in the tables above, the Board agreed that self-reporting by the individuals concerned was the most appropriate method. The data was collected anonymously by the Company Secretary using a web-based survey where the following two questions were posed, and individuals were reminded that ‘Not specified / prefer not to say’ could be recorded in response: 1. For the purposes of the UK Listing Rules disclosures, how should you be categorised; and 2. Please advise your ethnicity. There have been no changes in Board composition that have occurred between the reference date and the date on which this Report was approved. Over recent years, the Board continued to investigate setting up a board apprenticeship scheme to provide personal development opportunities for those having full time roles in the natural resources sector. However, following consideration in June 2025, the Board concluded that the recruitment of a board apprentice would no longer be appropriate given the Company’s significant reduction in size following conclusion of the Tender Offer. It was agreed that the matter could be reconsidered at an appropriate future juncture. Board Evaluation The Board has put in place necessary procedures to conduct, on an annual basis, an appraisal of the Chair of the Board as well as a performance evaluation of the Board as a whole, the individual Directors and the Board committees. The Chair regularly reviews and agrees with each Director their training and development needs. Most recently, an internal board evaluation exercise was undertaken whereby Directors completed questionnaires which addressed the Board broadly, each of its committees and the Chairman. Follow up discussions were conducted by the Chairman, and in the case of the evaluation of the Chairman, by the Chair of the Nomination Committee. The Board reviewed the strengths and weaknesses identified by the questionnaires and one-to-one discussions and agreed that the Chairman lead the process of addressing the proposed action points during the year. The evaluation concluded that, despite board changes during the year and a somewhat challenging and unusual year for the Board, directors had worked together effectively and as a team to achieve positive outcomes for the Company’s shareholders. It was recognised that the Board is currently composed of a well- diversified and balanced mix of individuals in terms of relevant skills and experience, and that duties can be shared according to individual strengths. The performance of individual directors and the Chairman was rated highly and it was felt that directors all generally contributed well to discussions and contrasting views were well handled and thoroughly debated. It was recognised that the Chairman had effectively guided the Board since succeeding to the role during the year and been an excellent spokesperson on behalf of the Company and the Board. The Board considered the position of all of the Directors as part of the evaluation process and believes that it is, once again, in the Company’s best interests to propose that all directors be re-appointed by shareholders. The Board reviewed the Chairman’s and Directors’ other commitments and are satisfied that the Chairman and other Directors are capable of devoting sufficient time to the Company. Statement of Corporate Governance continued 49Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The most recent external board evaluation exercise was conducted by Fletcher Jones Ltd in Autumn 2023. As described on page 47, Fletcher Jones Ltd were also appointed by the Board to lead the recruitment process of two new non-executive directors, resulting in the appointment of Mrs Hall and Mrs Paterson on 1 August 2024. The Board were satisfied that the appointment of Fletcher Jones would not result in any conflicts of interest and that their team’s existing knowledge of the Board dynamics and Directors would be valuable during a recruitment exercise. However, the Board have agreed that an alternative provider will be sought for the next external board evaluation undertaken, which, following industry best practice, will take place in 2026. Fletcher Jones Ltd has no other connection with the Company or the individual Directors. Directors’ Interests The beneficial interests of the Directors in the Company are set out on page 53. Company Secretary The Directors have access to the advice and services of a specialist investment trust company secretary, who is responsible for advising the Board on all governance matters. The Company Secretary ensures governance procedures are followed and that the Company complies with applicable statutory and regulatory requirements. Independent Professional Advice The Board has formalised arrangements under which the Directors, in the furtherance of their duties, may seek independent professional advice at the Company’s expense. Principal Risks The Board has reviewed the Company’s internal controls and principal risks and uncertainties, and the key risks faced by the Company are set out in the Strategic Report on pages 22 to 27. The Board and Audit Committee regularly review the Company’s emerging and principal risks and consider related changes in the Company’s risk profile. Stewardship Code The Financial Reporting Council (“FRC”) published The UK Stewardship Code 2020 (“Stewardship Code”) for institutional shareholders in October 2019. The purpose of the Stewardship Code is to enhance the quality of engagement between institutional investors and companies to help improve long-term returns to shareholders and the efficient exercise of governance responsibilities. The FRC encourages institutional investors to make a statement of their commitment to the Stewardship Code. The Board has delegated responsibility for actively monitoring the activities of investee companies to the Investment Manager, who has been a signatory to the Stewardship Code since 2021. The Investment Manager is responsible for reviewing, on a regular basis, the annual reports, circulars and other publications produced by the investee companies, and for attending company meetings. This includes environmental, social and governance matters, as further discussed on page 39. In the absence of explicit instruction from the Board, the Investment Manager is empowered to use discretion in the exercise of the Company’s voting rights. The Investment Manager’s policy is to assess each voting opportunity individually and to vote only in cases where it is believed that the Company’s best interests need to be protected. The Board has reviewed, and endorses, the Investment Manager’s Statement of Compliance with the Stewardship Code, which appears on the Investment Manager’s website, at https:// www.manulifeim.com/content/dam/mim-institutional/global/ documents/resources/cqs-policies-and-procedures/manulife- CQS-stewardship-report-2024.pdf. The Board receives reports from the Investment Manager on the exercise by the Investment Manager of the Company’s voting rights. Bribery Prevention The Board confirms it has zero tolerance to bribery and corruption in its business activities and takes its responsibility to prevent bribery very seriously. Criminal Finances Act 2017 In line with the requirements of The Criminal Finances Act 2017, the Directors confirm that the Company has a commitment to zero tolerance towards the criminal facilitation of tax evasion. Principal Decisions The Section 172 statement set out on pages 32 to 38 outlines decisions taken during the year which the Board considers have the greatest impact on the Company’s long-term success. The Board considers the factors outlined under Section 172 of the Companies Act and the wider interests of stakeholders as a whole in all decisions it takes on behalf of the Company. Relations with Shareholders The AIC Code requires directors to explain their statutory duties as stated in Sections 171–177 of the Companies Act 2006. Under Section 172, directors have a duty to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard to the consequences of any decisions in the long term, as well as having regard to the Company’s stakeholders amongst other considerations. The Board’s report on its compliance with Section 172 of the Companies Act 2006 is contained within the Strategic Report on pages 32 to 38. By Order of the Board Christopher Casey Chairman 27 October 2025 50 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations. 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law). Under Company Law the 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 year. In preparing the financial statements, the Directors are required to: l select suitable accounting policies and then apply them consistently; l state whether applicable United Kingdom Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements; l make judgements and accounting estimates that are reasonable and prudent; and l prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are also responsible for: l safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities; l keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements and the Directors’ Remuneration Report comply with the Companies Act 2006; l preparing a Strategic Report, Directors’ Report, Directors’ Remuneration Report and Corporate Governance Statement that comply with relevant laws and regulations; and l the maintenance and integrity of the Company’s website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Responsibility Statement The Directors consider that the Annual Report and Financial Statements, taken as a whole, are fair, balanced, understandable and provide the information necessary for shareholders to assess the Company’s position, performance, business model and strategy. Each of the Directors, whose names and functions are listed in the ‘Board of Directors’ section on page 40 confirms that, to the best of their knowledge: l the Company’s Financial Statements, which have been prepared in accordance with United Kingdom Accounting Standards give a true and fair view of the assets, liabilities, financial position and profit of the Company; and l the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. On behalf of the Board Christopher Casey Chairman 27 October 2025 Note to those who access this document by electronic means: The Annual Report for the year ended 30 June 2025 has been approved by the Board of CQS Natural Resources Growth and Income PLC. Copies of the Company’s annual report and half year report are circulated to shareholders and, where possible to potential investors. It is also made available in electronic format for the convenience of readers. Printed copies are available from the Company Secretary’s office in London. Statement of Directors’ Responsibilities 51Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting The Board presents the Directors’ Remuneration Report for the year ended 30 June 2025 which has been prepared in accordance with Sections 420-422 of the Companies Act 2006. The Companies Act 2006 requires the auditor to report to shareholders on certain parts of the Directors’ Remuneration Report and to state whether, in its opinion, those parts of the report have been properly prepared in accordance with the Regulations. The parts of the annual report on remuneration that are subject to audit are indicated in the Report. The Company’s policy on Directors’ remuneration, together with details of the remuneration of each Director, can be found on page 54. The full Board fulfils the role of a remuneration committee within its meetings under the leadership of the Chair of the Board and the determination of the Directors’ fees is a matter dealt with by the whole Board. No advice from remuneration consultants was received during the year under review although a review of remuneration of the Company’s peer group of investment companies was undertaken along with research by Nurole Limited and Trust Associates Limited. The Board considers the framework for the remuneration of the Directors on an annual basis. It reviews the ongoing appropriateness of the Company’s remuneration policy and the remuneration of Directors by reference to the activities of the Company and in comparison with other companies of a similar structure and size. This is in line with the AIC Code. The Directors exercise independent judgement and discretion when authorising remuneration outcomes, taking into account the Company’s performance together with wider circumstances. The Board’s remuneration for the year ended 30 June 2025 remained unchanged on the prior year. However, at the most recent review held in July 2025, it was agreed that Directors’ fees with effect from 1 July 2025 would be as follows: £ Chair 45,000 Chair of the Audit Committee 38,000 Director 33,000 Directors’ Remuneration Report Annual Report on Directors’ Remuneration Single Total Figure of Remuneration and Expenses (audited): Year ended 30 June 2025 Year ended 30 June 2024 Director Fees £ Taxable benefits 1 £ Total £ Fees £ Taxable benefits 1 £ Total £ Christopher Casey 36,052 3,051 39,103 33,500 – 33,500 Carole Cable 43,500 2 – 43,500 28,500 – 28,500 Paul Cahill 28,500 – 28,500 28,500 – 28,500 Louise Hall 3 26,125 – 26,125 – – – Seema Paterson 3 28,950 – 28,950 – – – Alun Evans 4 12,642 217 12,859 28,500 – 28,500 Helen Green 4 16,957 585 17,542 38,000 1,694 39,694 Totals 192,726 3,853 196,579 157,000 1,694 158,694 The amounts paid by the Company to the Directors were for services as non-executive Directors. Fees have been pro-rated where a change of appointment/role takes place during a financial year. 1 Expenses relate to the reimbursement of costs incurred in connection with the performance of directors’ duties, predominantly attendance at meetings, including properly incurred travel, accommodation and subsistence costs. 2 Includes a one-off additional fee of £15,000 in compensation of the additional time and commitment given in respect of the Company’s response following receipt of a requisition notice from Saba Capital Management, L.P. on 18 December 2025. 3 Appointed on 1 August 2025. 4 Retired on 10 December 2025. 52 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Directors’ Remuneration Report continued Changes in Directors’ remuneration (unaudited): The table below contains the annual percentage change in remuneration over the five financial years prior to the current year in respect of the various director roles. Fee rates: Year to 30 June 2025 £’000 Change % Year to 30 June 2024 £’000 Change % Year to 30 June 2023 £’000 Change % Year to 30 June 2022 £’000 Change % Year to 30 June 2021 £’000 Change % Chair 38 – 38 15.2 33 – 33 3.1 32 6.7 Chair of the Audit Committee 33.5 – 33.5 17.5 28.5 – 28.5 5.6 27 3.9 Director 28.5 – 28.5 14 25 – 25 4.2 24 4.4 Component Annual Rate for the year to 30 June 2025 £ Annual Rate for the year to 30 June 2024 £ Purpose and operation Basic Annual Fee: Each Director 28,500 28,500 In recognition of the time and commitment required by the Directors of public companies as well as the responsibilities of the role. The basic fee is reviewed against fees paid by peer companies to ensure that it reflects fair and adequate compensation for the role. Additional Fee: Chairman of the Board 9,500 9,500 For the additional time, commitment and responsibility required on the Company’s business issues; and providing leadership as Chairman of the Board. Additional Fee: Chair of the Audit Committee 5,000 5,000 For the greater time required on the financial and reporting affairs of the Company. Additional Fee: Each Director Variable Variable In the event that the Company undertakes a complex or large project, such additional fee as will fairly compensate for the additional time and commitment required by a Director. Expenses: Each Director Variable Variable Reimbursement of expenses properly incurred by Directors in attending meetings and/or otherwise in the performance of their duties to the Company. The following table sets out the remuneration components for each Board role. 53Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Relative Importance of Spend on Pay The table below sets out, in respect of the financial year ended 30 June 2025 and the preceding financial year, the comparative cost of Directors’ fees compared with: a) the distributions made to shareholders by way of dividend; and b) repurchases of the Company’s own shares. Year ended 30 June 2025 £ Year ended 30 June 2024 £ % change Total remuneration 196,579 158,694 23.9% Dividend 1 5,196,208 4,383,836 18.5% Share buyback 3,635,312 1,368,000 165.7% 1 Includes the Fourth Interim Dividend 2025 of 4.25 pence per share relating to the year ended 30 June 2025 but paid on 1 September 2025 (2024: includes the Fourth Interim Dividend 2024 of 1.82 pence per share and Special Interim Dividend 2024 of 1 penny per share relating to the year ended 30 June 2024 but paid on 2 September 2024). Directors’ Interests (audited) Biographies of the Directors are shown on page 40. The interests (all of which were beneficial) of the Directors who held office at the year end in the shares of the Company were as below: Ordinary shares held as at 30 June 2025 Ordinary shares held as at 30 June 2024 Christopher Casey 16,500 6,500 Carole Cable – – Paul Cahill 14,749 14,749 Louise Hall 1 5,000 – Seema Paterson 1 7,660 – Alun Evans 2 – 13,440 Helen Green 2 – 11,200 1 Appointed with effect from 1 August 2024. 2 Retired following the conclusion of the Annual General Meeting held on 10 December 2024. No changes to these holdings have been reported up to the date of this report. There are no provisions included within the Company’s Articles of Association which require Directors to hold shares in the Company. Other Interests in ordinary shares (unaudited) The collective shareholding of the Company’s investment management team (and of the persons closely associated with them) as at 30 June 2025 was 122,194 shares. Following the year end, this increased by a further 107 shares through dividend reinvestment. Company Performance The Board is responsible for the Company’s investment strategy and performance, although the management of the Company’s investment portfolio is delegated to the Investment Manager through the investment management agreement, as referred to in the Business Review on pages 28 and 29. The following graph compares the Company’s share price total return (assuming all dividends are reinvested) with its comparator indices, the MSCI World Energy Index (sterling adjusted) and MSCI World Metals and Mining Index (sterling adjusted) for the ten years to 30 June 2025.                                   Voting at Annual General Meeting The Directors’ Remuneration Report was last approved by shareholders at the AGM held on 10 December 2024 with 98.25% of the votes cast (including votes cast at the Chair’s discretion) in favour and 1.75% votes cast against. 1,448,299 votes were withheld (votes withheld are not votes by law and are therefore not counted in the calculation of votes for or against a resolution). An ordinary resolution for the approval of the Annual Report on Directors’ Remuneration will be put to an advisory shareholder vote at the forthcoming AGM. Approval The Directors’ Remuneration Report was approved by the Board of Directors and signed on its behalf on 27 October 2025. Christopher Casey Chairman 54 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 The Board’s policy is that the remuneration of Directors should reflect the experience of the Board as a whole, be fair and comparable with that of other relevant investment trusts that are similar in size and have similar investment objectives and structures. Furthermore, the level of remuneration should be sufficient to attract and retain the Directors needed to oversee the Company properly and to reflect the specific circumstances of the Company, the duties and responsibilities of the Directors and the value and amount of time committed to the Company’s affairs. In accordance with the Companies Act 2006, the Company is required to seek shareholder approval of its remuneration policy on a triennial basis. An ordinary resolution for the approval of the remuneration policy was approved by shareholders at the AGM held on 10 December 2024, with 98.28% of votes cast (including votes cast at the Chair’s discretion) in favour and 1.72% votes cast against. 1,456,339 votes were withheld (votes withheld are not votes by law and are therefore not counted in the calculation of votes for or against a resolution). The Remuneration Policy will be put to shareholders at the AGM to be held in 2027. Any feedback received from shareholders is considered as part of the Board’s annual review of remuneration. In respect of the year under review no feedback has been received from shareholders in relation to remuneration. The fees for the non-executive Directors are determined within the limits set out in the Company’s Articles of Association. The present limit is £200,000 per annum in aggregate, including all variable remuneration, and it is the Board’s intention to seek approval from shareholders at the forthcoming AGM to increase the remuneration limit. Pursuant to Article 80 of the Company’s Articles of Association, an ordinary resolution for the approval of the remuneration limit to be increased to £250,000 will also be put to a shareholder vote at the forthcoming AGM. The aggregate amount in fees paid to the Company’s Directors during the year to 30 June 2025 and the projected Directors’ fees for the year ending 30 June 2026 are shown in the table below. Director Date of Initial Appointment Projected fees year ending 30 June 2026 £ Current fees year ended 30 June 2025 £ Christopher Casey 1 1 October 2017 45,000 33,002 Carole Cable 1 October 2017 33,000 43,500 Paul Cahill 23 June 2022 33,000 28,500 Louise Hall 2 1 August 2024 33,000 26,125 Seema Paterson 3 1 August 2024 38,000 28,950 Alun Evans 4 26 September 2014 – 12,417 Helen Green 4 1 September 2015 – 16,372 Total 182,000 188,866 1 Succeeded to the role of Chair of the Board following the conclusion of the Annual General Meeting held on 10 December 2024. 2 Appointed on 1 August 2024. 3 Appointed on 1 August 2024 and succeeded to the role of Chair of the Audit Committee following the conclusion of the Annual General Meeting held on 10 December 2024. 4 Retired at the conclusion of the Annual General Meeting held on 10 December 2024. The current level of Directors’ fees will not be reviewed until at least summer 2026. Any new Director being appointed to the Board who has not been appointed as either Chair of the Board or as the Chair of the Audit Committee will, under the current level of fees, receive £33,000 per annum. Non-executive Directors are not eligible for bonuses, pension benefits, share options, long-term incentive schemes or other benefits. Directors are entitled to claim reasonable expenses from the Company in relation to the performance of their duties. It is the Board’s policy that Directors do not have service contracts, but the terms and conditions of the Directors’ appointments are set out in formal letters of appointment which are available for review on request from the Company Secretary at [email protected] and will be available for 15 minutes before, and during, the forthcoming Annual General Meeting. Directors’ Remuneration Policy 55Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Report of the Audit Committee Composition of the Audit Committee An Audit Committee has been established with written terms of reference and comprises all non-executive Directors, except the Chair of the Board, who is invited to attend meetings of the Committee. The Audit Committee members have recent and relevant financial experience, and the Audit Committee as a whole has competence relevant to the sector in which the Company operates. The terms of reference of the Audit Committee are reviewed and reassessed for their adequacy on an annual basis and are disclosed on the Company’s website. Role of the Audit Committee A summary of the Committee’s main audit review functions is shown below: l to monitor the integrity of the half year report and annual report of the Company by reviewing, and challenging where necessary, the actions and judgements of the Investment Manager and Administrators; l to make recommendations in relation to the appointment of the external Auditor and to approve the remuneration and terms of engagement of the external Auditor; l to meet with the external Auditor to review their proposed audit programme of work and their findings. The Board also use this as an opportunity to assess the effectiveness of the audit process; l to monitor and review annually the external Auditor’s independence, objectivity, effectiveness, resources and qualification; l to develop and implement the policy on the engagement of the external Auditor to supply non-audit services; l to review and monitor the internal control systems and risk management systems on which the Company is reliant; l to consider annually whether there is a need for the Company to have its own internal audit function; and l to review an annual statement from the Investment Manager and Administrator detailing the arrangements in place whereby the staff of the Investment Manager and of the Administrator may, in confidence, escalate concerns about possible improprieties in matters of financial reporting or other matters. Half Year Report and Annual Report The Board of Directors are responsible for preparing the half year report and annual report. The Audit Committee advises the Board on the form and content of the annual report and financial statements, any issues which may arise and any specific areas which require judgement. Auditor BDO LLP (“BDO”) was appointed as statutory auditor in 2017. In accordance with the current legislation, the Company is required to re-tender for new auditors at least every ten years and has to change its auditor after 20 years. Accordingly, the Committee will re-tender the audit no later than 2027. Following professional guidelines, the audit partner rotates after five years. The audit partner is in their fourth year of appointment. As part of its review of the scope and results of the audit, during the year the Audit Committee considered and approved BDO’s plan for the audit of the Financial Statements for the year ended 30 June 2025. At the conclusion of the audit, BDO did not highlight any issues to the Audit Committee which would cause it to qualify its audit report. BDO issued an unqualified audit report which is included on pages 60 to 65. Non-Audit Services The Committee has previously agreed that non-audit fees cannot be more than 70% of the average audit fees for the last three years. The Company’s policy on non-audit services was updated in 2020 to comply with the FRC Revised Ethical Standard 2019 and most recently revised following review by the Audit Committee in June 2024. It has been agreed that all non-audit work to be carried out by BDO must be approved in advance by the Audit Committee. As part of the review of auditor independence and effectiveness, BDO has confirmed that it is independent of the Company and has complied with relevant auditing standards. In evaluating BDO, the Audit Committee has taken into consideration the standing, skills and experience of the firm and the audit team. The Audit Committee is satisfied from direct observation and enquiry of the Investment Manager and Administrator that BDO provides effective independent challenge in carrying out its responsibilities. No non-audit services have been provided by BDO during the year, nor the prior year. Significant matters considered regarding the Annual Report and Financial Statements During the year, the Audit Committee considered a number of significant matters and areas of key audit risk in respect of the Annual Report and Financial Statements. 56 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Significant Matters Considered by the Audit Committee and the Board Significant matter How the matter was addressed External audit plan, including significant risks and key audit matters The Audit Committee reviewed the external audit plan and concluded that the appropriate areas of audit risk relevant to the Company had been identified by the Auditor. The Committee also discussed the audit procedures and plan with the Auditor and whether suitable control procedures had been put in place to obtain reasonable assurance that the Financial Statements as a whole would be free of material misstatements. During the audit planning process, and as in the prior year, the Auditor identified management override of controls as a significant risk for the Company, along with five other risks considered less significant: valuation of investments; ownership of investments; revenue recognition; compliance with investment trust tax legislation; and investment management fees. At the planning stage, the Auditor considered that the risk associated with going concern should be increased from ‘low’ to ‘elevated’, given the Tender Offer announced by the Company. The Audit Committee agreed with the Auditor that the matter be revisited once the result of the Tender Offer had been announced and, subsequently, the assessment of the risk was decreased to ‘low’. The Committee again noted that they did not view management override of controls as a likely risk nor was it considered one of the Company’s principal risks, but one that was mandated by audit standards. Review of the Committee’s Terms of Reference Each of the Board’s committees reviews its terms of reference on an annual basis. In June 2025, the Committee considered and recommended to the Board, proposed changes to the Terms of Reference, including: l Reflecting changes in the AIC Corporate Governance Code and the responsibilities of the Committee under the Minimum Standard, in particular, the Committee’s involvement in the Company’s audit tender process; and l Inclusion of the Committee’s consideration of the valuation of the Company’s unquoted investments. Review of the Company’s Risk Register A thorough review of the Company’s Risk Register was undertaken by the Committee in conjunction with representatives of the Investment Manager and the Company Secretary and Administrator. During its in-depth review, the Committee improved the description of the Company’s risks and the associated mitigating controls and thoroughly reassessed risks and their scores in light of the Company’s Strategic Review outcomes announced earlier this year. Further detail can be found on pages 22 to 27. Report of the Audit Committee continued 57Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Significant matter How the matter was addressed Changes to legislative and governance requirements At each meeting the Board consider developments to legislation and governance requirements affecting the Company. The Committee has not had to consider any new audit regulations in the past year. It has, however, taken note of reporting guidance and thematic reviews published by the FRC and determined how to apply any relevant best practice to the Company’s reporting. The Committee has noted, in particular, the publication by the FRC of the Audit Committees and the External Audit: Minimum Standard (the “Minimum Standard”), the revised UK Corporate Governance Code and subsequent revisions to the AIC Corporate Governance Code, and reflected such changes as necessary in its Terms of Reference. The Minimum Standard will apply to the Company on a comply or explain basis as it is included by reference in the new AIC Code. The Committee will seek to comply with the Minimum Standard as far as it is appropriate for an externally-managed investment company to do so. The Company’s Audit Tender In June 2025, the Committee reviewed the anticipated timeline in respect of the Company’s next audit tender. The audit for the year ending 30 June 2026 would be the fifth undertaken by the current audit partner, Mr Chris Meyrick, and the tenth undertaken by BDO, and the Company would be required to go out to tender after that audit. During the year the Chair of the Audit Committee opened dialogue with audit firms to gauge interest ahead of the Company’s audit tender with a view to ensuring the Company has a fair choice of external auditors and in light of the need for greater market diversity. Internal Controls The Board is ultimately responsible for the Company’s system of internal control and for reviewing its effectiveness. Following publication of the Financial Reporting Council’s “Internal Control: Revised Guidance for Directors on the Combined Code” (the “FRC guidance”) the Board confirms that there is an ongoing process for identifying, evaluating and managing the significant risks faced by the Company. This process has been in place for the year under review and up to the date of approval of this Report and is regularly reviewed by the Board and accords with the FRC Guidance. The key components designed to provide effective internal control are outlined below: l The Company Secretary and Administrator together with the Investment Manager prepares forecasts and management accounts which allow the Board to assess the Company’s activities and review its performance; l the Board and Investment Manager have agreed clearly defined investment criteria, specified levels of authority and exposure limits. Reports on these issues, including performance statistics and investment valuations, are regularly submitted to the Board and there are meetings with the Investment Manager as appropriate; l the Investment Manager’s compliance department regularly reviews the Investment Manager’s operations and reports to the Board on a quarterly basis; l written agreements are in place which specifically define the roles and responsibilities of the Investment Manager, Administrator and other third party service providers; and l the Board has considered the need for an internal audit function but, because of the compliance and internal control systems in place at the Investment Manager and the Administrator, has decided to place reliance on the Investment Manager’s and the Administrator’s systems and their internal audit procedures. 58 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 The Audit Committee has established a set of ongoing processes designed to meet the particular needs of the Company in managing the risks to which it is exposed. The process is one whereby the Investment Manager has identified the key risks to which the Company is exposed and recorded them on a risk matrix together with the controls employed to mitigate these risks. A residual risk rating has been applied to each risk. The Audit Committee is responsible for reviewing the risk matrix and associated controls before recommending the matrix to the Board for consideration and approval, challenging the Investment Manager’s assumptions to ensure a robust internal risk management process. As detailed above, the Audit Committee formally reviewed and updated the Company’s risk matrix during the year and will continue to do so on at least an annual basis. During the year, the Audit Committee also discussed and reviewed the internal controls frameworks in place at the Investment Manager and the Administrator. Discussions focused on three lines of defence: assurances at operational level; internal oversight; and independent objective assurance. The Audit Committee concluded that these frameworks were appropriate for the identification, assessment, management and monitoring of financial and regulatory risks, with particular regard to the protection of the interests of the Company’s shareholders. Internal control systems are designed to meet the Company’s particular needs and the risks to which it is exposed. Accordingly, the internal control systems are designed to manage rather than eliminate the risk of failure to achieve business objectives and by their nature can only provide reasonable and not absolute assurance against misstatement and loss. Further details of the Company’s internal controls are set out within the structure diagram on the next page. Seema Paterson Chair of the Audit Committee 27 October 2025 Report of the Audit Committee continued 59Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 25 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting I NTERNAL CONTROLS STRUCTURE The Board has a responsibility for establishing and assessing internal controls to ensure the Company within the risk appetites set by the Board. As the Company relies on third- party service providers for all of its operations, it obtains regular reports from these counterparties on the within these organisations. The Company’s principal service providers are the Investment Manager and AIFM, Company Secretary and Administrator, the custodian and depositary, and the registrar. The Board receives regular reporting on compliance with the control environment and assesses controls through review of the assurance reports from each of these organisations. In addition, the Company retains a number of secondary providers who report regularly to the Board. These include the Company’s legal adviser and the corporate stockbroker. The Management Engagement Committee formally evaluates the performance and service delivery of all third-party service providers at least annually and the Audit Committee evaluates the performance of the Company’s external auditor annually, f ollowing the completion of the annual audit process. Principal third-party service providers The Directors: ● receive regular reporting at meetings; ● review the assurance report produced by each organisation; ● receive additional reporting on the control environment from each of the principal third–party service providers; and ● formally evaluate their performance on an annual basis. Secondary third-party service providers The Directors: ● receive regular reporting on their activities at meetings; and ● formally evaluate their performance on an annual basis. Entirely independent non-executive ● Audit Committee ● Management Engagement Committee ● Nomination Committee (Company Secretary, Administrator) ● Balance sheet ● Liquidity and gearing ● Income forecasts ● Portfolio valuation ● Portfolio transactions ● Investment limits and restrictions (monthly) ● Compliance with investment policy and guidelines (monthly) ● (annually) (AIFM and Portfolio Management) (Depositary and Custodian) ● Depositary’s report (quarterly) ● ● Presentations on subjects of interest (as required) (Registrar) ● ● Presentations on subjects of interest (as required) (Legal Advisor) (Tax Advisor) (Corporate Broker) ● Portfolio performance update at each meeting ● Valuation of unquoted assets ● Compliance report (quarterly) ● Effectiveness of control environment (annually) ● Presentations on subjects of interest (as required) 60 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Independent Auditor’s Report to the Members of CQS Natural Resources Growth and Income PLC Opinion on the Financial Statements In our opinion the Financial Statements: l give a true and fair view of the state of the Company’s affairs as at 30 June 2025 and of its profit for the year then ended; l have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and l have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the financial statements of CQS Natural Resources Growth and Income plc (the “Company”) for the year ended 30 June 2025 which comprise the Income Statement, the Balance Sheet, the Statement of Changes in Equity, the Cash Flow Statement and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our audit opinion is consistent with the additional report to the Audit Committee. Independence Following the recommendation of the Audit Committee, we were appointed by the Board of Directors on 23 May 2017 to audit the financial statements for the year ended 30 June 2017 and subsequent financial periods. The period of total uninterrupted engagement including retenders and reappointments is nine years, covering the years ended 30 June 2017 to 30 June 2025. We remain independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit services prohibited by that standard were not provided to the Company. Conclusions relating to going concern In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the going concern basis of accounting included: l Evaluating the appropriateness of the Directors’ method of assessing the going concern, and assumptions used, in light of economic and market conditions by reviewing the information used by the Directors in completing their assessment; and l Reviewing the Directors’ assessment of the impact of the tender offer during the year; l Assessment of the availability of cash and the liquidity of the investment portfolio in relation to its ability to meet expected cash outflows over at least the next 12 months. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors considered it appropriate to adopt the going concern basis of accounting. Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report. Overview 2025 2024 Key audit matters Valuation and ownership of investments ✓ ✓ Materiality Company financial statements as a whole £1.36m (2024: £1.38m) based on 1% (2024: 1%) of net assets. 61Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting An overview of the scope of our audit Our audit was scoped by obtaining an understanding of the Company and its environment, including the Company’s system of internal control, and assessing the risks of material misstatement in the financial statements. We also addressed the risk of management override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement. Key Audit Matters Key Audit Matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How the scope of our audit addressed the key audit matter Valuation and ownership of investments Note 1(d) and Note 9 The investment portfolio at the year- end comprised of quoted (£141.3m) and unquoted (£1.9m) equity and fixed income investments held at fair value through profit or loss. We considered the valuation and ownership of investments to be a significant audit area as investments represent the most significant balance in the financial statements and underpins the principal activity of the entity. While we do not consider the valuation of quoted equity and fixed income investments to be subject to a significant degree of estimation or judgement, there is a risk that the prices used by the Company are not reflective of the fair value of those investments as at year end. For unquoted investments, although they involve judgement and estimation, their relative size within the overall portfolio means they are not considered to present a significant risk of material misstatement. There is also a risk of error in the recording of investment holdings such that those recordings do not appropriately reflect the investments owned by the Company. For these reasons and the materiality to the financial statements as a whole, the valuation and ownership of investments are considered to be a key area of our overall audit strategy and allocation of our resources and hence a Key Audit Matter. We responded to this matter by testing the valuation and ownership of the whole portfolio of investments. We performed the following procedures: In respect of each of the quoted investment valuations, we: l Confirmed the year end bid price was used by agreeing to externally quoted prices from independent sources; l Assessed if there were contra indicators such as liquidity considerations, to suggest bid price is not the most appropriate indication of fair value by considering the realization period for individual holdings; and l Recalculated the valuation by multiplying the number of units held per the statement obtained from the custodian by the valuation per unit. In respect of the portfolio of unquoted investments, we assessed the appropriateness of management’s valuation methodology. We validated significant factual inputs and considered the appropriateness of assumptions made, including through the use of sensitivity analysis, in the context of the risk of a material misstatement. For all investments, we obtained confirmation of the number of units held by the custodian of the portfolio holdings at the balance sheet date. Key observations: Based on our procedures performed we did not identify any matters to suggest the valuation or ownership of the quoted equity investments were not appropriate. 62 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Our application of materiality We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements. In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole. Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows: Company financial statements 2025 2024 Materiality £1,360,000 £1,380,000 Basis for determining materiality 1% of net assets Rationale for the benchmark applied As an investment trust, the net asset value is the key measure of performance for users of the financial statements. Performance materiality £1,020,000 £1,035,000 Basis for determining performance materiality 75% of materiality Rationale for the percentage applied for performance materiality l Number of unadjusted audit differences in prior year. l Nature, complexity and volume of transactions. l Number of accounts subject to estimation. Reporting threshold We agreed with the Audit Committee that we would report to them all individual audit differences in excess of £68,000 (2024: £69,000). We also agreed to report differences below this threshold that, in our view, warranted reporting on qualitative grounds. Other information The Directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Corporate governance statement The UK Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK Corporate Governance Code specified for our review. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit. Independent Auditor’s Report continued 63Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Going concern and longer-term viability l The Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on pages 29 and 30; and l The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers and why the period is appropriate set out on pages 29 and 30. Other Code provisions l Directors’ statement on fair, balanced and understandable set out on page 50; l Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 22 to 27; l The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on pages 57 and 58; and l The section describing the work of the Audit Committee set out on pages 55 to 58. Other Companies Act 2006 reporting Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below. Strategic Report and Directors’ Report In our opinion, based on the work undertaken in the course of the audit: l the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the Financial Statements; and l the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements. In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors’ Report. Directors’ remuneration In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006. Corporate governance statement In our opinion, based on the work undertaken in the course of the audit the information about internal control and risk management systems in relation to financial reporting processes and about share capital structures, given in compliance with rules 7.2.5 and 7.2.6 in the Disclosure Guidance and Transparency Rules sourcebook made by the Financial Conduct Authority (the FCA Rules), is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in this information. In our opinion, based on the work undertaken in the course of the audit information about the Company’s corporate governance code and practices and about its administrative, management and supervisory bodies and their committees complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules. We have nothing to report arising from our responsibility to report if a corporate governance statement has not been prepared by the Company. 64 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Matters on which we are required to report by exception We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: l adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or l the Financial Statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accounting records and returns; or l certain disclosures of Directors’ remuneration specified by law are not made; or l we have not received all the information and explanations we require for our audit. Responsibilities of Directors As explained more fully in the Statement of Directors’ Responsibilities, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Extent to which the audit was capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: Non-compliance with laws and regulations Based on: l Our understanding of the Company and the industry in which it operates; l Discussion with the Investment Manager and Audit Committee; and l Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations, we considered the significant laws and regulations to be Companies Act 2006, the FCA listing and DTR rules, the principles of the AIC Code of Corporate Governance, industry practice represented by the AIC SORP, the applicable accounting framework, and qualification as an Investment Trust under UK tax legislation as any non-compliance of this would lead to the Company losing various deductions and exemptions from corporation tax. Our procedures in respect of the above included: l Agreement of the Financial Statement disclosures to underlying supporting documentation; l Enquiries of the Investment Manager and Audit Committee relating to the existence of any non-compliance with laws and regulations; l Reviewing minutes of meeting of the Audit Committee throughout the period for instances of non-compliance with laws and regulations; and l Reviewing the calculation in relation to Investment Trust compliance to check that the Company was meeting its requirements to retain their Investment Trust Status. Independent Auditor’s Report continued 65Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Fraud We assessed the susceptibility of the financial statement to material misstatement including fraud. Our risk assessment procedures included: l Enquiry with the Investment Manager and Audit Committee regarding any known or suspected instances of fraud; l Obtaining an understanding of the Company’s policies and procedures relating to: – Detecting and responding to the risks of fraud; and – Internal controls established to mitigate risks related to fraud. l Review of minutes of meetings of the Audit Committee for any known or suspected instances of fraud; and l Discussion amongst the engagement team as to how and where fraud might occur in the financial statements. Based on our risk assessment, we considered the areas most susceptible to be management override of controls. Our procedures in respect of the above included: l Considered the opportunity and incentive to manipulate accounting entries and assessed the reasonableness of relevant adjustments made in the year-end financial reporting process; l Reviewed for significant transactions outside the normal course of business; l Incorporated an element of unpredictability in the nature, timing and extent of audit procedures; and l Performed a review of unadjusted audit differences, if any, for indications of bias or deliberate misstatement. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non- compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it. A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/ auditorsresponsibilities. This description forms part of our auditor’s report. Use of our report This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Chris Meyrick (Senior Statutory Auditor) For and on behalf of BDO LLP, Statutory Auditor London, United Kingdom 27 October 2025 BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Income Statement Year ended 30 June 2025 Year ended 30 June 2024 Notes Revenue £’000 Capital £’000 Total £’000 Revenue £’000 Capital £’000 Total £’000 Gains on investments held at fair value through profit or loss 9 – 6,425 6,425 – 6,095 6,095 Exchange (losses)/gains on foreign currencies – (118) (118) – 14 14 Income 2 2,571 1,324 3,895 6,426 768 7,194 Investment management fee 3 (391) (1,175) (1,566) (416) (1,248) (1,664) Other expenses 4 (1,803) – (1,803) (976) – (976) Net return before finance costs and tax 377 6,456 6,833 5,034 5,629 10,663 Finance costs 5, 11 (234) (701) (935) (311) (734) (1,045) Net return before tax 143 5,755 5,898 4,723 4,895 9,618 Taxation 6, 11 (143) (25) (168) (454) (38) (492) Net return for the year – 5,730 5,730 4,269 4,857 9,126 Basic and diluted return per ordinary share (pence) 8 0.00p 8.88p 8.88p 6.39p 7.27p 13.66p The “total” column of this statement is the Income Statement of the Company, prepared in accordance with Financial Reporting Standard 102 (“FRS 102”). The supplementary revenue and capital columns are presented in accordance with the Statement of Recommended Practice issued by the AIC (“AIC SORP”). All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period. There is no other comprehensive income, and therefore the net return for the period is also the total comprehensive income. The Notes on pages 70 to 87 form part of these Financial Statements. 66 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Balance Sheet Notes As at 30 June 2025 £’000 As at 30 June 2024 £’000 Fixed assets Investments at fair value through profit or loss 9 143,266 152,627 Current assets Debtors 10 406 645 Cash at bank 2,404 2,952 2,810 3,597 Current liabilities Creditors: amounts falling due within one year 11 (700) (658) Bank loan 12 (9,000) (17,000) Net current liabilities (6,890) (14,061) Net assets 136,376 138,566 Capital and reserves Called-up share capital 13 16,722 16,722 Treasury shares 13 (683) (182) Special distributable reserve 21,449 27,127 Share premium 4,851 4,851 Capital reserve 94,037 88,307 Revenue reserve – 1,741 Equity shareholders’ funds 136,376 138,566 Net asset value per ordinary share (pence) 14 212.56p 209.44p Company number: 02978531 These Financial Statements on pages 66 to 87 were approved by the Board of Directors and authorised for issue on 27 October 2025 and were signed on its behalf by: Christopher Casey Chairman The Notes on pages 70 to 87 form part of these Financial Statements. 67 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Statement of Changes in Equity Notes Share capital £’000 Treasur y shares £’000 Share premium £’000 Special distributable reserve £’000 Capital reserve £’000 Revenue reserve £’000 Total £’000 For the year ended 30 June 2025 Balance at 30 June 2024 16,722 (182) 4,851 27,127 88,307 1,741 138,566 Net return for the year – – – – 5,730 – 5,730 Shares bought back into treasury – (501) – (3,135) – – (3,636) Dividends paid 7 – – – (2,543) – (1,741) (4,284) Balance at 30 June 2025 16,722 (683) 4,851 21,449 94,037 – 136,376 For the year ended 30 June 2024 Balance at 30 June 2023 16,722 – 4,851 28,571 83,454 2,962 136,560 Net return for the year – – – – 4,857 4,269 9,126 Shares bought back into treasury – (182) – (1,182) (4) – (1,368) Dividends paid 7 – – – (262) – (5,490) (5,752) Balance at 30 June 2024 16,722 (182) 4,851 27,127 88,307 1,741 138,566 The special distributable reserve, capital reserve (excluding the unrealised losses on Level 2 and Level 3 investments detailed in Note 9) and the revenue reserve are distributable by way of dividend. The Company’s distributable reserve balance is £136,347,000 (2024: £144,270,000) and the net distributable reserve is £115,486,000 (2024: £117,175,000) after taking into account the unrealised cumulative losses of £20,861,000 (2024: £27,095,000) relating to Level 2 and Level 3 investments in the portfolio. The Notes on pages 70 to 87 form part of these Financial Statements. 68 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Notes Year ended 30 June 2025 £’000 Year ended 30 June 2024 £’000 Operating activities Investment income received 1 3,633 6,366 Deposit interest received 80 112 Investment management fees paid (1,454) (1,662) Other expenses (1,826) (911) Net cash inflow from operating activities 433 3,905 Investing activities Purchases of investments (37,869) (35,310) Disposals of investments 53,984 37,587 Net cash inflow/(outflow) from investing activities 16,115 2,277 Financing activities Equity dividends paid (4,284) (5,752) Shares bought back into treasury (3,752) (1,368) (Repayment of)/drawdown from credit facility 12 (8,000) 1,000 Loan interest paid (942) (981) Net cash outflow from financing activities (16,978) (7,101) Decrease in net cash (430) (919) Reconciliation of net cash flow movement to movement in net cash Decrease in net cash during the year (430) (919) Foreign exchange (losses)/gains on cash (118) 14 Movement in net cash during the year (548) (905) Opening cash balance at 1 July 2,952 3,857 Closing cash balance at 30 June 2,404 2,952 1 Net of withholding tax. The Notes on pages 70 to 87 form part of these Financial Statements. Cash Flow Statement 69Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Notes to the Financial Statements for the year ended 30 June 2025 1 Accounting policies CQS Natural Resources Growth and Income PLC is a public company limited by shares, incorporated in accordance with the Laws of England and Wales. Details of the registered office are included on page 99. A summary of the principal accounting policies adopted is set out below. (a) Basis of accounting The financial statements are prepared on a going concern basis, in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Principles (“UK GAAP”) including FRS102 ‘The Financial Reporting Standard applicable in the UK and Ireland’ and the Statement of Recommended Practice regarding the Financial Statements of Investment Trust Companies and Venture Capital Trusts (“SORP”) issued by the Association of Investment Companies in July 2022. The Company’s financial statements are presented in sterling, being the functional and presentational currency of the Company. All values are rounded to the nearest thousand pounds (£’000) except where otherwise indicated. Having considered the Company’s investment objective, nature of the investment portfolio, loan facility, expenditure projections, suitable stress testing and the impact of the current geopolitical and market uncertainty, covering a period of 12 months from the date this Report is approved, the Directors are satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors continue to adopt the going concern basis in preparing the Financial Statements. (b) Financial assets All financial assets are initially recognised at fair value, recorded at the date on which the Company became party to the contractual requirements of the financial asset, with the related transaction costs expensed under the capital column of the Income Statement. Subsequently, they are measured at fair value through profit or loss. Cash at bank Cash comprises cash at bank, which is carried at amortised cost. (c) Financial liabilities All financial liabilities are initially recognised at fair value net of transaction costs incurred, recorded on the date on which the Company becomes party to the contractual requirements of the financial liability, and subsequently carried at amortised cost with the exception of bank loans, which are measured at cost, being the fair value of the consideration received. (d) Fixed asset investments Financial assets which comprise equity shares, preference shares, fixed income securities and warrants, are classified as held at fair value through profit or loss as the financial assets are managed and their performance is evaluated on a fair value basis in accordance with the Company’s investment strategy and this is also the basis on which information about investments is provided internally to the Board. Purchases or sales of financial assets are recognised/derecognised on the date the Company trades the investments. On initial recognition investments are classified as fair value through profit or loss with any resultant gain or loss, including any gain or loss arising from a change in exchange rates, recognised in the Income Statement. For listed securities this is either the bid price or last traded price, depending on the convention of the exchange on which the investment is listed. Financial assets which are not listed or where trading in the securities of an investee company is suspended are valued at the Board’s estimate of fair value in accordance with International Private Equity and Venture Capital Valuation (“IPEV”) guidance. Unquoted financial assets are valued on the basis of all the information available to them at the time of valuation. This includes a review of the financial and trading information of the Company, covenant compliance, ability to pay the interest due and cash held. Valuation methodologies for the Company’s unquoted investments include: • the last published net asset value or traded share price of the security, after adjustment for factors that the AIFM and Board believe would affect the amount of cash that the Company would receive if the security were realised as at the reporting date; or • the estimated, discounted cash distribution based on information provided by the management or liquidators of the security. The discount applied will take account of various factors, including expected timings of the cash flow and the level of certainty on the estimate; or 70 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 1 Accounting policies continued • in the case of warrants, a widely accepted valuation model, such as the Black-Scholes model. Changes in fair value and gains or losses on disposal are included in the Income Statement as a capital item. (e) Income Dividends receivable on equity shares are recognised as income on the date that the related investments are marked ex-dividend. Dividends receivable on equity shares where no ex-dividend date is quoted are recognised as income when the Company’s right to receive payment is established. Dividend income is recognised through the revenue or capital column of the Income Statement based on the nature of the distributions. Income from special dividends is taken to capital where relevant circumstances indicate that the dividends are capital in nature. Fixed interest returns on non-equity shares are recognised on a time apportioned basis so as, if material, to reflect the effective interest rate on those instruments. Any difference between acquisition cost and maturity value is recognised as revenue over the life of the security using the effective yield basis of calculating amortisation. Other returns on non-equity shares are recognised when the right to the return is established. The fixed return on a debt security is recognised on a time apportioned basis so as to reflect the effective interest rate on each such security. Income from deposit interest and underwriting commission is recognised on an accruals basis. (f ) Taxation The charge for taxation is based on net revenue for the year. The tax effect of different items of income/gain and expenditure/loss is allocated between capital and revenue on the same basis as the particular item to which it relates. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except: – the recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and – any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Because the Company intends each year to qualify as an investment trust under Chapter 4 of Part 24 of the Corporation Tax Act 2010 (previously S842 of the Income and Corporation Taxes Act 1988), no provision is made for deferred taxation in respect of the capital gains that have been realised, or are expected in the future to be realised, on the sale of fixed asset investments. (g) Expenses All expenses are accounted for on an accruals basis. Expenses are charged through the Income Statement as a revenue item except the following which are charged to capital: – expenses which are incidental to the disposal of an investment are deducted from the disposal proceeds of the investment; and – the Company charges 75 per cent. of investment management fees to capital, in line with the Board’s expected long-term return in the form of capital gains and income respectively from the investment portfolio of the Company. This split has been reassessed annually and remains appropriate. For further details refer to Note 3. (h) Dividend payments Dividends paid by the Company on its shares are recognised in the financial statements in the period in which they are paid and are shown in the Statement of Changes in Equity. Shares held in treasury carry no entitlement to dividends. (i) Foreign currency Transactions denominated in foreign currencies are recorded in the local currency at actual exchange rates at the date of the transaction. Overseas assets and liabilities denominated in foreign currencies at the year end are reported at the rates of exchange prevailing at the year end. Instruments held at fair value are translated at the rate prevailing at the time the fair value is determined. 71 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 1 Accounting policies continued Any gain or loss arising from a change in exchange rates subsequent to the date of a transaction and before the settlement date is included as an exchange gain or loss. The functional currency of the Company, being its statutory reporting currency, is pound sterling. (j) Finance costs Finance costs are accounted for on an accruals basis. Finance costs of debt, insofar as they relate to the financing of the Company’s investments or to financing activities aimed at maintaining or enhancing the value of the Company’s investments, are allocated between revenue and capital in accordance with the Board’s expected long-term split of returns, in the form of income and capital gains respectively, from the Company’s investment portfolio. For further details refer to Note 5. (k) Capital and reserves (i) Share capital – represents the nominal value of authorised and allocated, called-up and fully paid shares issued. The reserve is non-distributable. (ii) Share premium – the surplus of net proceeds received from the issuance of new shares over their par value is credited to this account and the related issue costs are deducted from this account. The reserve is non-distributable. (iii) Capital reserve – The following are accounted for in this reserve: – gains and losses on the realisation of investments; – realised and unrealised exchange differences on transactions of a capital nature; – capitalised expenses and finance costs, together with the related taxation effect; and – increases and decreases in the valuation of investments held. This reserve, excluding the unrealised gains on Level 2 and Level 3 investments detailed in Note 9, is distributable by way of dividends. (iv) Special distributable reserve – created from the Court cancellation of the share premium account which had arisen from premiums paid at launch. This reserve is distributable by way of dividends. (v) Revenue reserve – the net profit/(loss) arising in the revenue column of the Income Statement is added to or deducted from this reserve. This reserve is distributable by way of dividends. (vi) Treasury shares – shares that have been repurchased by the Company but not cancelled. These shares are held in a treasury account and remain part of the Company’s share capital but do not carry any rights to receive dividends or vote at general meetings. This reserve is non-distributable. (l) Single segmental reporting The Company is engaged in a single segment of business, being an investment business, consequently no segmental analysis is provided. (m) Critical accounting estimates and judgements The only significant accounting estimate and judgement is the valuation of the unquoted investments which is described in Note 1(d) above. The Company does not intend to acquire securities that are unquoted or unlisted at the time of investment with the exception of securities which, at the time of acquisition, are intending to list on a stock exchange or securities which are convertible into quoted securities. The Board delegates to a formal Valuation Committee, which sits within the Company’s AIFM and meets on a monthly basis to review developments in relation to unquoted investments in the portfolio and assess whether adjustments are required to reflect the latest fair value of those investments. Notes to the Financial Statements continued for the year ended 30 June 2025 72 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 1 Accounting policies continued The valuation methodologies for unquoted investments are dependent on the type of instruments in the portfolio. For securities that have been delisted, fair value may be determined based on the expected future cash flow or the last price traded immediately prior to delisting, with appropriate illiquidity or similar discounts applied. Derivative instruments are fair valued using well established and commonly accepted techniques and models with inputs and assumptions determined by the VC. The Company uses the Black Scholes model for the valuation of warrants. As illustrated above, the Company’s valuation process for unquoted equities involved significant judgements and estimates, which could have a material impact on the reported balances at the year end. As at 30 June 2025, the Company held £1,886,000 or 1.3% of the portfolio (2024: £7,525,000 or 4.9%), in Level 3 investments, of which £1,364,000 or 1.0% of the portfolio relate to unquoted equity investments (2024: £6,830,000 or 4.5%) and the remaining £522,000 or 0.3% relate to unquoted warrants (2024: £694,000 or 0.4%). Further details on valuation methodologies and sensitivity analysis can be found in Note 9. 2 Income 2025 Revenue £’000 2025 Capital £’000 2025 Total £’000 2024 Revenue £’000 2024 Capital £’000 2024 Total £’000 Income from investments UK dividend income 291 – 291 450 – 450 Preference share dividend income 466 – 466 799 – 799 Overseas dividend income 1,596 1,324 2,920 4,874 768 5,642 Fixed interest 137 – 137 191 – 191 2,490 1,324 3,814 6,314 768 7,082 Other income Bank interest 81 – 81 112 – 112 Total income 2,571 1,324 3,895 6,426 768 7,194 3 Investment Management Fees 2025 Revenue £’000 2025 Capital £’000 2025 Total £’000 2024 Revenue £’000 2024 Capital £’000 2024 Total £’000 Investment management fee 391 1,175 1,566 416 1,248 1,664 The Company’s Investment Manager is CQS (UK) LLP (trading as Manulife | CQS Investment Management). With effect from 1 May 2025, the investment management fee payable by the Company was reduced to 1.0 per cent. of net assets per annum. Previously, the Company’s annual management fee was 1.2 per cent. on net assets up to £150m; 1.1 per cent. on net assets above £150m and up to £200m; 1.0 per cent. on net assets above £200m and up to £250m; and 0.9 per cent. on net assets above £250m. The balance due to Manulife | CQS for management fees at the year end was £252,000 (2024: £140,000). Investment management fees have been allocated 75% to capital and 25% to revenue (2024: 75% capital and 25% revenue) in the Income Statement. This capital and revenue split is reviewed by the Board annually. 73 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 4 Other Expenses 2025 Revenue £’000 2025 Capital £’000 2025 Total £’000 2024 Revenue £’000 2024 Capital £’000 2024 Total £’000 Secretarial and administration fees 266 – 266 201 – 201 Directors’ fees 193 – 193 157 – 157 Employer’s National Insurance contributions 14 – 14 6 – 6 Auditor’s remuneration for the audit of the Company’s financial statements 63 – 63 73 – 73 Tax advisor remuneration for tax services 72 – 72 31 – 31 Directors’ and Officers’ liability insurance 19 – 19 15 – 15 Registrar fees 39 – 39 23 – 23 Custody and depositary fees 91 – 91 79 – 79 Public relations 92 – 92 84 – 84 Broker fees 50 – 50 50 – 50 Stock exchange fees 29 – 29 22 – 22 Legal and professional fees 826 – 826 178 – 178 Other 49 – 49 57 – 57 1,803 – 1,803 976 – 976 * Frostrow Capital LLP was appointed on 22 November 2023 to provide the Company with administration and Company Secretary services, as well as serve as the Company’s investor relations and marketing adviser. All service provisions from Frostrow are included in a single fee figure. ** Directors’ fees are higher in 2025 due to overlapping period between the two new directors joining and the two directors retiring from, the Board, and a one-off £15,000 payment to one of the Directors in compensation of the additional time and commitment given in respect of the Company’s response following receipt of a requisition notice from Saba Capital Management, L.P. on 18 December 2025. Further details can be found in the Directors Remuneration Report on page 51. *** 2025 total includes £714,000 in relation to the dealings of the Requisitioned General Meeting by Saba Capital Management, L.P. and the subsequent Strategic Review carried out by the Board. Subsequent to the year end and pursuant to Section 316 of the Companies Act 2006, £5,540 was reclaimed from Saba in respect of the circulation of its statement to shareholders alongside notice of the Requisitioned General Meeting held on 4 February 2025. 2024 total includes £78,000 in relation to the renewal of the Company’s loan facility, £33,000 in relation to the appointment of two non-executive directors and £15,000 in relation to the transition of the Company’s Administrator and Company Secretary. The Company does not have any employees and no pension contributions were payable in respect of any of the Directors. 5 Finance Costs 2025 Revenue £’000 2025 Capital £’000 2025 Total £’000 2024 Revenue £’000 2024 Capital £’000 2024 Total £’000 Interest on bank loan 234 701 935 245 734 979 Other interest (Note 11) – – – 66 – 66 234 701 935 311 734 1,045 Interest on the bank loan has been allocated 75% to capital and 25% to revenue (2024: 75% capital and 25% revenue) in the Income Statement. This capital and revenue split is reviewed by the Board annually. Notes to the Financial Statements continued for the year ended 30 June 2025 74 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 6 Taxation 2025 Revenue £’000 2025 Capital £’000 2025 Total £’000 2024 Revenue £’000 2024 Capital £’000 2024 Total £’000 Corporation tax (Note 11) – – – 122 – 122 Overseas withholding tax 143 25 168 332 38 370 143 25 168 454 38 492 Reconciliation of Tax Charge The tax in the Income Statement for the year is lower than the current standard rate of corporation tax in the UK of 25% (2024: 25%). A reconciliation of the total tax charge is set out below: 2025 Total £’000 2024 Total £’000 Return on ordinary activities before taxation 5,898 9,618 Corporation tax at 25% (2024: 25%) 1,475 2,405 Effects of: Non-taxable income (588) (1,594) Non-taxable gains (1,938) (1,652) Overseas withholding tax 168 370 Excess management expenses (deferred tax not recognised) 1,022 845 Non-taxable exchange (losses)/gains 29 (4) Corporation tax – prior year adjustment (Note 11) – 122 Current year tax charge 168 492 The Company has not provided for deferred tax on capital gains or losses arising on the revaluation and disposal of investments as it is exempt from tax due to its investment trust status. The Company can offset excess management expenses (management fees, other administrative expenses, and interest costs) against taxable income to eliminate any tax charge on such income, but it is unlikely to generate future taxable profits to utilise these amounts. The unrecognised deferred tax assets as at 30 June 2024 totalled £5,471,000 (2024: £4,449,000) arising as a result of having excess management expenses of £21,884,000 (2024: £17,798,000) and based on a prospective tax rate of 25% (2024: 25%). 7 Dividends 2025 Revenue £’000 2024 Revenue £’000 Amounts recognised as distributions to equity holders in the year: Fourth interim dividend for the year ended 30 June 2024 of 1.82p (2023: 1.82p) per share 1,198 1,217 Special interim dividend for the year ended 30 June 2024 of 1.00p (2023: 3.00p) per share 659 2,007 First interim dividend for the year ended 30 June 2025 of 1.26p (2024: 1.26p) per share 811 843 Second interim dividend for the year ended 30 June 2025 of 1.26p (2024: 1.26p) per share 808 843 Third interim dividend for the year ended 30 June 2025 of 1.26p (2024: 1.26p) per share 808 842 4,284 5,752 75 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 2025 Revenue £’000 2024 Revenue £’000 Amounts relating to the year but not paid at the year end: Fourth interim dividend for the year ended 30 June 2025 of 4.25p (2024: 1.82p) per share 2,727 1,198 Special interim dividend for the year ended 30 June 2025 of nil (2024: 1.00p) per share – 658 Total 2,727 1,856 * Figures under the 2025 column above are calculated using the number of voting shares (excluding shares held in treasury) in issuance of 64,157,838 as at the record date of 2 August 2025, and the comparatives under the 2024 column were calculated using the number of voting shares (excluding shares held in treasury) in issuance of 65,809,800 as at the record date of 1 August 2025. In accordance with FRS 102, the fourth and special interim dividends have not been included as a liability in these accounts and will be recognised in the period in which they are paid. 8 Return per ordinary share Return per ordinary share attributable to shareholders reflects the overall performance of the Company in the year. Year ended 30 June 2025 £’000 Year ended 30 June 2024 £’000 Revenue return – 4,269 Capital return 5,730 4,857 Total Return 5,730 9,126 Weighted average number of ordinary shares in issue 64,516,804 66,817,536 Revenue return per share (pence) 0.00 6.39 Capital return per share (pence) 8.88 7.27 Total return per share (pence) 8.88 13.66 There were no dilutive instruments issued by the Company for the years ended 30 June 2025 and 30 June 2024. 7 Dividends continued Notes to the Financial Statements continued for the year ended 30 June 2025 76 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 9 Investments 2025 £’000 2024 £’000 Equity shares 137,154 146,952 Preference shares 4,580 4,063 Fixed income securities 951 929 Warrants 581 683 143,266 152,627 All investments are designated at fair value through profit or loss at initial recognition, therefore all gains and losses arising on investments are designated at fair value through profit or loss. Investments at fair value through profit or loss 2025 £’000 2024 £’000 Opening book cost 162,667 157,457 Opening investment holding gains (10,040) (7,992) Opening fair value 152,627 149,465 Analysis of transactions made during the year Purchase at cost 38,167 34,434 Sales proceeds received (53,953) (37,367) Gains on investments 6,425 6,095 Closing fair value 143,266 152,627 Closing book cost 142,707 162,667 Closing investment gains/(losses) 559 (10,040) Closing fair value 143,266 152,627 In line with the revised AIC SORP issued in July 2022, the presentations of gains and losses arising from disposals of investments and gains and losses on revaluation of investments have now been combined. Please see Accounting Policies Note 1(a) on page 70. The gains and losses included in the table below have all been recognised within gains on investments held at fair value in the Income Statement on page 66. Gains/(losses) on investments 2025 £’000 2024 £’000 Realised (losses)/gains on sales of investments (4,174) 8,397 Unrealised gains/(losses) on investments 10,599 (2,302) Gains on investments 6,425 6,095 During the year the Company purchased £38,167,000 (2024 restated: £35,310,000) of investments and incurred a total transaction cost of £23,000 (2024: £33,000). Disposals of investments amounted to £53,953,000 (2024 £37,621,000) with a total transaction cost of £46,000 (2024: £34,000). As at 30 June 2025, £4,000 of the disposal proceeds were receivable (2024: £34,000). 77 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 9 Investments continued FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland requires an analysis of investments valued at fair value based on the reliability and significance of information used to measure their fair value. The level is determined by the lowest (that is the least reliable or independently observable) level of input that is significant to the fair value measurement for the individual investment in its entirety as follows: ● Level 1 – investments quoted in an active market; ● Level 2 – investments whose fair value is based directly on observable current market prices or indirectly being derived from market prices; and ● Level 3 – investments whose fair value is determined using a valuation technique based on assumptions that are not supported by observable current market prices or based on observable market data. As at 30 June 2025 Level 1 £’000 Level 2 £’000 Level 3 £’000 Total £’000 Investments at fair value through profit or loss Equities 135,790 – 1,364 137,154 Preference shares 4,580 – – 4,580 Fixed income securities – 940 11 951 Warrants – – 581 581 Total 140,370 940 1,956 143,266 As at 30 June 2024 Level 1 £’000 Level 2 £’000 Level 3 £’000 Total £’000 Investments at fair value through profit or loss Equities 140,121 – 6,831 146,952 Preference shares 4,063 – – 4,063 Fixed income securities – 918 11 929 Warrants – – 683 683 Total 144,184 918 7,525 152,627 Level 2 investments are priced using evaluated prices from a third-party vendor, together with a price comparison made with secondary and tertiary evaluated third party sources. Evaluated prices are in turn based on a variety of sources, including broker quotes and benchmarks. As a result, these investments are disclosed as Level 2 as the fair values of these investments are not as visible as quoted equity investments and their higher inherent pricing risk. However, this does not mean that the fair values shown in the portfolio valuation are not achievable at point of sale. Coppernico Metals commenced trading on the Toronto Stock Exchange in August 2024 and was transferred from Level 3 investment to Level 1 during the year at a valuation of £1,445,000. There has been no other transfer of financial assets between fair value levels during the year (2024: none). The Level 3 investments at the year end, along with the respective valuation methods utilised, are as follows: The fair value of Level 3 financial assets has been determined by reference to valuation techniques described in Note 1(d) of these Financial Statements. Judgement has been exercised in each of these valuations in determining the most appropriate valuation methodology and inputs into the valuation models used. Notes to the Financial Statements continued for the year ended 30 June 2025 78 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 9 Investments continued Unquoted equity investments: As at 30 June 2025, the Company held two unquoted equity investments, respectively Leo Lithium (£932,000), whose share trading on the Australian Securities Exchange (ASX) has been suspended since September 2023, and Firefinch (£431,000), whose shares were delisted from the ASX on 1 July 2024 and its sole investment remaining is a stake in Leo Lithium. Leo Lithium has been suspended from trading on the Australian Stock Exchange (“ASX”) since September 2023 and has since then disposed its 40% holding in the Goulamina project in Mali to the 60% join venture partner, China Gangfeng Lithium. Cash flow from the disposal was received in two traches with the first being received in November 2024 and the second being received in July 2025. Cash from the first trance has been paid to shareholders by way of dividends, and Leo Lithium has been considering either to fully distribute cash from the second tranche to shareholders or use that cash to acquire suitable projects to continue its operations and listing. The ValCo valued Leo Lithium using a probability weighted approach, assuming 20% probability of receiving cash in full and 80% probability of the cash being reinvested, discounted by 63%, which is based on the last capital raise to current valuation impact as a baseline guidance. The only remaining assets in Firefinch is a stake in Leo Lithium plus cash and therefore the Company values Firefinch on a look through basis. Due to the uncertainty over Leo Lithium’s future strategic plans, a 50% discount has been applied on Firefinch’s distributable value attributable to Leo Lithium. A 10% decrease in the valuation of the unquoted equity investments would result in a £136,000 negative impact on the Company’s net return for the year and NAV as at the year end date, and a 10% increase would result in an equal but opposite effect. On 11 September 2025, Leo Lithium announced that no suitable projects which serve the best interest of shareholders had been identified and therefore the cash received in tranche 2 would be distributed to shareholders, via two dividends, with an expected timetable of Q4 2025. This announcement has the impact of lifting the valuations of Leo Lithium by approximately 68% from £932,000 to £1,566,000 and on 14 October 2025 the Company received circa. £1,029,000 (AUD 2,521,000) as the first of the two dividends. These changes are treated as a non-adjusting post balance sheet event and therefore no adjustments to the reported valuation has been made. Unquoted warrants: The Company’s investments in unquoted warrants are valued using the Black Scholes Model and the inputs into the model require judgements and estimates, which are detailed as follows: • Volatility and time to maturity: for any warrants with a maturity greater than 1 year, the 90-day volatility is used and for any securities with a maturity less than 1 year, the 60-day volatility is used. These have been deemed appropriate periods to use, as often using the time to expiry has captured market or firm events that have artificially inflated the volatility which has in turn inflated the valuation. If the period used still yields an unreflective level of volatility, then the volatility period used is overridden. When appropriate to extend the period the time to maturity is used, up to a maximum of 400 days, which is in line with Bloomberg’s option and warrant valuation model assumptions; and • Risk free rate: in determining the risk free rate, the swap price discount curve is used for the relevant currencies. The swap curve in the warrant currency is deemed an appropriate method for approximating the yield curve for the following reasons: – there is sufficient liquidity and depth of pricing to provide reliable valuations for the Swap curves for the points and currencies that the Company currently requires; – using Swaps allows for the same discount rate methodology to be used across the range of maturities of the Warrant portfolio, whereas using other instruments to construct a yield curve would typically be more limited across different tenors. This is relevant to the current portfolio as there is a wide range of time-to-maturities; and – using Swaps allows for the same discount rate methodology to be used across different currencies, which is applicable to the Company’s current portfolio which contains warrants listed and traded in a range of currencies. As at 30 June 2025, the fair value of warrants held by the Company was £581,000 (2024: £683,000). If the market value of the warrants were to fall by 10 per cent., the impact on the net return and the net asset value of the Company would be a reduction of £58,000 (2024: a reduction of £68,000). If the value of the Level 3 warrants were to rise by the same percentage, the effect on the Company’s net return and net asset value would be equal and opposite. 79 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 All other Level 3 securities have been priced at nil, in the absence of any indicators of higher value. There are normal voting rights attached to all Level 3 equity holdings which are directly proportionate to the percentage holding in the company. 10 Debtors 2025 £’000 2024 £’000 Prepayments and accrued income 72 331 Overseas withholding tax recoverable 252 254 Other debtors 4 34 VAT recoverable 78 26 406 645 11 Creditors: Amounts Falling Due Within One Year 2025 £’000 2024 £’000 Amounts due to brokers – 116 Other creditors 578 420 Corporation tax 122 122 700 658 Included within other creditors is £252,000 (2024: £140,000) due to the Investment Manager in respect of management fees. Corporation tax liability relates to certain overseas dividend income recognised during the year ended 30 June 2009, which was treated as exempt for corporation tax following the ruling of the HMRC’s First Tier Tribunal in December 2021. The ruling was reversed by the Upper Tribunal in January 2024 and consequently the Company has recognised a tax liability of £122,000. An interest charge of £66,000 has been provided in respect of this tax liability. The actual amount is subject to HMRC confirmation, however, the Company believes that the interest exposure provided for is a conservative estimate and may not materialise. 12 Bank Loan 2025 £’000 2024 £’000 Bank loan 9,000 17,000 The Company has a secured loan facility with BNP Paribas (“BNP”), on which drawdowns attract an interest rate of Sterling Overnight Index Average (“SONIA”) plus 1.35%. As at 30 June 2025, £9 million was drawn down at an indicative rate of 5.6% fixed until 12 September 2025 (2024: £17 million was drawn down at an indicative rate of 6.3% fixed until 13 September 2024). Covenant conditions under the BNP facility are as follows: ● the borrower shall not permit the net asset value to be less than £45 million; ● maximum loan to value ratio of 30%; and ● minimum coverage ratio (total adjusted total assets value over debt) of 1. The loan facility is rolled over every three months and can be cancelled at any time. As at the date this Report was approved, £11.5 million was drawn down under this facility at an indicative rate of 5.6% fixed until 12 December 2025. Notes to the Financial Statements continued for the year ended 30 June 2025 80 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 13 Share Capital 2025 £’000 2024 £’000 Allotted, called up and fully-paid: 64,157,838 (2024: 66,159,952) ordinary shares of 25p each 16,039 16,540 2,730,671 (2024: 728,557) ordinary shares held in treasury 683 182 66,888,509 (2024: 66,888,509) total ordinary shares of 25p each 16,722 16,722 No shares were issued by the Company during the year (2024: nil). During the year, the Company bought back 2,002,114 shares to be held in treasury at a cost of £3,636,000 (2024: £1,368,000). Following the year end, the Company bought back a further 8,800,000 shares into treasury and 20,534,059 shares for cancellation pursuant to the Tender Offer. Between 29 September and 24 October 2025, the latest practicable date prior to the publication of this Report, the Company sold 265,000 shares from treasury. As at 24 October 2025 the Company had 46,354,450 shares in issue, including 11,265,671 shares held in treasury. Capital management policies and procedures The Company’s capital management objectives are: ● to ensure that the Company will be able to continue as a going concern; and ● to maximise the capital return to its equity shareholders through an appropriate balance of equity capital and debt. The Board normally seeks to limit gearing to 25% of net assets. The maximum gearing during the course of the year was 14% and it was 4.8% at 30 June 2025. The capital of the Company is managed in accordance with its investment policy detailed in the Business Review on page 28, and the details of the Company’s reserves are shown in the Statement of Changes in Equity on page 68. The Board monitors and reviews the broad structure of the Company’s capital on an ongoing basis. This review includes the nature and planned level of gearing, which takes account of the Investment Manager’s views on the market, and the extent to which revenue in excess of that which is required to be distributed should be retained. The Company has no externally imposed capital requirements. 14 Net Asset Value per ordinary share The net asset value per ordinary share is based on net assets of £136,376,000 (2024: £138,565,000) and on 64,157,838 (2024: 66,159,952) ordinary shares, being the number of ordinary shares in issue, excluding shares held in treasury, at the year end. There were no dilutive instruments issued by the Company for the years ended 30 June 2025 and 30 June 2024. 15 Financial Instruments The Company’s financial instruments comprise its investment portfolio, cash balances, bank facilities and debtors and creditors that arise directly from its operations. As an investment trust the Company holds a portfolio of financial assets in pursuit of its investment objective. The Company can make use of flexible borrowings for short-term purposes to achieve improved performance in rising markets and to seek to enhance the returns to shareholders, when considered appropriate by the Investment Manager. The downside risk of borrowings may be reduced by raising the level of cash balances held. Financial assets designated at fair value through profit or loss (see Note 9) are held at fair value. For listed securities trading actively, fair value is considered to be equivalent to the most available recent bid price. Where listed securities are not trading actively, multiple broker quotes are referencing to estimate fair value. For unlisted securities, this is determined by the Board using valuation techniques based on unobservable inputs. The fair value of other receivables, cash, and other payables is represented by their carrying value in the Balance Sheet shown on page 67. These are short-term financial assets and liabilities whose carrying value approximate fair value. The main risks that the Company faces arising from its financial instruments are: (i) market price risk, being the risk that the value of investment holdings will fluctuate as a result of changes in market prices caused by factors other than interest rate or currency rate movements; (ii) interest rate risk, being the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates; 81 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 15 Financial Instruments continued (iii) foreign currency risk, being the risk that the value of investment holdings, investment purchases, investment sales and income will fluctuate because of movements in currency rates; (iv) credit risk, being the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Company; and (v) liquidity risk, being the risk that the bank may demand repayment of a loan or that the Company may not be able to quickly liquidate its investments. Financial assets and liabilities The financial assets and liabilities of the Company are as follows: 2025 £’000 2024 £’000 Financial assets Investments 143,266 152,627 Cash at bank 2,404 2,952 Accrued income 50 308 Other debtors 356 337 Financial liabilities Bank loan 9,000 17,000 Amounts due to brokers – 116 Other creditors 700 543 The bank loan balance was due for renewal on 12 September 2025 (2024: 13 September 2024) and the related interest payable until renewal was £124,000 (2024: £264,000). Market price risk Market price risk arises mainly from uncertainty about future prices of financial instruments held. It represents the potential loss the Company might suffer through holding market positions in the face of price movements. To mitigate the risk the Board’s investment strategy is to select investments for their fundamental value. Stock selection is therefore based on disciplined accounting, market and sector analysis, with the emphasis on long-term investments. An appropriate spread of investments is held in the portfolio in order to reduce both the statistical risk and the risk arising from factors specific to a country or sector. The Investment Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to consider investment strategy. Investment and portfolio performance are discussed in more detail in the Investment Manager’s Review and further information on the investment portfolio is set out on pages 19 to 21. If the investment portfolio valuation were to fall by 5% at 30 June 2025 (2024: 5%), the impact on the profit or loss and the net asset value would be a reduction of £7,163,000 (2024: a reduction of £7,631,000). If the investment portfolio valuation were to rise by 5% the impact would be equal and opposite. The calculations are based on the portfolio valuation as at the respective balance sheet dates and are not representative of the year as a whole and may not be reflective of future market conditions. A 5% sensitivity has been selected as this level of change is considered to be reasonable based on observations of post year end performance of the portfolio investments. Interest rate risk Financial assets Fixed, floating rate and preference share yields and their prices are determined by market perception as to the appropriate level of yields given the economic background. Key determinants include economic growth prospects, inflation, the Government’s fiscal position, short- term interest rates and international market comparisons. The Investment Manager takes all these factors into account when making any investment decisions as well as considering the financial standing of the potential investee company. Interest rates on fixed income instruments are fixed at the time of purchase, as the fixed coupon payments are known, as are the final redemption proceeds. Consequentially, if a fixed income instrument is held until its redemption date, the total return achieved is unaltered from its purchase date. However, over the life of a fixed income instrument the market price at any given time will depend on the market environment at that time. Therefore, a fixed income instrument sold before its redemption date is likely to have a different price from its purchase level and a profit or loss may be incurred. Notes to the Financial Statements continued for the year ended 30 June 2025 82 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 15 Financial Instruments continued Interest rates on floating rate instruments vary throughout the life of the instrument based on movements in the applicable underlying base rate. Consequentially, the total return achieved on these positions changes throughout the life of position. In addition, over the life of the financial instrument, the market price of such instruments will depend on the market environment at that time. Therefore, a floating rate instrument sold before its redemption date is likely to have a different price from its purchase level and a profit or loss may be incurred. Interest rates on floating rate instruments vary throughout the life of the instrument based on movements in the applicable underlying base rate. Consequentially, the total return achieved on these positions changes throughout the life of position. In addition, over the life of the financial instrument, the market price of such instruments will depend on the market environment at that time. Therefore, a floating rate instrument sold before its redemption date is likely to have a different price from its purchase level and a profit or loss may be incurred. Bond yields, and their prices, are determined by market perception as to the appropriate level of yields given the economic background. Key determinants include economic growth prospects, inflation, the Government’s fiscal position, short-term interest rates and international market comparisons. The Investment Manager takes all these factors into account when making any investment decisions as well as considering the financial standing of the potential investee company. Returns from bonds are fixed at the time of purchase, as the fixed coupon payments are known, as are the final redemption proceeds. Consequentially, if a bond is held until its redemption date, the total return achieved is unaltered from its purchase date. However, over the life of a bond the market price at any given time will depend on the market environment at that time. Therefore, a bond sold before its redemption date is likely to have a different price from its purchase level and a profit or loss may be incurred. The Company’s exposure to floating interest rates gives rise to cash flow interest rate risk and its exposure to fixed interest rates gives rise to fair value interest rate risk. Interest rate risk on fixed rate interest instruments is considered to be part of market price risk as disclosed above. If the bank base rate were to increase by 1%, the impact on the Company’s net return would be a reduction of £66,000 (2024: a reduction of £140,000). If the bank base rate were to decrease by 1%, the impact on the profit or loss would be equal and opposite. The calculations are based on borrowings as at the respective balance sheet dates and are not representative of the year as a whole. Floating rate When the Company retains cash balances they are held in floating rate deposit accounts. The benchmark rate which determines the interest payments received on cash balances is the bank base rate for the relevant currency for each deposit. Financial liabilities The Company may utilise drawdowns from the credit facility, which provides borrowings in pound sterling at a variable rate based on the SONIA rate. The Board sets borrowing limits to ensure gearing levels are appropriate to market conditions and reviews these on a regular basis. Fixed rate The Company holds fixed interest investments and the interest rate profiles are as follows: 2025 £’000 2025 Weighted average interest rate (%) 2025 Weighted average period for which the rate is fixed (years) 2024 £’000 2024 Weighted average interest rate (%) 2024 Weighted average period for which the rate is fixed (years) Assets: Fixed income securities 951 7.6 0.7 929 7.6 1.7 * The “weighted average interest rate” is based on the current yield of each asset, weighted by their market value. 83Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 15 Financial Instruments continued Foreign currency risk The Company invests in overseas securities and may hold foreign currency cash balances which give rise to currency risks. The Company does not hedge its currency exposure and as a result the movement of exchange rates between pound sterling and the other currencies in which the Company’s investments are denominated may have a material effect, unfavourable or favourable, on the returns otherwise experienced on the investments made by the Company. Although the Investment Manager may seek to manage all or part of the Company’s foreign exchange exposure, there is no assurance that this can be performed effectively. The Company’s foreign currency exposure as at 30 June 2025 and 30 June 2024 were as follows: 30 June 2025 Investments £’000 Cash £’000 Net current assets £’000 Total £’000 Sensitivity Impact Sterling weakens by 5% £’000 Sensitivity Impact Sterling strengthens by 5% £’000 Canadian Dollar 51,040 4 32 51,076 2,688 (2,432) Australian Dollar 40,939 55 4 40,998 2,158 (1,952) US Dollar 25,998 64 80 26,142 1,376 (1,245) Norwegian Krone 7,680 7 – 7,687 405 (366) Euro – 6 127 133 7 (6) 125,657 136 243 126,036 6,634 (6,001) 30 June 2024 Investments £’000 Cash £’000 Net current assets £’000 Total £’000 Sensitivity Impact Sterling weakens by 5% £’000 Sensitivity Impact Sterling strengthens by 5% £’000 Canadian Dollar 53,683 205 41 53,929 2,838 (2,568) US Dollar 36,464 81 7 36,552 1,924 (1,741) Australian Dollar 34,730 95 147 34,972 1,841 (1,665) Norwegian Krone 11,175 423 – 11,598 610 (552) Euro – 8 145 153 8 (7) Brazilian Real – 26 – 26 1 (1) 136,052 838 340 137,230 7,222 (6,534) If the value of pound sterling were to strengthen against the foreign currencies the portfolio is exposed to by 5%, the impact on the Company’s net return and the net asset value would be a reduction of £6,001,000 (2024: a reduction of £6,534,000). If the value of pound sterling were to weaken by the same amount, the impact on the Company’s net return and the net asset value would have been an increase of £6,634,000 (2024: an increase of £7,222,000). The calculations are based on the portfolio valuation, cash balances and net current assets/(liabilities) as at the respective balance sheet dates and are not representative of the year as a whole and may not be reflective of future market conditions. A 5% sensitivity has been selected as this level of change is considered to be reasonable based on observations of current market conditions. The Investment Manager does not intend to hedge the Company’s foreign currency exposure at the present time. Notes to the Financial Statements continued for the year ended 30 June 2025 84 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 15 Financial Instruments continued Credit risk Credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Company. The Investment Manager has in place a monitoring procedure in respect of counterparty risk which is reviewed on an ongoing basis. The carrying amounts of financial assets best represent the maximum credit risk exposure at the balance sheet date. At the reporting date, the Company’s financial assets exposed to credit risk amounted to the following: 2025 £’000 2024 £’000 Fixed interest investments 951 929 Cash at bank 2,404 2,952 Interest, dividends and other receivables 406 645 3,761 4,526 As at 30 June 2025 and as at 30 June 2024 there were no debtors that were overdue. Credit risk arising on transactions with brokers relates to transactions awaiting settlement. Risk relating to unsettled transactions is considered to be small due to the short settlement period involved and the high credit quality of the brokers used. The Board monitors the quality of service provided by the brokers used to further mitigate this risk. The cash held by the Company and all the assets of the Company which are traded on a recognised exchange are held by BNP Paribas, the Company’s custodian. Bankruptcy or insolvency of the custodian may cause the Company’s rights with respect to securities held by the custodian to be delayed or limited. The Board monitors the Company’s risk by reviewing the custodian’s internal control reports. Should the credit quality or the financial position of BNP Paribas deteriorate significantly the Investment Manager will move the cash holdings to another bank. The latest credit ratings for BNP Paribas are: A+ by Standard & Poor’s, AA- by Fitch and A2 rated by Moody’s. There were no significant concentrations of credit risk to counterparties as at 30 June 2025 and as at 30 June 2024. The Company’s largest single holding represented 8.2% of its total investments as at 30 June 2025 (2024: 7.1%). Liquidity risk The Company’s liquidity risk is managed on an ongoing basis by the Investment Manager in accordance with policies and procedures in place as described in the Directors’ Report. The Company’s overall liquidity risks are monitored on a quarterly basis by the Board. The Company maintains sufficient cash and readily realisable securities to pay accounts payable and accrued expenses. The contractual maturities of the financial liabilities at each Balance Sheet date, based on the earliest date on which payment can be required, were as follows: 30 June 2025 Three months or less £’000 More than three months but less than one year £’000 More than one year £’000 Total £’000 Current liabilities 700 – – 700 Bank loan (including accrued interest) 9,124 – – 9,124 9,824 – – 9,824 85 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 30 June 2024 Three months or less £’000 More than three months but less than one year £’000 More than one year £’000 Total £’000 Current liabilities 543 – – 543 Bank loan (including accrued interest) 17,264 – – 17,264 17,807 – – 17,807 16 Net Debt Reconciliation As at 30 June 2024 £’000 Currency differences £’000 Cash flows £’000 As at 30 June 2025 £’000 Cash at bank 2,952 (118) (430) 2,404 Bank loan (17,000) – 8,000 (9,000) (14,048) (118) 7,570 (6,596) As at 30 June 2023 £’000 Currency differences £’000 Cash flows £’000 As at 30 June 2024 £’000 Cash at bank 3,857 14 (919) 2,952 Bank loan (16,000) – (1,000) (17,000) (12,143) 14 (1,919) (14,048) 17 Significant Interests Investments as at 30 June 2025 Valuation £’000 Ownership % REA Holdings 9% 31/12/49 4,581 7.2% True North Copper 893 3.5% Cosa Resources 330 3.4% Castile Resources 316 4.1% Investments as at 30 June 2024 Valuation £’000 Ownership % REA Holdings 9% 31/12/49 4,063 7.2% Calidus Resources 1,690 3.6% Newcore Gold 1,031 3.2% Galena Mining 707 7.1% Ascendant Resources 550 12.7% TDG Gold 414 5.0% GT Resources 295 3.3% Castile Resources 288 3.1% Odyssey Gold 263 3.5% 15 Financial Instruments continued Notes to the Financial Statements continued for the year ended 30 June 2025 86 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 24 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 18 Related Party Transactions and Transactions with the Investment Manager The following are considered related parties: the Board of Directors (the “Board”) and CQS (UK) LLP (trading as Manulife | CQS Investment Management) (the “Investment Manager”). Details of the fee arrangement with the Investment Manager are included in Note 3. There are no other transactions with the Board other than aggregated remuneration for services as Directors as disclosed in the Directors’ Remuneration Report on pages 51 to 53, and as set out in the Note 4 to the accounts. The beneficial interests of the Directors in the ordinary shares of the Company are disclosed on page 53. The balance due to Directors for fees at the year end was £nil (2024: £nil). 19 Post Balance Sheet Events Tender Offer On 1 July 2025, the Company announced that a total of 29,334,059 shares, representing 45.72% of the shares in issue (excluding shares held in treasury) were validly tendered. Going forward, the Company and shareholders will benefit from the following value-enhancing initiatives put in place by the Board: • a reduction of investment management fee with backdated effect from 1 May 2025 to a flat 1 per cent. per annum of the NAV of the Company (a 20 basis point reduction on the previous highest tier of fee); • the adoption of an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter-end NAV per share using capital reserves as necessary; and • in order to provide shareholders who remain invested in the Company after the Tender Offer with a period of stability, a postponement of the next continuation vote until the AGM to be held in 2028 and biennial continuation votes thereafter, in accordance with good governance standards and as approved by shareholders at the General Meeting. The Company has also entered into a Standstill Agreement with Saba Capital Management, L.P. (“Saba”) until the 2028 AGM, pursuant to which it has agreed, amongst other things: that Saba shall not, and shall procure that its affiliates shall not, during the Standstill Period (i) require the Board to convene a general meeting of the Company pursuant to section 303 of the Companies Act; or (ii) exercise any voting rights available to remove, or publicly propose the removal of, any member of the Board. In addition, following the completion of the Tender Offer until the expiry or termination of the Standstill Period, Saba shall not, and shall use its best endeavours to procure that its affiliates shall not, vote against the recommendation of the Board on any other resolutions at any general meeting or annual general meeting of the Company. All investments in the Tender Pool have now been realised. On 30 September 2025, the Company announced a Tender Price of 208.33 pence per Tender Exit Share and payment of these proceeds to shareholders who validly elected to participate in the Tender Offer has now been fully settled. Cavendish purchased, as principal, the 29,334,059 shares validly tendered under the Tender Offer at the Tender Price. Following completion of those purchases, Cavendish then sold all the Tender Exit Shares back to the Company at the Tender Price pursuant to the Repurchase Agreement by way of an on-market transaction on the main market for listed securities of the London Stock Exchange. The Company kept 8,800,000 shares bought back in treasury with the remainder cancelled. Dividend declaration The fourth interim dividend of 4.25 pence per share in relation to the year ended 30 June 2025 was announced on 15 July 2025 and paid on 1 September 2025 to shareholders on the register on 1 August 2025, having an ex-dividend date of 31 July 2025. There are no other post balance sheet events which would require adjustment of or disclosure in the Financial Statements. Loan facility On 11 September 2025, the Board met to consider the reduction of the Company’s loan facility and determined to voluntarily decrease the facility limit from £25 million to £15 million. 87 Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Strategic Report Corporate Governance Financial Statements General Information and Annual General Meeting 88 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 AIC Association of Investment Companies. The AIC represents a broad range of investment companies, investment trusts, VCTs and other closed-ended funds. UK Alternative Investment Fund Managers Directive (“UK AIFMD”) Agreed by the European Parliament and the Council of the European Union and transposed into UK legislation, the AIFMD classifies certain investment vehicles, including investment companies, as Alternative Investment Funds (“AIF”s) and requires them to appoint an Alternative Investment Fund Manager (“AIFM”) and depositary to manage and oversee the operations of the investment vehicle. The Board of the Company retains responsibility for strategy, operations and compliance and the Directors retain a fiduciary duty to shareholders. Alternative Performance Measure (“APM”) A financial measure of historical or future financial performance, financial position, or cash flows, other than a financial measure defined or specified in the applicable financial reporting framework. Dividend Yield (APM) The annual dividend expressed as a percentage of the share price. Year ended 30 June 2025 Year ended 30 June 2024 Total non-special interim dividends paid and declared (pence) 8.03 5.60 Closing share price (pence) 199.50 189.00 Dividend yield 4.0% 3.0% Gearing (APM) Net debt (bank loan net of cash) as a percentage of net asset value. Gearing amplifies the impact of gains or losses on the net asset value of the Company. It can be positive for a company’s performance, although it can have negative effects on performance when underlying assets fall in value. It is the Company’s policy to determine the adequate level of gearing appropriate to its own risk profile. The Company may borrow an amount up to 25 per cent. of shareholders’ funds (measured at the time of drawdown). Gearing is calculated in accordance with guidance from the AIC as follows: Year ended 30 June 2025 £’000 Year ended 30 June 2024 £’000 Cash at bank 2,404 2,952 Bank loan (9,000) (17,000) Net debt (6,596) (14,048) Net asset value 136,376 138,566 Gearing 4.8% 10.1% Net Asset Value (“NAV”) The value of total assets less all liabilities of the Company. Liabilities for this purpose include current and long-term liabilities. NAV per share (APM) NAV per ordinary share is calculated by dividing total net asset value by the total number of ordinary shares in issue (excluding shares held in treasury). NAV per share Capital Return (APM) The movement between opening NAV per share (209.44p) and closing NAV per share (212.56p), which shows the capital return element (without the impact of dividend reinvestment) of the Company’s NAV per share during the year. Glossary of Terms and Definitions Strategic Report Corporate Governance 89Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 NAV per share Total Return (APM) The theoretical total return on an investment over a specified period assuming dividends paid to shareholders are reinvested at net asset value per share at the time the shares were quoted ex-dividend. This is a way of measuring investment management performance of investment companies which is not affected by movements in discounts or premiums. The Directors regard the Company’s net asset value total return per share as being the overall measure of value delivered to shareholders over the long term. Year ended 30 June 2025 Year ended 30 June 2024 5 years ended 30 June 2025 Opening NAV per share (pence) 209.44 204.16 98.64 Closing NAV per share (pence) 212.56 209.44 212.56 Percentage change in NAV per share 1.5% 2.6% 115.5% Impact of dividend reinvestment 3.2% 4.6% 40.4% NAV per share total return 4.6% 7.2% 155.8% Ongoing Charges Ratio (APM) A measure of all operating costs incurred in the reporting period, calculated as a percentage of average net assets in that year. Operating costs exclude costs suffered within underlying investee funds, costs of buying and selling investments, interest costs, taxation and the costs of buying back or issuing ordinary shares. Year ended 30 June 2025 Year ended 30 June 2024 Total expenses (per Note 3 and 4) (£’000) 3,369 2,640 Less non-recurring expenses – Strategic Review (£’000) (714) – Ongoing expenses (£’000) 2,655 2,640 Average net assets value (£’000) 131,290 136,919 Ongoing charges ratio 2.0% 1.9% Share Price Capital Return The movement between opening share price (189.00p) and closing share price (199.50p), which shows the capital return element (without the impact of dividend reinvestment) of the Company’s share price during the year. 90 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Share Price Total Return (APM) The change in capital value of a company’s shares over a given time period, plus dividends paid to shareholders, expressed as a percentage of the opening value. The assumption is that dividends paid to shareholders are re-invested in the shares at the time the shares are quoted ex-dividend. The Directors regard the Company’s share price total return to be a key indicator of performance. This reflects share price growth of the Company which the Board recognises is important to investors. Year ended 30 June 2025 Year ended 30 June 2024 5 years ended 30 June 2025 Opening share price (pence) 189.00 169.50 79.30 Closing share price (pence) 199.50 189.00 199.50 Percentage change in share price 5.6% 11.5% 151.6% Impact of dividend reinvestment 3.7% 5.6% 55.2% Share price total return 9.3% 17.1% 206.8% Share Price Discount or Premium to NAV per share (APM) The amount by which the market price per share of an investment trust is lower or higher than the net asset value per share. The discount or premium is normally expressed as a percentage of the net asset value per share. If the share price is higher than the net asset value per share the result is a premium. If the share price is lower than the net asset value per share, the shares are trading at a discount. The Board regularly reviews the level of the discount/premium of the Company’s share price to the net asset value per share and considers ways in which share price performance may be enhanced, including the effectiveness of share buybacks, where appropriate. Year ended 30 June 2025 Year ended 30 June 2024 Closing NAV per share (pence) 212.56 209.44 Closing share price (pence) 199.50 189.00 Share price discount to NAV per share 6.1% 9.8% TCFD The Financial Stability Board created the Task Force on Climate-related Financial Disclosures (“TCFD”) to improve and increase reporting of climate-related financial information. Treasury shares Shares previously issued by a company that have been bought back from shareholders to be held by the company for potential re-issuance or cancellation at a later date. Shares held in treasury do not carry voting rights or rights to dividends. Glossary of Terms and Definitions continued Strategic Report Corporate Governance 91Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Notice of Annual General Meeting Notice is hereby given that the 30th Annual General Meeting of CQS Natural Resources Growth and Income PLC will be held at One Fleet Place, London EC4M 7RA on Tuesday, 9 December 2025 at 12 noon to consider the following resolutions. To consider and, if thought fit, pass the following resolutions which will be proposed as ordinary resolutions: 1. To receive the Directors’ Report and Financial Statements for the year ended 30 June 2025, together with the Auditor’s report thereon. 2. To approve the Company’s Dividend Policy as set out on page 41 of the Company’s Annual Report for the year ended 30 June 2025. 3. To approve the Directors’ Remuneration Report for the year ended 30 June 2025, other than the part containing the Directors’ Remuneration Policy. 4. To re-appoint Christopher Casey, who retires annually, as a Director of the Company. 5. To re-appoint Carole Cable, who retires annually, as a Director of the Company. 6. To re-appoint Paul Cahill, who retires annually, as a Director of the Company. 7. To re-appoint Louise Hall, who retires annually, as a Director of the Company. 8. To re-appoint Seema Paterson, who retires annually, as a Director of the Company. 9. To re-appoint BDO LLP as Independent Auditor of the Company to hold office from the conclusion of the Annual General meeting of the Company until the conclusion of the next general meeting at which financial statements are laid before the Company. 10. To authorise the Audit Committee to determine the remuneration of the Auditor of the Company. 11. That pursuant to Article 80 of the Company’s Articles of Association, with effect from the financial year commencing 1 July 2025, each of the Directors shall be paid a fee for their services at such a rate (if any) as the Board shall from time to time determine provided that Directors’ remuneration shall not exceed in aggregate £250,000 (excluding amounts payable under any other provision of the Articles) per annum. 12. That, in substitution for any existing authority, but without prejudice to the exercise of any such authorisation prior to the date of this resolution, the Directors of the Company be and they are hereby generally and unconditionally authorised, in accordance with Section 551 of the Companies Act 2006, to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company (together being “relevant securities”), up to an aggregate nominal amount of £877,219.25 being 10 per cent. of the total issued shares (excluding shares held in treasury) as at 24 October 2025, being the latest practicable date prior to the publication of this Notice or, if changed, the number representing 10 per cent. of the total issued shares (excluding shares held in treasury) at the date at which the resolution is passed, such authorisation to expire at the conclusion of the annual general meeting of the Company to be held in 2026, unless previously revoked, varied or renewed by the Company in general meeting, save that the Company may, at any time prior to the expiry of such authorisation, make an offer or enter into an agreement which would or might require relevant securities to be allotted or granted after the expiry of such authority and the Directors of the Company may allot or grant relevant securities in pursuance of such an offer or agreement as if such authorisation had not expired. To consider and if thought fit, pass the following resolutions which will be proposed as special resolutions: 13. That, subject to the passing of resolution 12 above, and in substitution for any existing power but without prejudice to the exercise of any such power prior to the date of this resolution, the Directors of the Company be and they are hereby empowered, in accordance with Sections 570 and 573 of the Companies Act 2006 (the “Act”), to allot equity securities (as defined in Section 560 of the Act) either pursuant to the authorisation under Section 551 of the Act conferred on the Directors of the Company by such resolution numbered 12, or by way of a sale of treasury shares, in each case for cash, as if Section 561(1) of the Act did not apply to any such allotment: (i) other than pursuant to sub-paragraph (ii) below, up to an aggregate nominal amount of £877,219.25 (representing approximately 10 per cent. of the issued share capital of the Company (excluding shares held in treasury) as at 24 October 2025, being the latest practicable date prior to the publication of this Notice or, if changed, the number representing 10 per cent. of the total issued shares (excluding shares held in treasury) at the date at which the resolution is passed); or (ii) in connection with an offer of equity securities open for acceptance for a period fixed by the Directors of the Company to the holders of ordinary shares in the share capital of the Company on a fixed record date in proportion (or as nearly as practicable) to their respective holdings of ordinary shares (but subject to such exclusions or other arrangements as the Directors of the Company may consider necessary or expedient 92 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 to deal with any legal problems under or resulting from the application or apparent application of the laws of any territory or the requirements of any regulatory body or any stock exchange in any territory or in connection with fractional entitlements or otherwise howsoever); such power to expire at the conclusion of the annual general meeting of the Company to be held in 2026 unless previously revoked, varied or renewed by the Company in general meeting, save that the Company may, at any time prior to the expiry of such power, make an offer or enter into an agreement which would or might require equity securities to be allotted after the expiry of such power and the Directors of the Company may allot equity securities in pursuance of such an offer or agreement as if such power had not expired. 14. That, in substitution for any existing authority but without prejudice to the exercise of any such authority prior to the date of this resolution, the Company be and is hereby authorised in accordance with Section 701 of the Companies Act 2006 (the “Act”) to make market purchases (within the meaning of Section 693 of the Act) of ordinary shares of 25p each in the capital of the Company on such terms and in such manner as the directors of the Company may from time to time determine (either for cancellation or for retention as treasury shares for future re-issue, resale, transfer or cancellation), provided that: (i) the maximum number of ordinary shares hereby authorised to be purchased shall be 14.99 per cent. of the issued share capital (excluding shares held in treasury) of the Company as at the date of the passing of this resolution; (ii) the minimum price (exclusive of expenses) which may be paid for an ordinary share is 25p (being the nominal value of an ordinary share); (iii) the maximum price (exclusive of expenses) which may be paid for an ordinary share shall not be more than the higher of (i) 5 per cent. above the average of the middle market quotations for an ordinary share on the London Stock Exchange Daily Official List for the five business days immediately preceding the date on which any such purchase is made and (ii) the higher of the last independent trade and the highest current bid on the London Stock Exchange; (iv) the authority hereby conferred shall expire on 31 December 2026 or, if earlier, at the conclusion of the Annual General Meeting of the Company to be held in 2026 unless such authority is renewed, varied or revoked by the Company in general meeting prior to such time; and (v) the Company may make a contract to purchase ordinary shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority and may make a purchase of ordinary shares pursuant to any such contract. 15. That a general meeting of the Company (other than the annual general meeting) may be called on not less than 14 clear days’ notice, provided that this authority shall expire at the conclusion of the next annual general meeting of the Company. Frostrow Capital LLP Company Secretary 25 Southampton Buildings, London WC2A 1AL 27 October 2025 Notice of Annual General Meeting continued Strategic Report Corporate Governance 93Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Notes 1. Information about this meeting is available from the Investment Manager’s website. 2. A member entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend, speak and vote in their stead. Where more than one proxy is appointed, each proxy must be appointed to exercise the rights attached to a different share or shares. A proxy need not be a member of the Company. It is recommended that shareholders exercise their votes by means of registering them with the Company’s registrar ahead of the meeting, by completing paper proxy forms, and appointing the Chair of the meeting as their proxy. 3. A form of proxy is enclosed for use at the above meeting. Completion and return of the form of proxy will not prevent a member from attending the meeting and voting in person. To be effective, the form of proxy, duly executed, must be lodged at the address shown on the form of proxy not later than 12 noon on 5 December 2025, 48 hours (excluding non- working days) before the time of the meeting. 4. The right to vote at the meeting is determined by reference to the Company’s register of members as at 6.30 pm on 5 December 2025. Changes to entries on the register after that time shall be disregarded in determining the rights of any member to attend and vote at the meeting. 5. As at 24 October 2025, the latest practicable date prior to the publication of this Notice, the Company’s issued share capital comprised 46,354,450 ordinary shares of 25 pence each, including 11,265,671 shares held in treasury. Each ordinary share carries the right to one vote at a general meeting of the Company, and therefore, the total number of voting rights in the Company as at 24 October 2025 was 35,088,779. 6. Shareholders have the right to put questions at the meeting relating to the business being dealt with at the meeting. 7. Any person to whom this notice is sent who is a person nominated under Section 146 of the Companies Act 2006 to enjoy information rights (a “Nominated Person”) may, under an agreement between them and the member by whom they were nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, they may, under any such agreement, have a right to give instructions to the member as to the exercise of voting rights. 8. The statement of the rights of members in relation to the appointment of proxies in notes 2 and 3 above does not apply to Nominated Persons. The rights described in these paragraphs can only be exercised by members of the Company. 9. CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so for the meeting and any adjournment(s) thereof by utilising the procedures described in the CREST Manual which can be viewed at www.euroclear.com. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf. 10. In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be properly authenticated in accordance with Euroclear UK & International Limited (“EUI”) specifications and must contain the information required for such instructions, as described in the CREST Manual. The message must be transmitted so as to be received by the issuer’s agent (ID RA19) by the latest time for the receipt of proxy appointments specified in note 3 above. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the issuer’s agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. 11. CREST members and, where applicable, their CREST sponsors or voting service providers should note that EUI does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that their CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. 12. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001 (as amended). 13. Institutional investors may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. Further information regarding Proxymity can be found on www.proxymity.io. Proxies must be lodged by 12 noon on Friday, 5 December 2025 in order to be considered valid. Before appointing a proxy via this process investors will need to have agreed to Proxymity’s associated terms and conditions. It is important to read these carefully as investors will be bound by them and they will govern the electronic appointment of proxies. 94 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 14. No Director has a service contract with the Company. Copies of Directors’ letters of appointment will be available for inspection for at least 15 minutes prior to the meeting and during the meeting. 15. Under Section 338 of the Companies Act 2006, members may require the Company to give to members of the Company entitled to receive this notice of meeting, notice of a resolution which may properly be moved and is intended to be moved at the meeting. Under Section 338A of that Act, members may request the Company to include in the business to be dealt with at the meeting any matter (other than a proposed resolution) which may properly be included in the business. 16. It is possible that, pursuant to requests made by members of the Company under Section 527 of the Companies Act 2006, the Company may be required to publish on a website a statement setting out any matter relating to: (i) the audit of the Company’s accounts (including the auditor’s report and the conduct of the audit) that are to be laid before the meeting or (ii) any circumstances connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with Section 437 of the Companies Act 2006. The Company may not require the members requesting any such website publication to pay its expenses in complying with Sections 527 or 528 of the Companies Act 2006. Where the Company is required to place a statement on a website under Section 527 of the Companies Act 2006, it must forward the statement to the Company’s auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under Section 527 of the Companies Act 2006 to publish on a website. 17. In accordance with Section 311A of the Companies Act 2006, the contents of this notice of meeting, details of the total number of shares in respect of which members are entitled to exercise voting rights at the AGM and, if applicable, any members’ statements, members’ resolutions or members’ matters of business received by the Company after the date of this notice will be available on the Company’s website. 18. You may not use any electronic address provided either in this Notice of Meeting or any related documents (including the Form of Proxy) to communicate with the Company for any purposes other than those expressly stated. Explanation of the Resolutions The following information is an explanation of the business to be considered at the Annual General Meeting to be held on 9 December 2025 at 12 noon at One Fleet Place, London EC4M 7RA. Annual Report (Resolution 1) (ordinary resolution) The directors are required to lay before the Annual General Meeting the Annual Report, including the Directors’ Report and the Independent Auditor’s Report on the audited Financial Statements for the year ended 30 June 2025. Shareholders are asked to receive the Annual Report. Dividend Policy (Resolution 2) (ordinary resolution) Resolution 2 relates to the approval of the Company’s dividend policy which is as follows: Subject to market conditions and the Company’s performance, financial position and financial outlook, it is the Directors’ intention to pay an enhanced annual dividend of circa 8 per cent. of NAV via a quarterly dividend policy of 2 per cent. of the preceding quarter-end NAV per share using capital reserves as necessary. Directors’ Remuneration Report (Resolution 3) (ordinary resolution) Listed companies are required to put their Report on Directors’ Remuneration to an advisory shareholder vote each year and their Remuneration Policy to a binding shareholder vote at least every three years. The Report on Directors’ Remuneration is set out in full in the Annual Report on pages 51 to 53 and the Directors’ Remuneration Policy is set out in full in the Annual Report on page 54. The Remuneration Policy was approved by shareholders at the Annual General Meeting in 2024 and the Policy is expected to remain in effect until the Annual General Meeting in 2027 when the Company will next be required to submit the Directors’ Remuneration Policy to its shareholders. Directors (Resolutions 4 to 8) (ordinary resolutions) In accordance with the AIC Corporate Governance Code, all directors stand for re-appointment annually. Directors appointed since the last Annual General Meeting also stand for appointment. The Directors have reviewed the performance and commitment of the directors standing for re-appointment and consider that each of them should continue to serve on the Board as they bring wide, current and relevant business experience that allows them to contribute effectively to the leadership of the Company. Biographies of each of the current Directors can be found on page 40. Auditor (Resolutions 9 and 10) (ordinary resolutions) There is a requirement to appoint an auditor at each general meeting at which accounts are laid before the Company, with the expectation that the auditor will then hold office until the next such meeting. In accordance with Sections 489 and 492 of the Companies Act 2006 (the “Act”), shareholders are required to approve the appointment of the Company’s auditor each year and to determine or authorise the Audit Committee to determine the auditor’s remuneration. Following the implementation of the Competition and Markets Authority Order on Statutory Audit Services, only the Audit Committee may negotiate and agree the Notice of Annual General Meeting continued Strategic Report Corporate Governance 95Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 terms of the auditor’s service agreement. Resolution 9 covers the re-appointment of BDO LLP who were first appointed as auditor in 2017, and Resolution 10 authorises the Audit Committee to determine their remuneration (details of which are set out in Note 4 on page 74 of the Annual Report). Increase to aggregate limit of Directors’ remuneration (Resolution 11) (ordinary resolution) The Board is seeking approval to increase the Directors’ total annual fee cap from £200,000 to £250,000. While Directors’ fees do not currently exceed the current cap, this will provide headroom for the future and facilitate the Board’s succession planning. Authority to Allot Shares (Resolution 12) (ordinary resolution) Resolution 12 will give the Company the authority to allot ordinary share capital up to an aggregate nominal amount of 10% of the Company’s existing issued ordinary share capital (excluding shares held in treasury) as at the date of the Annual General Meeting (equivalent to such number of ordinary shares with an aggregate nominal value of £877,219.25 if there is no change in the issued ordinary share capital between now and the date of the Annual General Meeting). Such authority will expire on the date of the next annual general meeting or after a period of 15 months from the date of the passing of the resolution, whichever is earlier. This means that the authority will have to be renewed at the next annual general meeting. Disapplication of Pre-emption Rights (Resolution 13) (special resolution) When shares are to be allotted for cash, Section 561 of the Act provides that existing shareholders have pre-emption rights and that the new shares must be offered first to such shareholders in proportion to their existing holding of shares. However, shareholders can, by special resolution, authorise the directors to allot shares otherwise than by a pro rata issue to existing shareholders. Resolution 13 will, if passed, give the directors power to allot for cash equity securities representing up to 10% of the Company’s existing issued ordinary share capital (excluding shares held in treasury) as at the date of the Annual General Meeting (equivalent to such number of ordinary shares with an aggregate nominal value of £877,219.25 if there is no change in the issued ordinary share capital between now and the date of the Annual General Meeting), as if Section 561 of the Act does not apply. This authority will also expire on the date of the next annual general meeting or after a period of 15 months, whichever is earlier. This authority will not be used in connection with a rights issue by the Company. Under Section 724 of the Act the Company is permitted to buy back and hold shares in treasury and then sell them at a later date for cash, rather than cancelling them. It is a requirement of Section 561 of the Act that such sale be on a pre-emptive, pro rata, basis to existing shareholders unless shareholders agree by special resolution to disapply such pre-emption rights. Accordingly, in addition to giving the directors power to allot ordinary share capital on a non pre-emptive basis (subject to the same combined 10% cap), Resolution 13, if passed, will also give the directors authority to sell shares held in treasury on a non pre-emptive basis (subject to the same combined 10% cap). The benefit of the ability to hold treasury shares is that such shares may be resold. This should give the Company greater flexibility in managing its share capital and improve liquidity in its shares. It is the intention of the Board that sales from treasury would only take place when the Board believes that to do so would assist in the provision of liquidity to the market. As at 24 October 2025 (being the latest practicable date prior to the publication of this Notice), the Company held 11,265,671 ordinary shares of 25p each in treasury, representing 32.1% of the total ordinary shares in issue (excluding treasury shares). The Directors intend to use the authority given by Resolutions 12 and 13 to allot shares and disapply pre-emption rights only in circumstances where this will be clearly beneficial to shareholders as a whole. The issue proceeds would be available for investment in line with the Company’s investment policy. No issue of shares will be made which would effectively alter the control of the Company without the prior approval of shareholders in general meeting. Any such issue of shares or re- sale of treasury shares will take place only at, or at a premium to, the prevailing net asset value per share. Share Buyback Facility (Resolution 14) (special resolution) The Company’s Articles of Association permit the Company to purchase its own shares and to fund such purchases from its accumulated realised capital reserves. The Directors believe that buying back the Company’s own shares in the market, at appropriate times and prices, is in the best interests of shareholders generally. Therefore, the Board considers that the Company should continue to have authority to buy back its own ordinary shares. Shares bought back may be cancelled immediately upon completion of the purchase or held, sold, transferred or otherwise dealt with as treasury shares (see above). Share buybacks are used as a means of helping to balance the supply and demand for the Company’s shares in the market. In respect of the ordinary shares, buybacks seek to reduce the volatility of the discount to the underlying net asset value per share at which the ordinary shares trade. Ordinary shares are bought back only when the immediate outcome is an increase in the net asset value per share attributable to the remaining ordinary shares. Resolution 14 authorises the Company to make market purchases (for cancellation or to be held, sold, transferred or otherwise dealt with as treasury shares) of up to 14.99% of the issued ordinary share capital (excluding shares held in treasury) as at the date of the Annual General Meeting. Under the Listing Rules of the Financial Conduct Authority, this is the maximum percentage of its equity share capital that a company may purchase through the market pursuant to such authority. The Company will make purchases within guidelines set from time to time by the Board, 96 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 and if or when market conditions are suitable, with the aim of maximising the benefit to the remaining shareholders. The Directors will not use this authority unless to do so would result in an increase in the net asset value per ordinary share. Ordinary shares will not be bought back at a price that is less than their nominal value or more than the higher of: (i) 5 per cent. above the average middle market price of the ordinary shares over the preceding five business days; and (ii) the higher of the price of the last independent trade and the highest current independent bid for an ordinary share on the trading venue where the market purchases will be carried out. The Directors intend to seek a fresh authority at the annual general meeting in 2026. There are no warrants or options to subscribe for ordinary shares that are outstanding as at 24 October 2025 (the latest practicable date prior to publication of this Notice). Notice of General Meetings (Resolution 15) (special resolution) The notice period for general meetings of the Company is 21 clear days unless shareholders approve a shorter notice period, which cannot be less than 14 clear days. Resolution 15 seeks this authority from shareholders. The Company will only use the shorter notice period where it is merited by the purpose of the meeting. Annual general meetings will continue to require 21 clear days’ notice. In order to call a general meeting on less than 21 clear days’ notice the Company must make a means of electronic voting available to all shareholders for that meeting. Recommendation The Board considers that the resolutions relating to the above items are in the best interests of shareholders as a whole. Accordingly, the Board unanimously recommends to the shareholders that they vote in favour of the above resolutions to be proposed at the forthcoming Annual General Meeting as the Directors intend to do in respect of their own beneficial holdings totalling 43,909 shares. The results of the proxy votes will be published following the conclusion of the AGM by way of a stock exchange announcement and on the Company’s website. Details of how shareholders who hold their shares on retail platforms can vote is set out on the AIC’s website: https://www.theaic.co.uk/how-to-vote-your-shares Notice of Annual General Meeting continued Strategic Report Corporate Governance 97Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 CQS Natural Resources Growth and Income PLC For the year ended 30 June 2025 Risk management systems The Company’s Annual Report and Pre-investment Disclosure Document sets out the risks to which the Company is exposed. The UK Investment Manager (CQS (UK) LLP) employs risk management disciplines which monitor the Company’s portfolio and quantify and manage the associated market and other risks. A permanent independent department has been established by the UK Investment Manager to perform the risk management function. The Risk Management and Performance Analysis team (“RMPA”) is led by the Chief Risk Officer and is functionally and hierarchically separate from the operating units of the portfolio managers of the Company. RMPA is a dedicated control function over the operating units of the Investment Manager and is not involved in the performance activities of the Company. RMPA has designed, documented and implemented effective risk management policies, processes and procedures in order to identify, quantify, analyse, monitor, report on and manage all material risks relevant to the Company’s investment strategy. The systems include third party vendor applications such as Tradar, Sungard Front Arena and MSCI Risk Metrics, complemented with a number of proprietary applications. Leverage For the purposes of the AIFM Directive, leverage is any method which increases the Company’s exposure, including the borrowing of cash and the use of derivatives. It is expressed as a percentage of the Company’s exposure to its net asset value and is calculated on a gross and commitment method. Under the gross method, exposure represents the sum of the Company’s positions after deduction of cash balances, without taking account of any hedging or netting arrangements. Under the commitment method, exposure is calculated without the deduction of cash balances and after certain hedging and netting positions are offset against each other. The leverage limits are set by the AIFM and approved by the Board. The AIFM is also required to comply with the gearing parameters set by the Board in relation to borrowings. The Company’s maximum limits and actual leverage levels are shown below: Leverage exposure Gross method Commitment method Maximum limit (AIFM) 200% 200% Maximum limit (Board) 200% 200% Actual as at 30 June 2025 107% 107% Material changes to information required to be made available to investors of the Company No material changes since 31 December 2024. Assets of the Company subject to special arrangements arising from their illiquid nature There are no assets of the Company which are subject to special arrangements arising from their illiquid nature. Remuneration The AIFM has adopted a remuneration policy which meets the requirements of the Directive and has been in place for the current financial year of the Company. The variable remuneration period of the AIFM ended on 31 December 2024. The AIFM’s remuneration process is overseen by the AIFM’s remuneration committee (comprised predominately of independent non-executive parties). An internal working group encompassing senior management is responsible for gathering relevant information (both quantitative and qualitative) to evaluate the performance (both short- and long-term) of individuals, teams and the AIFM as a whole, against external market benchmarks and to utilise this to develop proposals for fixed and variable remuneration for all staff. The remuneration committee receives these proposals and the supporting information and is responsible for independently reviewing and scrutinising the proposals and evidence provided in line with the AIFM’s stated objectives and developing its final recommendations for delivery to the governing body of the AIFM and other entities associated with the AIFM. The variable remuneration of all staff in excess of a threshold, which includes those individuals categorised as remuneration code staff (“code staff”), is subject to the following: ● deferred payment of up to 50% of the variable remuneration for a period of 3 years; ● deferred remuneration is linked to funds managed by the AIFM; ● the breaching of certain covenants may lead to forfeiture of deferred remuneration; and ● a claw-back provision of deferred remuneration in certain circumstances including future performance issues by the individuals. Report of the UK Investment Adviser Relating to Matters under the Alternative Investment Fund Managers’ Directive (Unaudited) 98 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 The below information provides the total remuneration paid by the AIFM (and any delegates) for the year ended 31 December 2024. This has been presented in line with the information available to the Company. There is no allocation made by the AIFM to each AIF and as such the disclosure reflects the remuneration paid to individuals who are partly or fully involved in the AIF, as well as staff of any delegate to which the firm has delegated portfolio management and/or risk management responsibilities in relation to the AIF. Of the total AIFM remuneration paid of $45m for the year ended 31 December 2024 to 137 individuals (full time equivalent), $20.2m has been paid as fixed remuneration determined with the remainder being paid as variable remuneration. The AIFM has assessed the members of staff whom it determines to be code staff in accordance with the requirements of SYSC 19.B of the FCA Handbook (the AIFM Remuneration Code). There are 9.2 individuals (full time equivalent) who meet this definition and these individuals have collectively been compensated $18.5m. Not all individuals are directly remunerated by the AIFM due to the structure of the AIFM entity, however in the interests of meeting the underlying requirement of this disclosure all staff involved have been assessed as if directly remunerated by the AIFM. Report of the UK Investment Adviser Relating to Matters under the Alternative Investment Fund Managers’ Directive (Unaudited) continued Strategic Report Corporate Governance 99Annual Report for the year ended 30 June 2025 | CQS NATURAL RESOURCES GROWTH AND INCOME PLC Financial Statements General Information and Annual General Meeting Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Corporate Information Registered Number 02978531 The Company is an investment company in England and Wales as defined under Section 833 of the Companies Act 2006. Registered Office 25 Southampton Buildings London WC2A 1AL Directors Christopher Casey (Chairman) Carole Cable (Chair, Management Engagement Committee) Paul Cahill (Chair, Nomination Committee) Louise Hall (appointed 1 August 2024) Seema Paterson (appointed 1 August 2024) (Chair, Audit Committee) AIFM and Investment Manager CQS (UK) LLP (trading as Manulife | CQS Investment Management) 4th Floor One Strand London WC2N 5HR Telephone: + 44 (0)207 201 6900 Email: [email protected] Company Secretary and Administrator Frostrow Capital LLP 25 Southampton Buildings London WC2A 1AL Telephone: +44 (0)203 008 4910 Email: [email protected] Financial Adviser and Corporate Broker Cavendish Capital Markets Limited 1 Bartholomew Close London EC1A 7BL Bankers, Custodian and Depositary BNP Paribas S.A. 10 Harewood Avenue London NW1 6AA Auditor BDO LLP 55 Baker Street London W1U 7EU Tax Advisor KPMG LLP 20 Castle Street Edinburgh EH1 2EG Registrar Equiniti Limited Highdown House Yeoman Way Worthing West Sussex BN99 3HH Registered shareholders can obtain further details of their holdings on the internet by visiting www.shareview.co.uk. Shareholder helpline: +44 (0) 371 384 2410. Please use the country code when calling from outside the UK. Calls from outside the UK will be charged at international rates. Other telephone provider costs may vary. Lines are open 8.30am to 5.30pm, Monday to Friday (excluding public holidays in England and Wales). Notifications of changes of address and enquiries regarding share certificates or dividend cheques should be made in writing to the Registrars quoting your shareholder reference number. Solicitors Dentons UK and Middle East LLP One Fleet Place London EC4M 7WS Shareholder Information Net Asset Value/Share Price The net asset value of the Company’s ordinary shares may be obtained by contacting CQS on 0207 201 6900 or by email at [email protected] or alternatively by visiting the Company’s website at www.ncim.co.uk/cqs-natural-resources- growth-and-income-plc/ Website General information about the Company, monthly factsheets and data, reports and details of general meetings can be found at www.ncim.co.uk/cqs-natural-resources-growth-and-income-plc/ Disability Act For deaf and speech impaired customers, calls are welcomed to the Company’s Registrar, Equiniti Limited, via Relay UK. Please see www.relayuk.bt.com for more information. The Company is a member of the Association of Investment Companies. 100 CQS NATURAL RESOURCES GROWTH AND INCOME PLC | Annual Report for the year ended 30 June 2025 Job No: 101164 Proof Event: 19 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Unsolicited approaches for shares: Many companies have become aware that their shareholders have received unsolicited phone calls or correspondence concerning investment matters. These are typically from overseas based ‘brokers’ who target UK shareholders offering to sell them what often turn out to be worthless or high-risk shares in US or UK investments. They can be very persistent and extremely persuasive. Shareholders are therefore advised to be very wary of any unsolicited advice, offers to buy shares at a discount or offers of free company reports. Please note that it is very unlikely that either the Company or the Company’s Registrar, Equiniti Limited, would make unsolicited telephone calls to shareholders and that any such calls would relate only to official documentation already circulated to shareholders and never in respect of investment ‘advice’. Shareholders who suspect they may have been approached by fraudsters should advise the Financial Conduct Authority (“FCA”) using the share fraud report form at www.fca.org.uk/scams or call the FCA Customer Helpline on 0800 111 6768. You may also wish to call either the Company Secretary or the Registrar whose contact details can be found on page 99. Corporate Information continued Job No: 54957 Proof Event: 21 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: CQS Project Title: Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Printed by Park Communications on FSC® certified paper. Park works to the EMAS standard and its Environmental Management System is certified to ISO 14001. This publication has been manufactured using 100% offshore wind electricity sourced from UK wind. 100% of the inks used are HP Indigo ElectroInk which complies with RoHS legislation and meets the chemical requirements of the Nordic Ecolabel (Nordic Swan) for printing companies, 95% of press chemicals are recycled for further use and, on average 99% of any waste associated with this production will be recycled and the remaining 1% used to generate energy. This document is printed on Revive 100 Silk containing 100% recycled fibre. The FSC® label on this product ensures responsible use of the world’s forest resources. This is a certified climate neutral print product for which carbon emissions have been calculated and offset by supporting recognised carbon offset projects. The carbon offset projects are audited and certified according to international standards and demonstrably reduce emissions. The climate neutral label includes a unique ID number specific to this product which can be tracked at www.climatepartner.com, giving details of the carbon offsetting process including information on the emissions volume and the carbon offset project being supported. CQS Natural Resouces Growth and Income PLC Annual Report for the year ended 30 June 2025

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